NCR Voyix Corp

Previous wording

•Results of operations. This section contains an analysis of our results of operations presented in the accompanying condensed consolidated statements of income by comparing the results for the three months ended March 31, 2025 to the results for the three months ended March 31, 2024.

Current wording

•Results of operations. This section contains an analysis of our results of operations presented in the accompanying condensed consolidated statements of income by comparing the results for the three and six months ended June 30, 2025 to the results for the three and six months ended June 30, 2024.

Previous wording

On August 6, 2024, the Company announced its entry into a commercial agreement with Ennoconn Corporation (“Ennoconn”) to transition its self-checkout and point-of-sale hardware businesses to an outsourced design and manufacturing model including the sale of certain assets relating to these businesses (the “Hardware Business Transition”). Under the terms of the agreement, Ennoconn will design, manufacture, warrant, supply, and ship self-checkout and point-of sale hardware directly to the Company’s customers and the Company will sell hardware to its customers as a sales agent for Ennoconn and continue to provide its point-of sale and self-checkout software as well as key support and maintenance services. As a result of the Hardware Business Transition, the Company will record commission revenue from point-of-sale and self-checkout hardware sales as an agent for Ennoconn on a net basis, excluding the costs paid to Ennoconn. The Company expects the Hardware Business Transition to become effective during 2025.

Current wording

On August 6, 2024, the Company announced its entry into a commercial agreement with Ennoconn Corporation (“Ennoconn”) to transition its self-checkout and point-of-sale hardware businesses to an outsourced design and manufacturing model including the sale of certain assets relating to these businesses (the “Hardware Business Transition”). Under the terms of the agreement, Ennoconn will design, manufacture, warrant, supply, and ship self-checkout and point-of sale hardware directly to the Company’s customers and the Company will sell hardware to its customers as a sales agent for Ennoconn and continue to provide its point-of sale and self-checkout software as well as key support and maintenance services. As a result of the Hardware Business Transition, the Company will record commission revenue from point-of-sale and self-checkout hardware sales as an agent for Ennoconn on a net basis, excluding the costs paid to Ennoconn. The Company anticipates the Hardware Business Transition will commence during 2025.

Previous wording

The following were significant themes and events for the first quarter of 2025.

Current wording

The following were significant themes and events for the second quarter of 2025.

Previous wording

◦Recurring revenue increased 2% as compared to the prior year period and comprised 66% of total consolidated revenue

Current wording

◦Recurring revenue increased 4% as compared to the prior year period and comprised 63% of total consolidated revenue

Previous wording

◦Software and services revenue decreased 7% as compared to the prior year period and comprised 78% of total consolidated revenue

Current wording

◦Software and services revenue was flat compared to the prior year period and comprised 75% of total consolidated revenue

Previous wording

•Net loss from continuing operations attributable to NCR Voyix was $20 million, compared with a net loss of $71 million in the prior year period

Current wording

•Net income from continuing operations attributable to NCR Voyix was $1 million, compared with a net loss of $90 million in the prior year period

Previous wording

Given the multinational nature of our business, we are subject to risks and exposures from the evolving macroeconomic environment, including the effects of increased global inflationary pressures and interest rates, the effects of recently implemented tariffs, fluctuations in foreign currency exchange rates, political economic slowdowns or recessions and geopolitical pressures, including the unknown impacts of current and future trade regulations. We continuously monitor the direct and indirect impacts of these circumstances on our business and financial results, as well as the overall global economy and geopolitical landscape. For example, foreign currency exchange rate fluctuations may negatively impact our financial results during the reporting period. In addition, in April 2025, the U.S. presidential administration announced a baseline tariff of 10% on products imported from all countries and an additional individualized reciprocal tariff on the countries with which the United States has the largest trade deficits. Increased tariffs by the United States have led, and may continue to lead, to the imposition of retaliatory tariffs by foreign governments. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. Current uncertainties about tariffs and their effects on trading relationships may impact macroeconomic conditions in the markets in which we operate. Our core products, self-checkout machines (SCO) and point-of-sale (POS) devices, constitute the majority of our hardware revenue and we believe that the SCO and POS machines that we import into the U.S. currently qualify for certain duty and tariff exemptions. Our remaining hardware products that we import into the U.S., primarily third-party products such as printers and cash drawers as well as service parts, are impacted by the recently announced tariffs applicable to imports from China and other countries. We have taken steps to mitigate part of the impact of these tariffs and are currently analyzing opportunities to further address the impact of these tariffs. We will continue to monitor the situation. Economic pressures on customers and consumers, including the challenges of high inflation and the effects of increased tariffs, may negatively affect our revenue and profitability in the future. The current trade policy environment is expected to continue to evolve and we can give no assurance regarding the impact to our business of future tariff changes or other changes in trade policies, including duty and tariff exemptions.

Current wording

Given the multinational nature of our business, we are subject to risks and exposures from the evolving macroeconomic environment, including the effects of increased global inflationary pressures and interest rates, the effects tariffs, fluctuations in foreign currency exchange rates, political economic slowdowns or recessions and geopolitical pressures, including the unknown impacts of current and future trade regulations. We continuously monitor the direct and indirect impacts of these circumstances on our business and financial results, as well as the overall global economy and geopolitical landscape. For example, foreign currency exchange rate fluctuations may negatively impact our financial results during the reporting period. In addition, in April 2025, the U.S. presidential administration announced a baseline tariff of 10% on products imported from all countries and an additional individualized reciprocal tariff on the countries with which the United States has the largest trade deficits. Increased tariffs by the United States have led, and may continue to lead, to the imposition of retaliatory tariffs by foreign governments. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. For instance, on July 31, 2025, the U.S. president issued an executive order implementing updated reciprocal tariffs for several dozen countries and the European Union, imposed additional tariffs on other countries, and adjusted, and may continue to adjust, certain tariffs as a result of potential or pending trade deals with the United States. The tariff announcements from U.S. and foreign governments have been uncertain, frequently changing and are likely to continue to change. Current uncertainties about tariffs and their effects on trading relationships may impact macroeconomic conditions in the markets in which we operate. Our core products, self-checkout machines (SCO) and point-of-sale (POS) devices, constitute the majority of our hardware revenue and we believe that the SCO and POS machines that we import into the U.S. generally qualify for certain duty and tariff exemptions. Our remaining hardware products that we import into the U.S., primarily third-party products such as printers and cash drawers as well as service parts, are impacted by the recently announced tariffs applicable to imports from China and other countries. We have taken steps to mitigate part of the impact of these tariffs and are currently analyzing opportunities to further address the impact of these tariffs. We will continue to monitor the situation. Economic pressures on customers and consumers, including the challenges of high inflation and the effects of increased tariffs, may negatively affect our revenue and profitability in the future. The current trade policy environment is expected to continue to evolve and we can give no…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

The following tables show our results for the three months ended March 31, the relative percentage that those amounts represent to revenue, and the change in those amounts year-over-year.

Current wording

The following tables show our results for the three and six months ended June 30, the relative percentage that those amounts represent to revenue, and the change in those amounts year-over-year.

Previous wording

The following tables show our key strategic financial metrics for the three months ended March 31, the relative percentage that those amounts represent to total revenue, and the change in those amounts year-over-year.

Current wording

The following tables show our key strategic financial metrics for the three and six months ended June 30, the relative percentage that those amounts represent to total revenue, and the change in those amounts year-over-year.

Previous wording

(5)Represents professional fees related to strategic initiatives which are considered non-operational in nature, as well as certain costs incurred related to the Hardware Business Transition.

Current wording

(6)Represents professional fees related to strategic initiatives which are considered non-operational in nature, as well as certain costs incurred related to the Hardware Business Transition.

Previous wording

We believe adjusted free cash flow-unrestricted information is useful for investors because it relates the operating cash flows from the Company’s continuing and discontinued operations to the capital that is spent to continue and improve business operations. In particular, adjusted free cash flow-unrestricted indicates the amount of cash available after capital expenditures for, among other things, investments in the Company’s existing businesses, strategic acquisitions, and repayment of debt obligations. Adjusted free cash flow does not represent the residual cash flow available for discretionary expenditures, since there may be other non-discretionary expenditures that are not deducted from the measure. Adjusted free cash flow-unrestricted does not have a uniform definitions under GAAP, and therefore the Company’s definition may differ from other companies’ definitions of this measure. These non-GAAP measures should not be considered a substitute for, or superior to, cash flows from operating activities under GAAP.

Current wording

We believe adjusted free cash flow-unrestricted information is useful for investors because it relates the operating cash flows from the Company’s continuing and discontinued operations to the capital that is spent to continue and improve business operations. In particular, adjusted free cash flow-unrestricted indicates the amount of cash available after capital expenditures for, among other things, investments in the Company’s existing businesses, strategic acquisitions, and repayment of debt obligations. Adjusted free cash flow does not represent the residual cash flow available for discretionary expenditures, since there may be other non-discretionary expenditures that are not deducted from the measure. Adjusted free cash flow-unrestricted does not have a uniform definition under GAAP, and therefore the Company’s definition may differ from other companies’ definitions of this measure. These non-GAAP measures should not be considered a substitute for, or superior to, cash flows from operating activities under GAAP.

Previous wording

Total revenue decreased 13% for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. Product revenue for the three months ended March 31, 2025 decreased 31% compared to the three months ended March 31, 2024 due to a significant decline in SCO and POS hardware revenues, as well as a decline in software license revenues for one-time perpetual license revenue recognized in the prior year. Service revenue for the three months ended March 31, 2025 decreased 5% compared to the three months ended March 31, 2024 due to decreases in professional services revenue, implementation services revenue, software maintenance revenue, hardware maintenance revenue related to the Company’s commercial agreements and cloud services revenue, offset by an increase in payments processing revenue as compared to the prior year period.

Current wording

Total revenue decreased 8% for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Product revenue for the three months ended June 30, 2025 decreased 24% compared to the three months ended June 30, 2024 due to a decline in SCO and POS hardware revenues, as well as a decline in software license revenues for one-time perpetual license revenue recognized in the prior year. Service revenue for the three months ended June 30, 2025 increased 1% compared to the three months ended June 30, 2024 due to an increase in payments processing revenue and hardware maintenance revenue as compared to the prior year period, offset by a decrease in implementation services revenue and professional services revenue related to one-time revenue recognized in the prior year.

Previous wording

Gross margin as a percentage of revenue inthe three months ended March 31, 2025 was 21.9% compared to 19.4% inthe three months ended March 31, 2024. The increase in gross margin as a percentage of revenue is driven by the increase in service gross margin, mainly related to improved margins for professional services, hardware maintenance, cloud services and payments processing in the first quarter of 2025 from the Company’s cost reduction initiative implemented during the second half of 2024. These increases in service gross margin were offset by a decline in product gross margin related to the decline in hardware revenue discussed above. Additionally, gross margin for the three months ended March 31, 2025 included $1 million of strategic initiative costs, $1 million of stock-based compensation expense, $1 million of transformation and restructuring costs and $3 million of amortization of acquisition-related intangible assets. Gross margin for the three months ended March 31, 2024 included $8 million of transformation and restructuring costs, $3 million of stock-based compensation expense and $3 million of amortization of acquisition-related intangible assets.

Current wording

Gross margin as a percentage of revenue inthe three months ended June 30, 2025 was 23.0% compared to 17.5% inthe three months ended June 30, 2024. The increase in gross margin as a percentage of revenue was driven by the increase in service gross margin, mainly related to improved margins for cloud services, professional services, software maintenance, payments processing and hardware maintenance in the three months ended June 30, 2025 as compared to the prior period, due in part to the Company’s cost reduction initiative implemented during the second half of 2024. These increases in service gross margin were offset by a decline in product gross margin related to lower hardware-related gross margin in 2025. Additionally, gross margin for the three months ended June 30, 2025 included $1 million of strategic initiative costs, $1 million of stock-based compensation expense, $3 million of transformation and restructuring costs and $3 million of amortization of acquisition-related intangible assets. Gross margin for the three months ended June 30, 2024 included $23 million of transformation and restructuring costs, $3 million of stock-based compensation expense, $1 million of strategic initiative costs and $4 million of amortization of acquisition-related intangible assets, offset by $5 million of net recoveries related to the cyber ransomware incident.

Previous wording

Selling, general, and administrative expenses were $115 million in the three months ended March 31, 2025, compared to $110 million in the three months ended March 31, 2024. As a percentage of revenue, selling, general and administrative expenses were 18.6% in the three months ended March 31, 2025 compared to 15.5% in the same period of 2024. The increase in selling, general and administrative expenses during the three months ended March 31, 2025 is related to the Company’s strategic initiative and transformation and restructuring activities in the first quarter of 2025. In the three months ended March 31, 2025, selling, general and administrative expenses included $21 million of transformation and restructuring costs, $6 million of strategic initiative costs, $7 million of stock-based compensation expense and $3 million of amortization of acquisition-related intangible assets. In the three months ended March 31, 2024, selling, general and administrative expenses included $12 million of transformation and restructuring costs, $6 million of stock-based compensation expense, $4 million of amortization of acquisition-related intangible assets and $1 million of separation-related costs, offset by $1 million of net recoveries related to the fraudulent ACH disbursement matter. Excluding these items, selling, general and administrative expenses was flat as a percentage of revenue in 2025 compared to 2024.

Current wording

Selling, general, and administrative expenses were $107 million in the three months ended June 30, 2025, compared to $116 million in the three months ended June 30, 2024. As a percentage of revenue, selling, general and administrative expenses were 16.1% in both the three months ended June 30, 2025 and 2024. The overall decrease in selling, general and administrative expenses during the three months ended June 30, 2025 is related to a decrease in transformation and restructuring and strategic initiative costs in the current year, as well as the Company’s cost reduction initiative implemented during the second half of 2024. Additionally, in the three months ended June 30, 2025, selling, general and administrative expenses included $12 million of transformation and restructuring costs, $2 million of strategic initiative costs, $6 million of stock-based compensation expense and $3 million of amortization of acquisition-related intangible assets. In the three months ended June 30, 2024, selling, general and administrative expenses included $15 million of transformation and restructuring costs, $5 million of strategic initiative costs, $5 million of stock-based compensation expense, $4 million of amortization of acquisition-related intangible assets, $3 million of separation-related costs and $1 million of cyber ransomware incident recovery costs, offset by $1 million of net recoveries related to the fraudulent ACH disbursement matter.

Previous wording

Research and development expenses were $40 million in the three months ended March 31, 2025, compared to $47 million in the three months ended March 31, 2024. As a percentage of revenue, research and development costs were 6.5% and 6.6% in the three months ended March 31, 2025 and 2024, respectively. The decrease in research and development expenses in the three months ended March 31, 2025 is due to one-time separation-related costs incurred in the prior year period, as well as the Company’s cost reduction initiative implemented during the second half of 2024. In the three months ended March 31, 2025, research and development costs included $3 million of transformation and restructuring costs and $1 million of stock-based compensation expense. In the three months ended March 31, 2024, research and development expenses included $4 million of separation related costs, $2 million of transformation and restructuring costs and $2 million of stock-based compensation expense.

Current wording

Research and development expenses were $32 million in the three months ended June 30, 2025, compared to $44 million in the three months ended June 30, 2024. As a percentage of revenue, research and development costs were 4.8% and 6.1% in the three months ended June 30, 2025 and 2024, respectively. The decrease in research and development expenses in the three months ended June 30, 2025 is due to the Company’s cost reduction initiative implemented during the second half of 2024, as well as one-time transformation and restructuring-related costs incurred in the prior year period. In the three months ended June 30, 2025, research and development costs included $2 million of stock-based compensation expense. In the three months ended June 30, 2024, research and development expenses included $2 million of transformation and restructuring costs and $4 million of stock-based compensation expense.

Previous wording

Interest expense was $15 million compared to $39 million for the three months ended March 31, 2025 and 2024, respectively. Interest expense is primarily related to our senior unsecured notes and borrowings under the Senior Secured Credit Facility. The decrease in interest expense was due to the decrease in total debt outstanding.

Current wording

Interest expense was $14 million compared to $41 million for the three months ended June 30, 2025 and 2024, respectively. Interest expense is primarily related to our senior unsecured notes and borrowings under the Senior Secured Credit Facility. The decrease in interest expense was due to the decrease in total debt outstanding.

Previous wording

Other income (expense), net was income of $8 million and expense $18 million for the three months ended March 31, 2025 and 2024, respectively, with the components reflected in the following table:

Current wording

Other income (expense), net was expense of $3 million and $5 million for the three months ended June 30, 2025 and 2024, respectively, and income of $5 million and expense of $23 million for the six months ended June 30, 2025 and 2024, respectively, with the components reflected in the following table:

Previous wording

The decrease in bank-related fees in the three months ended March 31, 2025 compared to March 31, 2024 relates to the termination of the trade receivables facility on September 30, 2024. Refer to Note 6, “Trade Receivables Facility” of the Notes to Condensed Consolidated Financial Statements for additional information.

Current wording

The decrease in bank-related fees in the three and six months ended June 30, 2025 compared to June 30, 2024 relates to the termination of the trade receivables facility on September 30, 2024. Refer to Note 6, “Trade Receivables Facility” of the Notes to Condensed Consolidated Financial Statements for additional information.

Previous wording

Income tax provisions for interim (quarterly) periods are based on an estimated annual effective income tax rate calculated separately from the effect of significant, infrequent, or unusual items. Income tax benefit from continuing operations was $7 million for the three months ended March 31, 2025, compared to income tax benefit of $5 million for the three months ended March 31, 2024. The change was primarily driven by a favorable change in discrete tax expenses and benefits partially offset by the impact of a lower loss from continuing operations before taxes in the three months ended March 31, 2025 compared to the prior year.

Current wording

Income tax provisions for interim (quarterly) periods are based on an estimated annual effective income tax rate calculated separately from the effect of significant, infrequent, or unusual items. Income tax benefit from continuing operations was $4 million for the three months ended June 30, 2025, compared to income tax expense of $10 million for the three months ended June 30, 2024. The change was primarily driven by a favorable change in discrete tax expenses and benefits, along with a higher valuation allowance in the prior year. These benefits were partially offset by the impact of a lower loss from continuing operations before taxes in the three months ended June 30, 2025 as compared to the prior year period.

Previous wording

The Company recognized income from discontinued operations, net of tax, of $3 million for the three months ended March 31, 2025, all of which related to the Company’s environmental remediation matters.

Current wording

The Company recognized income from discontinued operations, net of tax, of $2 million for the six months ended June 30, 2025, all of which related to the Company’s environmental remediation matters.

Previous wording

The Company recognized income from discontinued operations, net of tax, of $30 million for the three months ended March 31, 2024, of which $32 million related to income from discontinued operations, net of tax, for the Digital Banking Sale and $2 million of expense from discontinued operations, net of tax, for NCR Atleos.

Current wording

The Company recognized income from discontinued operations, net of tax, of $47 million for the six months ended June 30, 2024, of which $49 million related to income from discontinued operations, net of tax, for the Digital Banking Sale and $2 million of expense from discontinued operations, net of tax, for NCR Atleos.

Previous wording

The Company manages and reports its businesses in the following two segments: Retail and Restaurants. Segments are measured for profitability by the Company’s chief operating decision maker based on revenue and segment Adjusted EBITDA. Refer to the section above entitled “Non-GAAP Financial Measures and Use of Certain Terms” for our definition of Adjusted EBITDA and the reconciliation of net income (loss) from continuing operations attributable to NCR Voyix (GAAP) to Adjusted EBITDA (non-GAAP).

Current wording

The Company manages and reports its businesses in the following two segments: Retail and Restaurants. Segments are measured for profitability by the Company’s chief operating decision maker based on revenue and segment Adjusted EBITDA. Refer to the section above entitled “Non-GAAP Financial Measures and Use of Certain Terms” for our definition of Adjusted

Previous wording

The following tables show our segment revenue and Adjusted EBITDA for the three months ended March 31, the relative percentage that those amounts represent to segment revenue, and the change in those amounts year-over-year.

Current wording

The following tables show our segment revenue and Adjusted EBITDA for the three and six months ended June 30, the relative percentage that those amounts represent to segment revenue, and the change in those amounts year-over-year.

Previous wording

Retail revenue decreased 14% for the three months ended March 31, 2025 compared to the prior year period. The decrease in revenue is mainly related to a decrease in hardware revenue, a decrease in software license revenue, as well as a decrease in transaction services and professional services revenues for one-time revenues recognized in the prior year period, offset by an increase in hardware maintenance revenue as compared to the prior year period. Retail recurring revenue grew by 4% when comparing the first quarter of 2025 to the same period in 2024.

Current wording

Retail revenue decreased 12% and 13% for the three and six months ended June 30, 2025, respectively, compared to the prior year periods. The decrease in revenue is mainly related to a decrease in hardware revenue and software license revenue, as well as a decrease in implementation services revenue and professional services revenue for one-time revenues recognized in the prior year periods, partially offset by an increase in hardware maintenance revenue. Retail recurring revenue grew by 5% and 4% when comparing the three and six months ended June 30, 2025 to 2024, respectively.

Previous wording

Restaurants revenue decreased 5% for the three months ended March 31, 2025 compared to the prior year period. The decrease in revenue is due to a decrease in hardware revenue, as well as a decrease in cloud services revenue for one-time revenue recognized in the prior year period, implementation services revenue and professional services revenue for one-time revenues recognized in the prior year period, partially offset by an increase in payments processing revenue.

Current wording

Restaurants revenue increased 2% and decreased 2% for the three and six months ended June 30, 2025, respectively, compared to the prior year periods. The increase in revenue for the three months ended June 30, 2025 is related to an increase in payments processing revenue and hardware maintenance revenue, partially offset by a decline in implementation services revenue and software maintenance revenue as compared to the prior year period. The decrease in revenue for the six months ended June 30, 2025 is due to a decrease in implementation services revenue, software maintenance revenue, hardware revenue and cloud services revenue mainly related to one-time revenue recognized in the prior year period, partially offset by an increase in payments processing revenue as compared to the prior year period. Restaurants recurring revenue grew by 4% and 1% when comparing the three and six months ended June 30, 2025 to 2024, respectively.

Previous wording

Retail Adjusted EBITDA decreased 24% for the three months ended March 31, 2025 compared to the prior year period. The decrease in Adjusted EBITDA is due to the decrease in hardware revenue and lower hardware-related gross margin, as well as lower one-time software revenue in 2025 as compared to the prior year period.

Current wording

Retail Adjusted EBITDA decreased 7% and 16% for the three and six months ended June 30, 2025, respectively, compared to the prior year periods, due to the decrease in hardware revenue and lower hardware-related gross margin, as well as lower one-time software revenue in 2025 as compared to the prior year periods.

Previous wording

Restaurants Adjusted EBITDA increased 7% for the three months ended March 31, 2025 compared to the prior year period. This increase is due to favorable software and services revenue mix, as well as cost mitigation actions implemented during the second half of 2024.

Current wording

Restaurants Adjusted EBITDA increased 10% and 9% for the three and six months ended June 30, 2025, respectively, compared to the prior year periods, due to favorable software and services revenue mix, as well as cost mitigation actions implemented during the second half of 2024.

Previous wording

As of March 31, 2025, our cash and cash equivalents totaled $573 million and our total debt was $1.1 billion. Our borrowing capacity under our senior secured credit facilities was $500 million as of March 31, 2025. Our ability to generate positive cash flows from operations is dependent on general economic conditions, and the competitive environment in our industry, and is subject to business and other risk factors, including as detailed in our filings with the SEC. If we are unable to generate sufficient cash flows from operations, or otherwise comply with the terms of our credit facilities, we may be required to seek additional financing alternatives.

Current wording

As of June 30, 2025, our cash and cash equivalents totaled $276 million and our total debt was $1.1 billion. Our borrowing capacity under our senior secured credit facilities was $478 million as of June 30, 2025. Our ability to generate positive cash flows from operations is dependent on general economic conditions, and the competitive environment in our industry, and is subject to business and other risk factors, including as detailed in our filings with the SEC. If we are unable to generate sufficient cash flows from operations, or otherwise comply with the terms of our credit facilities, we may be required to seek additional financing alternatives.

Previous wording

The following table summarizes our cash flows from operating activities, investing activities and financing activities the three months ended March 31, 2025 and 2024. The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations.

Current wording

The following table summarizes our cash flows from operating activities, investing activities and financing activities the six months ended June 30, 2025 and 2024. The Consolidated Statements of Cash Flows include the results of continuing and discontinued operations.

Previous wording

Operating Activities Cash used in operating activities was $42 million in the three months ended March 31, 2025 compared to cash used in operating activities of $35 million in the three months ended March 31, 2024. The increase in cash used in operating activities was driven by movement in the net working capital accounts and discontinued operations in the prior year.

Current wording

Operating Activities Cash used in operating activities was $284 million in the six months ended June 30, 2025 compared to cash provided by operating activities of $27 million in the six months ended June 30, 2024. The increase in cash used in operating activities was driven by the payment of taxes related to the Digital Banking Sale of $284 million during the three months ended June 30, 2025, as well as movement in the net working capital accounts and discontinued operations in the prior year.

Previous wording

Capital Expenditures and Other Investing Activities Our principal capital expenditures are for software (purchased and internally developed) and additions to property and equipment. We invested approximately $39 million and $61 million in capital expenditures during the three months ended March 31, 2025 and 2024, respectively. We expect to continue investing in property and equipment, purchased software and internally developed software to support our business. During the third quarter of 2024, the Company paid $300 million to terminate its trade receivables facility and reacquired all of the outstanding trade receivables that had previously been sold by it. The Company collected $4 million of the purchased trade receivables during the three months ended March 31, 2025. Refer to Note 6, “Trade Receivables Facility” of the Notes to Condensed Consolidated Financial Statements for additional information.

Current wording

Capital Expenditures and Other Investing Activities Our principal capital expenditures are for software (purchased and internally developed) and additions to property and equipment. We invested approximately $81 million and $125 million in capital expenditures during the six months ended June 30, 2025 and 2024, respectively. We expect to continue investing in property and equipment, purchased software and internally developed software to support our business. During 2024, the Company paid $300 million to terminate its trade receivables facility and reacquired all of the outstanding trade receivables that had previously been sold by it. The Company collected $6 million of the purchased trade receivables during the six months ended June 30, 2025. Refer to Note 6, “Trade Receivables Facility” of the Notes to Condensed Consolidated Financial Statements for additional information.

Previous wording

Financing Activities Financing activities mainly relate to borrowings and repayments under our senior secured credit facilities as well as our unsecured senior notes. Financing activities also included dividends paid on the Series A preferred stock, proceeds from employee stock plans as well as payments made for share repurchases and tax withholding payments on behalf of employees for stock based awards that vested. During the three months ended March 31, 2025, the Company repurchased $62 million under our share repurchase program.

Current wording

Financing Activities Financing activities mainly relate to borrowings and repayments under our senior secured credit facilities as well as our unsecured senior notes. Financing activities also included dividends paid on the Series A preferred stock, proceeds from employee stock plans as well as payments made for share repurchases and tax withholding payments on behalf of employees for stock based awards that vested. During the six months ended June 30, 2025, the Company repurchased $69 million under our share repurchase program.

Previous wording

Net cash provided by or used in operating activities of discontinued operations related to environmental obligations was cash used in operating activities of $7 million for the three months ended March 31, 2025 and no cash used in or provided by operating activities for the three months ended 2024.

Current wording

Net cash provided by or used in operating activities of discontinued operations related to environmental obligations was cash used in operating activities of $11 million for the six months ended June 30, 2025 and $3 million cash provided by operating activities for the six months ended June 30, 2024.

Previous wording

Adjusted free cash flow NCR Voyix management uses a non-GAAP measure called “adjusted free cash flow-unrestricted” to assess the financial performance of the Company. We define adjusted free cash flow-unrestricted within the section titled “Non-GAAP Financial Measures and Use of Certain Terms” in Item 2 of this Form 10-Q. The table below reconciles net cash provided by operating activities to NCR Voyix’s non-GAAP measure of adjusted free cash flow-unrestricted for the three months ended March 31, 2025:

Current wording

Adjusted free cash flow NCR Voyix management uses a non-GAAP measure called “adjusted free cash flow-unrestricted” to assess the financial performance of the Company. We define adjusted free cash flow-unrestricted within the section titled “Non-GAAP Financial Measures and Use of Certain Terms” in Item 2 of this Form 10-Q. The table below reconciles net cash provided by operating activities to NCR Voyix’s non-GAAP measure of adjusted free cash flow-unrestricted for the six months ended June 30, 2025:

Previous wording

Long Term Borrowings The senior secured credit facilities include a term loan facility in an initial aggregate principal amount of $200 million, of which the Company repaid in full as of March 31, 2025. Additionally, the senior secured credit facilities include a five-year revolving credit facility with an aggregate principal amount of $500 million, of which zero was outstanding as of March 31, 2025. The revolving credit facility also contains a sub-facility to be used for letters of credit, and as of March 31, 2025, there were $21 million letters of credit outstanding.

Current wording

Long Term Borrowings The senior secured credit facilities include a term loan facility in an initial aggregate principal amount of $200 million, of which the Company repaid in full as of June 30, 2025. Additionally, the senior secured credit facilities include a five-year revolving credit facility with an aggregate principal amount of $500 million, of which zero was outstanding as of June 30, 2025. The revolving credit facility also contains a sub-facility to be used for letters of credit, and as of June 30, 2025, there were $22 million letters of credit outstanding.

Previous wording

Employee Benefit Plans In 2025, we expect to make contributions of $12 million to our international pension plans and $18 million to our postemployment plan. For additional information, refer to Note 9, “Employee Benefit Plans”, of the Notes to Condensed Consolidated Financial Statements. During the three months ended March 31, 2025, the Company paid $14 million to NCR Atleos for contributions related to our International pension plans.

Current wording

Employee Benefit Plans In 2025, we expect to make contributions of $12 million to our international pension plans and $21 million to our postemployment plan. For additional information, refer to Note 9, “Employee Benefit Plans”, of the Notes to Condensed Consolidated Financial Statements. During the six months ended June 30, 2025, the Company paid $14 million to NCR Atleos for contributions related to our International pension plans.

Previous wording

Series A Convertible Preferred Stock As of March 31, 2025, the redemption value of the Series A Preferred Stock was approximately $276 million. Holders of Series A Convertible Preferred Stock are entitled to a cumulative dividend at the rate of 5.5% per annum, payable quarterly in arrears. Beginning in the first quarter of 2020, dividends are payable in cash or in-kind at the option of the Company. During the three months ended March 31, 2025 and 2024, the Company paid cash dividends of $4 million.

Current wording

Series A Convertible Preferred Stock As of June 30, 2025, the redemption value of the Series A Preferred Stock was approximately $276 million. Holders of Series A Convertible Preferred Stock are entitled to a cumulative dividend at the rate of 5.5% per annum, payable quarterly in arrears. Beginning in the first quarter of 2020, dividends are payable in cash or in-kind at the option of the Company. During the six months ended June 30, 2025 and 2024, the Company paid cash dividends of $8 million.

Previous wording

Cash and Cash Equivalents Held by Foreign Subsidiaries Cash and cash equivalents held by the Company’s foreign subsidiaries at March 31, 2025 and December 31, 2024 were $165 million and $134 million, respectively. Under current tax laws and regulations, if cash and cash equivalents and short-term investments held outside the U.S. are distributed to the U.S. in the form of dividends or otherwise, we may be subject to additional U.S. income taxes and foreign withholding taxes, which could be significant.

Current wording

Cash and Cash Equivalents Held by Foreign Subsidiaries Cash and cash equivalents held by the Company’s foreign subsidiaries at June 30, 2025 and December 31, 2024 were $147 million and $134 million, respectively. Under current tax laws and regulations, if cash and cash equivalents and short-term investments held outside the U.S. are distributed to the U.S. in the form of dividends or otherwise, we may be subject to additional U.S. income taxes and foreign withholding taxes, which could be significant.

Previous wording

Summary As of March 31, 2025, our cash and cash equivalents totaled $573 million and our total debt was $1.1 billion, excluding deferred fees. As of March 31, 2025, our borrowing capacity under the revolving credit facility was approximately $500 million. Our ability to generate positive cash flows from operations is dependent on general economic conditions, the competitive environment in our industry, and is subject to the business and other risk factors described in Item 1A of Part I of the Company’s 2024 Annual Report on Form 10-K and Item 1A of Part II of this Quarterly Report on Form 10-Q (as applicable). If we are unable to generate sufficient cash flows from operations, or otherwise comply with the terms of our credit facilities, we may be required to seek additional financing alternatives.

Current wording

Summary As of June 30, 2025, our cash and cash equivalents totaled $276 million and our total debt was $1.1 billion, excluding deferred fees. As of June 30, 2025, our borrowing capacity under the revolving credit facility was approximately $478 million. Our ability to generate positive cash flows from operations is dependent on general economic conditions, the competitive environment in our industry, and is subject to the business and other risk factors described in Item 1A of Part I of the Company’s 2024 Annual Report on Form 10-K and Item 1A of Part II of this Quarterly Report on Form 10-Q (as applicable). If we are unable to generate sufficient cash flows from operations, or otherwise comply with the terms of our credit facilities, we may be required to seek additional financing alternatives.

Previous wording

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements use words such as “expect,” “anticipate,” “outlook,” “intend,” “plan,” “confident,” “believe,” “will,” “should,” “would,” “potential,” “positioning,” “proposed,” “planned,” “objective,” “likely,” “could,” “may,” and words of similar meaning, as well as other words or expressions referencing future events, conditions or circumstances. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Act. Statements that describe or relate to the Company’s plans, goals, intentions, strategies, or financial outlook, and statements that do not relate to historical or current fact, are examples of forward-looking statements. Examples of forward-looking statements in this Quarterly Report include, without limitation, statements regarding: the Company’s plans, strategies or objectives for future operations; expectations regarding the Hardware Business Transition on a timely basis or at all and additional cost alignment initiatives; the estimated or anticipated future results and benefits of the Company’s plans and operations; the Company’s expectations of demand for its solutions and the impact thereof on the Company's financial results in 2025; the Company’s ability to deliver increased value to customers and stockholders; the impact of tariffs and changes in global trade and the Company’s ability to mitigate any such impact; the Company’s ability to offset losses incurred from fraudulent ACH disbursements from a Company bank account identified in February 2024 through insurance proceeds. Forward-looking statements are based on our current beliefs, expectations and assumptions, which may not prove to be accurate, and involve a number of known and unknown risks and uncertainties, many of which are out of the Company’s control. Forward-looking statements are not guarantees of future performance, and there are a number of important factors that could cause actual outcomes and results to differ materially from the results contemplated by such forward-looking statements, including those factors relating to: challenges with transforming and growing our business; our ability to achieve the expected benefits of the Digital Banking Sale; the impact of the Digital Banking Sale, including disruption to the Company's business in connection with the provision of transition services following the sale; our ability to realize the anticipated cost savings and other benefits related to the Hardware Business Transition and other challenges associated with the Hardware Business Transition; our ability to attract new customers, incr…

Excerpt shortened here; the source contains the full paragraph.

Current wording

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements use words such as “expect,” “anticipate,” “outlook,” “intend,” “plan,” “confident,” “believe,” “will,” “should,” “would,” “potential,” “positioning,” “proposed,” “planned,” “objective,” “likely,” “could,” “may,” and words of similar meaning, as well as other words or expressions referencing future events, conditions or circumstances. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Act. Statements that describe or relate to the Company’s plans, goals, intentions, strategies, or financial outlook, and statements that do not relate to historical or current fact, are examples of forward-looking statements. Examples of forward-looking statements in this Quarterly Report include, without limitation, statements regarding: the Company’s plans, strategies or objectives for future operations; expectations regarding completing the Hardware Business Transition on a timely basis or at all and expectations regarding additional cost alignment initiatives; the estimated or anticipated future results and benefits of the Company’s plans and operations; the Company’s expectations of demand for its solutions and the impact thereof on the Company’s financial results in 2025; the Company’s ability to deliver increased value to customers and stockholders; the impact of tariffs and changes in global trade and the Company’s ability to mitigate any such impact; the Company’s ability to offset losses incurred from fraudulent ACH disbursements from a Company bank account identified in February 2024 through insurance proceeds. Forward-looking statements are based on our current beliefs, expectations and assumptions, which may not prove to be accurate, and involve a number of known and unknown risks and uncertainties, many of which are out of the Company’s control. Forward-looking statements are not guarantees of future performance, and there are a number of important factors that could cause actual outcomes and results to differ materially from the results contemplated by such forward-looking statements, including those factors relating to: challenges with transforming and growing our business; our ability to achieve the expected benefits of the Digital Banking Sale; the impact of the Digital Banking Sale, including disruption to the Company's business in connection with the provision of transition services following the sale; our ability to realize the anticipated cost savings and other benefits related to the Hardware Business Transition and other challenges associated with the Hardware Business Transition; our abil…

Excerpt shortened here; the source contains the full paragraph.