PAR TECHNOLOGY CORP

Previous wording

Net Loss from Cont. Ops.Year-over-year decrease of $2.5 million

Current wording

Net Loss from Cont. Ops.Year-over-year improvement of $2.5 million

Previous wording

Adjusted EBITDAYear-over-year improvement of $9.9 million

Current wording

Adjusted EBITDAYear-over-year improvement of $3.4 million

Previous wording

The tariff environment is complex and evolving. Beginning in the second quarter of 2025, the U.S. government implemented a series of significant new tariffs, including on imports from several countries where we source certain components and hardware products. Other countries have responded with retaliatory actions or plans for retaliatory actions. Some of these tariff announcements have since been followed by announcements of limited exemptions and temporary pauses. These actions have introduced increased uncertainty into global trade policies and supply chains. We continue to monitor macroeconomic trends and uncertainties in light of continuing changes to global tariff policies, which may have adverse effects on our hardware revenue and hardware gross margin. As a result of these events, we anticipate increased supply chain challenges, commodity cost volatility, and consumer and economic uncertainty due to rapid changes in global trade policies. We are continuing to evaluate and implement mitigating actions, including potential supply chain resiliency movements and cost or pricing measures, if needed, as the tariff environment evolves.

Current wording

The tariff environment is complex and evolving. Beginning in the second quarter of 2025, the U.S. government implemented a series of significant new tariffs, including on imports from several countries where we source certain components and hardware products. Other countries have responded with retaliatory actions or plans for retaliatory actions. Some of these tariff announcements have since been followed by announcements of limited exemptions and temporary pauses. These actions have introduced increased uncertainty into global trade policies and supply chains. We continue to monitor macroeconomic trends and uncertainties in light of continuing changes to global tariff policies, which may have adverse effects on our hardware revenue and hardware gross margin. As a result of these events, we anticipate increased supply chain challenges, commodity cost volatility, and consumer and economic uncertainty due to rapid changes in global trade policies. Management anticipates continued pressure on the Company's hardware margin from tariffs, and we are continuing to evaluate and implement mitigating actions, including potential supply chain resiliency movements, cost or pricing measures and alternative shipping practices, if needed, as the tariff environment evolves.

Previous wording

Subscription service revenues were $71.9 million for the three months ended June 30, 2025, an increase of $27.0 million or 60.2% compared to $44.9 million for the three months ended June 30, 2024. The increase was substantially driven by increased Engagement Cloud subscription service revenues of $18.9 million, of which $11.7 million was attributable to inorganic revenue growth contributed by the Plexure product line and customer contracts acquired in the GoSkip Asset Acquisition (now integrated into the PAR Retail product line). The residual increase of $7.2 million from Engagement Cloud subscription service revenues was driven by 13.3% organic growth in active sites. Operator Cloud subscription service revenues increased $8.2 million, of which $5.8 million was attributable to inorganic revenue growth contributed by the TASK and Delaget product lines. The residual increase of $2.4 million from Operator Cloud subscription services was driven by 9.8% organic growth in active sites.

Current wording

Subscription service revenues were $74.8 million for the three months ended September 30, 2025, an increase of $14.9 million or 24.8% compared to $59.9 million for the three months ended September 30, 2024. The increase was driven by increased Engagement Cloud subscription service revenues of $8.4 million, of which $2.4 million was attributable to inorganic revenue growth due to the inclusion of approximately one additional month of revenue from the Plexure product line in the current period and from customer contracts acquired in the GoSkip Asset Acquisition (now integrated into the PAR Retail product line). The residual increase of $6.0 million from Engagement Cloud subscription service revenues was primarily driven by 9.1% organic growth in average revenue per site through cross-selling initiatives, upselling, and price increases. Operator Cloud subscription service revenues increased $6.5 million, of which $4.2 million was attributable to inorganic revenue growth contributed by the Delaget product line and the inclusion of approximately one additional month of revenue from the TASK product line in the current period. The residual increase of $2.3 million from Operator Cloud subscription services was primarily driven by 7.3% organic growth in active sites.

Previous wording

Hardware revenues were $26.9 million for the three months ended June 30, 2025, an increase of $6.7 million or 33.5% compared to $20.1 million for the three months ended June 30, 2024. The increase was primarily driven by increased revenues from sales of terminals of $3.4 million, kitchen display systems of $1.3 million, kiosks of $0.8 million, and an increase in international sales of $1.1 million. These increases were driven by both price increases and increased sales volume, the timing of tier one enterprise customer hardware refresh cycles, and the timing of onboarding of Operator Cloud customers buying hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.

Current wording

Hardware revenues were $29.9 million for the three months ended September 30, 2025, an increase of $7.2 million or 32.0% compared to $22.7 million for the three months ended September 30, 2024. The increase was primarily driven by increased revenues from sales of peripherals (scanners, printers, and components) of $3.0 million, kiosks of $1.3 million, kitchen display systems of $0.8 million, and an increase in international sales of $2.1 million. These increases were substantially driven by increased sales volume resulting from customer demand that was pulled forward in advance of anticipated tariff impacts, as well as the timing of tier-one enterprise customer hardware refresh cycles and the onboarding of Operator Cloud customers purchasing hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.

Previous wording

Subscription service revenues were $140.3 million for the six months ended June 30, 2025, an increase of $57.1 million or 68.5% compared to $83.3 million for the six months ended June 30, 2024. The increase was substantially driven by increased Engagement Cloud subscription service revenues of $39.7 million, of which $28.3 million was attributable to inorganic revenue growth contributed by the Plexure product line, the GoSkip Asset Acquisition, and the inclusion of approximately two additional months of revenue from the existing PAR Retail business in the current period. The residual increase of $11.4 million from Engagement Cloud subscription services was driven by 14.4% organic growth in active sites. Operator Cloud subscription service revenues increased $17.4 million, of which $12.0 million was attributable to inorganic revenue growth contributed by the TASK and Delaget product lines. The residual increase of $5.4 million from Operator Cloud subscription services was driven by 11.2% organic growth in active sites.

Current wording

Subscription service revenues were $215.1 million for the nine months ended September 30, 2025, an increase of $71.9 million or 50.2% compared to $143.2 million for the nine months ended September 30, 2024. The increase was substantially driven by increased Engagement Cloud subscription service revenues of $48.1 million, of which $30.7 million was attributable to inorganic revenue growth due to the inclusion of approximately six additional months of revenue from the Plexure product line and two additional months of revenue from the existing PAR Retail business in the current period, and from customer contracts acquired in the GoSkip Asset Acquisition. The residual increase of $17.4 million from Engagement Cloud subscription services was driven by organic growth in both active sites and average revenue per site through cross-selling initiatives, upselling, and price increases. Operator Cloud subscription service revenues increased $23.8 million, of which $16.2 million was attributable to inorganic revenue growth contributed by the Delaget product line and the inclusion of approximately six additional months of revenue from the TASK product line in the current period. The residual increase of $7.6 million from Operator Cloud subscription services was primarily driven by organic growth in active sites.

Previous wording

Hardware revenues were $48.7 million for the six months ended June 30, 2025, an increase of $10.4 million or 27.0% compared to $38.3 million for the six months ended June 30, 2024. The increase was primarily driven by increased revenues from sales of terminals of $5.0 million, kitchen display systems of $1.7 million, peripherals (scanners, printers, and components) of $1.1 million, and an increase in international sales of $1.3 million. These increases were substantially driven by price increases, the timing of tier one enterprise customer hardware refresh cycles, and the timing of onboarding of Operator Cloud customers buying hardware. Hardware revenues will continue to be affected by the timing the aforementioned drivers.

Current wording

Hardware revenues were $78.6 million for the nine months ended September 30, 2025, an increase of $17.6 million or 28.9% compared to $61.0 million for the nine months ended September 30, 2024. The increase was primarily driven by increased revenues from sales of terminals of $4.5 million, peripherals (scanners, printers, and components) of $4.1 million, kitchen display systems of $2.6 million, kiosks of $1.9 million, and an increase in international sales of $3.4 million. These increases were substantially driven by increased sales volume resulting from customer demand that was pulled forward in advance of anticipated tariff impacts, as well as the timing of tier- one enterprise customer hardware refresh cycles and the onboarding of Operator Cloud customers purchasing hardware. Hardware revenues will continue to be affected by the timing of the aforementioned drivers.

Previous wording

Total gross margin as a percentage of total revenue for the three months ended June 30, 2025, increased to 45.4% as compared to 41.0% for the three months ended June 30, 2024.

Current wording

Total gross margin as a percentage of total revenue for the three months ended September 30, 2025, decreased to 41.3% as compared to 44.5% for the three months ended September 30, 2024.

Previous wording

Total gross margin as a percentage of revenue for the six months ended June 30, 2025, increased to 45.9% as compared to 39.2% for the six months ended June 30, 2024.

Current wording

Total gross margin as a percentage of revenue for the nine months ended September 30, 2025, increased to 44.3% as compared to 41.3% for the nine months ended September 30, 2024.

Previous wording

Subscription service margin as a percentage of subscription service revenue for the six months ended June 30, 2025, increased to 56.5% as compared to 52.4% for the six months ended June 30, 2024. The increase was substantially driven by a continued focus on efficiency improvements with our hosting and customer support costs, as well as improved gross margins stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately two additional months of PAR Retail product line results in the current period.

Current wording

Subscription service margin as a percentage of subscription service revenue for the nine months ended September 30, 2025, increased to 56.1% as compared to 53.6% for the nine months ended September 30, 2024. The increase was substantially driven by a continued focus on efficiency improvements with our hosting and customer support costs, as well as improved gross margins stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately two additional months of PAR Retail product line results in the current period.

Previous wording

Hardware margin as a percentage of hardware revenue for the six months ended June 30, 2025, increased to 26.1% as compared to 22.5% for the six months ended June 30, 2024. The increase was primarily driven by a more favorable product mix, with a higher proportion of higher-margin hardware sales in the current period, as well as a year-over-year reduction in compensation expense as we aligned our hardware-related workforce with organizational priorities.

Current wording

Hardware margin as a percentage of hardware revenue for the nine months ended September 30, 2025, decreased to 22.9% as compared to 23.6% for the nine months ended September 30, 2024. The decrease was primarily driven by increased supply chain costs resulting from recently implemented U.S. tariff policies, partially offset by a year-over-year reduction in compensation expense as we aligned our hardware-related workforce with organizational priorities. The Company began implementing pricing adjustments during the quarter to mitigate the impact of tariffs in future periods.

Previous wording

S&M expenses were $12.3 million for the three months ended June 30, 2025, an increase of $2.5 million or 25.1% compared to $9.8 million for the three months ended June 30, 2024. The increase was substantially driven by a $1.9 million increase in inorganic S&M expense, stemming from post-acquisition operations of TASK Group and the Delaget product line. Organic S&M expense increased by $0.6 million, primarily driven by a $0.3 million increase in commission expense, reflecting higher sales volume and continued expansion into multi-location enterprise accounts, and a $0.3 million increase in marketing event spend to support cross-sell initiatives across our combined customer base.

Current wording

S&M expenses were $12.5 million for the three months ended September 30, 2025, an increase of $2.0 million or 18.8% compared to $10.5 million for the three months ended September 30, 2024. The increase was substantially driven by a $1.3 million increase in inorganic S&M expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately one additional month of TASK Group S&M expense in the current period. Organic S&M expense increased by $0.7 million, primarily driven by a $0.4 million increase in marketing event spend and a $0.3 million increase in compensation and consulting costs to support cross-sell initiatives across our customer base.

Previous wording

S&M expenses were $24.1 million for the six months ended June 30, 2025, an increase of $3.3 million or 16.0% compared to $20.7 million for the six months ended June 30, 2024. The increase was substantially driven by a $4.2 million increase in inorganic S&M expense, stemming from post-acquisition operations of TASK Group and the Delaget product line, as well as the inclusion of approximately two additional months of PAR Retail S&M expense in the current period. Organic S&M expense decreased by $0.9 million primarily driven by a decrease in compensation expense, reflecting continued realization of synergies in our sales and marketing model.

Current wording

S&M expenses were $36.5 million for the nine months ended September 30, 2025, an increase of $5.3 million or 17.0% compared to $31.2 million for the nine months ended September 30, 2024. The increase was entirely driven by a $5.5 million increase in inorganic S&M expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately six additional months of TASK Group S&M expense and two additional months of PAR Retail S&M expense in the current period. Organic S&M expense decreased by $0.2 million.

Previous wording

G&A expenses were $31.7 million for the three months ended June 30, 2025, an increase of $6.3 million or 24.9% compared to $25.4 million for the three months ended June 30, 2024. The increase was substantially driven by a $4.8 million increase in inorganic G&A expense stemming from post-acquisition operations of TASK Group and the Delaget product line. Organic G&A expense increased $1.5 million, primarily driven by certain non-cash or non-recurring expenses consisting of a $1.3 million one-time litigation expense in the current period and a $0.9 million increase in stock-based compensation expense, partially offset by a $1.1 million decrease in costs related to transaction due diligence.

Current wording

G&A expenses were $31.7 million for the three months ended September 30, 2025, an increase of $4.4 million or 16.0% compared to $27.4 million for the three months ended September 30, 2024. The increase was substantially driven by certain non-cash or non-recurring expenses consisting of a $1.9 million litigation expense in the current period and a $1.5 million increase in stock-based compensation expense. The residual increase of $1.0 million was primarily driven by a $0.9 million increase in inorganic G&A expense stemming from post-acquisition operations of the Delaget product line and the inclusion of approximately one additional month of TASK Group G&A expense in the current period.

Previous wording

G&A expenses were $61.0 million for the six months ended June 30, 2025, an increase of $10.4 million or 20.6% compared to $50.5 million for the six months ended June 30, 2024. The increase was driven by a $10.3 million increase in inorganic G&A expense stemming from post-acquisition operations of TASK Group and the Delaget product line, as well as the inclusion of approximately two additional months of PAR Retail G&A expense in the current period. Organic G&A expense was relatively flat year-over-year.

Current wording

G&A expenses were $92.7 million for the nine months ended September 30, 2025, an increase of $14.8 million or 19.0% compared to $77.9 million for the nine months ended September 30, 2024. The increase was substantially driven by an $11.1 million increase in inorganic G&A expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately six additional months of TASK Group G&A expense and two additional months of PAR Retail G&A expense in the current period. The residual $3.7 million increase was primarily driven by certain non-cash or non-recurring expenses consisting of a $5.0 million increase in stock-based compensation expense and a $3.3 million litigation expense in the current period, partially offset by a $3.9 million decrease in costs related to transaction due diligence and $0.5 million decrease in one-time severance costs.

Previous wording

R&D expenses were $20.9 million for the three months ended June 30, 2025, an increase of $4.7 million or 28.9% compared to $16.2 million for the three months ended June 30, 2024. The increase was substantially driven by a $2.6 million increase in inorganic R&D expense stemming from post-acquisition operations of TASK Group and the Delaget product line, as well as R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition. Organic R&D expense increased by $2.1 million primarily driven by higher outsourced development costs as we continue to work to improve and diversify our product and service offerings.

Current wording

R&D expenses were $19.3 million for the three months ended September 30, 2025, an increase of $1.5 million or 8.2% compared to $17.8 million for the three months ended September 30, 2024. The increase was entirely driven by a $1.7 million increase in inorganic R&D expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately one additional month of TASK Group R&D expense in the current period, and R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition. Organic R&D expense decreased by $0.2 million.

Previous wording

R&D expenses were $40.7 million for the six months ended June 30, 2025, an increase of $8.7 million or 27.2% compared to $32.0 million for the six months ended June 30, 2024. The increase was substantially driven by a $6.4 million increase in inorganic R&D expense stemming from post-acquisition operations of TASK Group and the Delaget product line, R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition, and the inclusion of approximately two additional months of PAR Retail R&D expense in the current period. Organic R&D expense increased by $2.3 million primarily driven by higher outsourced development costs as we continue to work to improve and diversify our product and service offerings.

Current wording

R&D expenses were $60.0 million for the nine months ended September 30, 2025, an increase of $10.2 million or 20.4% compared to $49.8 million for the nine months ended September 30, 2024. The increase was substantially driven by an $8.1 million increase in inorganic R&D expense stemming from post-acquisition operations of the Delaget product line, the inclusion of approximately six additional months of TASK Group R&D expense and two additional months of PAR Retail R&D expense in the current period, and R&D expense resulting from the integration of assets acquired in the GoSkip Asset Acquisition. Organic R&D expense increased by $2.1 million primarily driven by higher outsourced development costs as we continue to improve and diversify our product and service offerings.

Previous wording

Amortization of identifiable intangible assets was $3.4 million for the three months ended June 30, 2025, an increase of $1.4 million as compared to $1.9 million for the three months ended June 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the TASK Group Acquisition, Delaget

Current wording

Amortization of identifiable intangible assets was $3.4 million for the three months ended September 30, 2025, an increase of $0.7 million as compared to $2.7 million for the three months ended September 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the Delaget Acquisition and the GoSkip Asset Acquisition.

Previous wording

Amortization of identifiable intangible assets was $6.7 million for the six months ended June 30, 2025, an increase of $3.8 million as compared to $2.9 million for the six months ended June 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the Stuzo Acquisition, TASK Group Acquisition, Delaget Acquisition, and GoSkip Asset Acquisition.

Current wording

Amortization of identifiable intangible assets was $10.0 million for the nine months ended September 30, 2025, an increase of $4.5 million as compared to $5.6 million for the nine months ended September 30, 2024. The increase was primarily driven by an increase in amortizable intangible assets stemming from the Stuzo Acquisition, TASK Group Acquisition, Delaget Acquisition, and GoSkip Asset Acquisition.

Previous wording

Included in operating expenses for the three months ended June 30, 2024 was a $0.6 million decrease to the fair value of the contingent consideration liability for certain post-closing revenue focused milestones from the MENU Acquisition. There was no comparable adjustment to contingent consideration liability for the three months ended June 30, 2025.

Current wording

Included in operating expenses for the nine months ended September 30, 2024 was a $0.6 million decrease to the fair value of the contingent consideration liability for certain post-closing revenue focused milestones from the MENU Acquisition. There was no comparable adjustment to contingent consideration liability for the nine months ended September 30, 2025.

Previous wording

Loss on extinguishment of debt was $5.8 million for the six months ended June 30, 2025, related to early repayment of the Credit Facility. There was no comparable loss on extinguishment of debt for the six months ended June 30, 2024.

Current wording

Loss on extinguishment of debt was $5.8 million for the nine months ended September 30, 2025, related to early repayment of the Credit Facility. There was no comparable loss on extinguishment of debt for the nine months ended September 30, 2024.

Previous wording

Provision for income taxes was $0.9 million for the three months ended June 30, 2025, a change of $0.3 million as compared to $0.6 million for the three months ended June 30, 2024. The change was primarily driven by an increase in foreign jurisdiction tax obligations.

Current wording

Benefit from income taxes was $0.3 million for the three months ended September 30, 2025, a change of $0.9 million as compared to provision for income taxes of $0.7 million for the three months ended September 30, 2024. The change was primarily driven by the recognition of a deferred income tax benefit in the current quarter, partially offset by an increase in foreign income tax expense.

Previous wording

Provision for income taxes was $2.2 million for the six months ended June 30, 2025, a change of $9.4 million as compared to a benefit from income taxes of $7.2 million for the six months ended June 30, 2024. The change was primarily driven by the absence of a one-time benefit recorded in the prior year, resulting from a reduction in the valuation allowance related to deferred tax liabilities established in connection with the Stuzo Acquisition. The provision recorded during the six months ended June 30, 2025 primarily related to foreign and state income tax expense.

Current wording

Provision for income taxes was $1.9 million for the nine months ended September 30, 2025, a change of $8.5 million as compared to a benefit from income taxes of $6.5 million for the nine months ended September 30, 2024. The change was primarily driven by the absence of a one-time benefit recorded in the prior year, resulting from a reduction in the valuation allowance related to deferred tax liabilities established in connection with the Stuzo Acquisition. The provision recorded during the nine months ended September 30, 2025 primarily related to foreign and state income tax expense.

Previous wording

During the three months ended June 30, 2024, a $76.8 million gain from the divestiture of PAR Government Systems Corporation ("PGSC") was recognized. The residual amount represents PGSC and Rome Research Corporation ("RRC") operating income, offset by a provision for income taxes relating to the gain from the divestiture of PGSC. There was no comparable net income from discontinued operations for the three months ended June 30, 2025.

Current wording

Net income from discontinued operations was $0.8 million for the three months ended September 30, 2024, due to a gain from divestiture of Rome Research Corporation ("RRC"). There was no comparable net income from discontinued operations for the three months ended September 30, 2025.

Previous wording

Net income from discontinued operations was $0.2 million for the six months ended June 30, 2025, a decrease of $79.7 million as compared to $79.9 million for the six months ended June 30, 2024. During the six months ended June 30, 2024, a $76.8 million gain from the divestiture of PGSC was recognized. The residual amount represents PGSC and RRC operating income, offset by a provision for income taxes relating to the gain from the divestiture of PGSC. During the six months ended June 30, 2025, a $0.2 million gain from the divestiture of RRC was recognized as a result of a favorable net working capital settlement.

Current wording

Net income from discontinued operations was $0.2 million for the nine months ended September 30, 2025, a decrease of $80.5 million as compared to $80.7 million for the nine months ended September 30, 2024. During the nine months ended September 30, 2024, a $77.2 million gain from the divestiture of PAR Government Systems Corporation ("PGSC") and RRC was recognized. The residual amount represents PGSC and RRC operating income, offset by a provision for income taxes relating to the gain from the divestiture of PGSC and RRC. During the nine months ended September 30, 2025, a $0.2 million gain from the divestiture of RRC was recognized as a result of a favorable net working capital settlement.

Previous wording

ARR is the annualized revenue from our subscription services, which includes subscription fees for our SaaS solutions and related support, managed platform development services, and transaction-based fees for payment processing services. We generally calculate ARR by annualizing the monthly recurring revenue for all active sites as of the last day of each month for the respective reporting period. ARR is an operating measure, it does not reflect our revenue determined in accordance with GAAP, and ARR should be viewed independently of, and not combined with or substituted for, our revenue and other financial information determined in accordance with GAAP. Further, ARR is not a forecast of future revenue and investors should not place undue reliance on ARR as an indicator of our future or expected results. Our reported ARR is based on a constant currency, using the exchange rates established at the beginning of the year and consistently applied throughout the period and to comparative periods presented. The table below presents our ARR on a constant currency basis, calculated using the exchange rates set at the beginning of 2025. For acquisitions made during each period, the constant currency rate applied is the exchange rate at the date of each acquisition's closure. There was no impact on our ARR as of June 30, 2024 as a result of applying a constant currency as the exchange rate effects only began with the TASK Group Acquisition in July 2024.

Current wording

ARR is the annualized revenue from our subscription services, which includes subscription fees for our SaaS solutions and related support, managed platform development services, and transaction-based fees for payment processing services. We generally calculate ARR by annualizing the monthly recurring revenue for all active sites as of the last day of each month for the respective reporting period. ARR is an operating measure, it does not reflect our revenue determined in accordance with GAAP, and ARR should be viewed independently of, and not combined with or substituted for, our revenue and other financial information determined in accordance with GAAP. Further, ARR is not a forecast of future revenue and investors should not place undue reliance on ARR as an indicator of our future or expected results. Our reported ARR is based on a constant currency, using the exchange rates established at the beginning of the year and consistently applied throughout the period and to comparative periods presented. The table below presents our ARR on a constant currency basis, calculated using the exchange rates set at the beginning of 2025. For acquisitions made during each period, the constant currency rate applied is the exchange rate at the date of each acquisition's closure. Using the exchange rates established during the prior period, Engagement Cloud ARR as of September 30, 2024 was $2.9 million higher than the constant currency ARR reported below. Operator Cloud ARR as of September 30, 2024 was $0.5 million higher than the constant currency ARR reported below.

Previous wording

*Inorganic Engagement Cloud ARR represents GoSkip and Plexure ARR only as of June 30, 2025.

Current wording

*Inorganic Engagement Cloud ARR represents GoSkip ARR only as of September 30, 2025.

Previous wording

**Inorganic Operator Cloud ARR represents TASK and Delaget ARR only as of June 30, 2025.

Current wording

**Inorganic Operator Cloud ARR represents Delaget ARR only as of September 30, 2025.

Previous wording

*Inorganic Engagement Cloud active sites represents GoSkip and Plexure active sites only as of June 30, 2025.

Current wording

*Inorganic Engagement Cloud active sites represents GoSkip active sites only as of September 30, 2025.

Previous wording

**Inorganic Operator Cloud active sites represents TASK and Delaget active sites only as of June 30, 2025.

Current wording

**Inorganic Operator Cloud active sites represents Delaget active sites only as of September 30, 2025.

Previous wording

Our primary sources of liquidity are cash and cash equivalents. As of June 30, 2025, we had cash and cash equivalents of $85.1 million. Cash and cash equivalents consist of highly liquid investments with maturities of 90 days or less, including money market funds.

Current wording

Our primary sources of liquidity are cash and cash equivalents. As of September 30, 2025, we had cash and cash equivalents of $92.5 million. Cash and cash equivalents consist of highly liquid investments with maturities of 90 days or less, including money market funds.

Previous wording

Cash used in operating activities was $23.8 million for the six months ended June 30, 2025, compared to $37.4 million for the six months ended June 30, 2024. The decrease in cash used in operating activities was primarily driven by improved profitability from our core operations.

Current wording

Cash used in operating activities was $15.4 million for the nine months ended September 30, 2025, compared to $28.6 million for the nine months ended September 30, 2024. The decrease in cash used in operating activities was primarily driven by improved profitability from our core operations.

Previous wording

Cash used in investing activities was $7.7 million for the six months ended June 30, 2025 compared to $72.9 million for the six months ended June 30, 2024. Cash used in investing activities during the six months ended June 30, 2025 included $4.3 million of cash consideration paid in connection with the GoSkip Asset Acquisition and capital expenditures of $2.4 million for developed technology costs associated with our software platforms, partially offset by $0.2 million of cash consideration received in connection with the divestiture of RRC. The greater amount of cash used in investing activities during the six months ended June 30, 2024 was largely driven by the Stuzo Acquisition during that period, which was partially offset by $87.1 million of cash consideration received in connection with the divestiture of PGSC and $9.4 million of proceeds from net sales of short-term held-to-maturity investments.

Current wording

Cash used in investing activities was $10.9 million for the nine months ended September 30, 2025 compared to $178.1 million for the nine months ended September 30, 2024. Cash used in investing activities during the nine months ended September 30, 2025 included $4.3 million of cash consideration paid in connection with the GoSkip Asset Acquisition, capital expenditures of $2.5 million for fixed assets, and capital expenditures of $4.2 million for developed technology costs associated with our software platforms. The greater amount of cash used in investing activities during the nine months ended September 30, 2024 was largely driven by the Stuzo Acquisition and the TASK Acquisition during that period, which was partially offset by $92.1 million of cash consideration received in connection with the divestiture of PGSC and RRC, and $24.9 million of proceeds from net sales of short-term held-to-maturity investments.

Previous wording

Cash provided by financing activities was $11.4 million for the six months ended June 30, 2025, compared to $191.5 million for the six months ended June 30, 2024. Cash provided by financing activities during the six months ended June 30, 2025 primarily consisted of the net proceeds from the sale of the 2030 Notes of $111.1 million (net of issuance costs), partially offset by the repayment in full of $90 million principal amount outstanding under the Credit Facility plus accrued interest and prepayment premium. Cash provided by financing activities during the six months ended June 30, 2024 primarily consisted of a private placement of common stock of $194.5 million (net of issuance costs). We do not have any off-balance sheet arrangements or obligations.

Current wording

Cash provided by financing activities was $11.5 million for the nine months ended September 30, 2025, compared to $279.3 million for the nine months ended September 30, 2024. Cash provided by financing activities during the nine months ended September 30, 2025 primarily consisted of the net proceeds from the sale of the 2030 Notes of $111.1 million (net of issuance costs), partially offset by the repayment in full of $90 million principal amount outstanding under the Credit Facility plus accrued interest and prepayment premium. Cash provided by financing activities during the nine months ended September 30, 2024 primarily consisted of a private placement of common stock of $194.5 million (net of issuance costs) and $87.3 million (net of issuance costs) from the Credit Facility. We do not have any off-balance sheet arrangements or obligations.

Previous wording

We expect our available cash and cash equivalents will be sufficient to meet our operating needs for at least the next 12 months. Over the next 12 months our total contractual obligations are $72.1 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $43.3 million, interest payments of $6.4 million and principal payments of $20.0 million related to long-term debt, and facility lease obligations of $2.4 million. We expect to fund such commitments with cash provided by operating activities and our sources of liquidity.

Current wording

We expect our available cash and cash equivalents will be sufficient to meet our operating needs for at least the next 12 months. Over the next 12 months our total contractual obligations are $67.5 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $38.6 million, interest payments of $6.2 million and principal payments of $20.0 million related to long-term debt, and facility lease obligations of $2.6 million. We expect to fund such commitments with cash provided by operating activities and our sources of liquidity.

Previous wording

Our non-current contractual obligations are $419.3 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $21.0 million, interest payments of $12.0 million and principal payments of $380.0 million related to long-term debt, and facility leases of $6.3 million. Refer to “Note 8 – Debt” of the notes to interim condensed consolidated financial statements in "Part I, Item 1. Financial Statements (unaudited)" of this Quarterly Report for additional information. We expect to fund such commitments with cash provided by operating activities, our sources of liquidity, and if necessary, equity, equity-linked, or debt financing arrangements.

Current wording

Our non-current contractual obligations are $414.7 million, consisting of purchase commitments for normal operations (purchase of inventory, software licensing, use of external labor, and third-party cloud services) of $16.3 million, interest payments of $10.5 million and principal payments of $380.0 million related to long-term debt, and facility leases of $7.9 million. Refer to “Note 8 – Debt” of the notes to interim condensed consolidated financial statements in "Part I, Item 1. Financial Statements (unaudited)" of this Quarterly Report for additional information. We expect to fund such commitments with cash provided by operating activities, our sources of liquidity, and if necessary, equity, equity-linked, or debt financing arrangements.