Flywire Corp

Previous wording

Rapid domestic and international payments volume growth. We have grown our total payment volume by approximately 19% period-over-period from $4.1 billion during the three months ended June 30, 2023 to $4.9 billion during the three months ended June 30, 2024. We have grown our total payment volume by approximately 21% period-over-period from $9.8 billion during the six months ended June 30, 2023 to $11.8 billion during the six months ended June 30, 2024.

Current wording

Rapid domestic and international payments volume growth. We have grown our total payment volume by approximately 24% period-over-period from $8.9 billion during the three months ended September 30, 2023 to $11.0 billion during the three months ended September 30, 2024. We have grown our total payment volume by approximately 23% period-over-period from $18.6 billion during the nine months ended September 30, 2023 to $22.8 billion during the nine months ended September 30, 2024.

Previous wording

As of June 30, 2024, we serve over 4,000 clients around the world. In education, we serve more than 2,950 institutions. In healthcare, we power more than 90 healthcare systems, including four of the top 10 healthcare systems in the United States ranked by hospital size as of December 31, 2023. In our newer payment verticals of travel and B2B payments, we have a growing portfolio of more than 1,100 clients as of June 30, 2024.

Current wording

As of September 30, 2024, we serve over 4,000 clients around the world, excluding clients acquired from the Invoiced acquisition. In education, we serve more than 2,960 institutions. In healthcare, we power more than 100 healthcare systems, including four of the top 10 healthcare systems in the United States ranked by hospital size as of December 31, 2023. In our newer payment verticals of travel and B2B payments, we have a growing portfolio of more than 1,200 clients as of September 30, 2024.

Previous wording

Our success in building our client base around the world and expanding utilization by our clients’ customers has allowed us to achieve significant scale. We enabled over $24.0 billion and approximately $11.8 billion in total payment volume during the year ended December 31, 2023 and six months ended June 30, 2024, respectively. We generated revenue of $403.1 million and $289.4 million for the years ended December 31, 2023 and 2022, respectively, and incurred net losses of $8.6 million and $39.3 million, respectively, for the same years. We generated revenue of $217.8 million and $179.2 million for the six months ended June 30, 2024 and 2023, respectively, and incurred net loss of $20.1 million and $20.5 million, respectively, for the same periods.

Current wording

Our success in building our client base around the world and expanding utilization by our clients’ customers has allowed us to achieve significant scale. We enabled over $24.0 billion and approximately $22.8 billion in total payment volume during the year ended December 31, 2023 and nine months ended September 30, 2024, respectively. We generated revenue of $403.1 million and $289.4 million for the years ended December 31, 2023 and 2022, respectively, and incurred net losses of $8.6 million and $39.3 million, respectively, for the same years. We generated revenue of $374.6 million and $302.5 million for the nine months ended September 30, 2024 and 2023, respectively, and incurred net income (loss) of $18.8 million and $(9.9) million, respectively, for the same periods.

Previous wording

While we have experienced significant growth and increased demand for our solutions over recent periods, we may continue to incur losses in the short term and may not be able to achieve or maintain profitability in the future. Our marketing is focused on generating leads to develop our sales pipeline, building our brand and market awareness, scaling our network of partners and growing our business from our existing client base. We believe that these efforts will result in an increase in our client base, revenues, and improved margins in the long term. To manage any future growth effectively, we must continue to improve and expand our information technology (IT) and financial infrastructure, our operating and administrative systems and controls, and our ability to manage headcount, capital, and processes in an efficient manner. Additionally, we face intense competition in our markets, and to succeed, we need to innovate and offer solutions that are differentiated from legacy payment solutions. We must also effectively hire, retain, train, and motivate qualified personnel and senior management. There are also circumstances beyond our control which can materially impact our business that we need to respond to, including, but not limited to fluctuations in exchange rates. If we are unable to successfully address these challenges, our business, operating results, and prospects could be adversely affected.

Current wording

While we have experienced significant growth and increased demand for our solutions over recent periods, we may continue to incur losses in the short term and may not be able to achieve or maintain profitability in the future. Our marketing is focused on generating leads to develop our sales pipeline, building our brand and market awareness, scaling our network of partners and growing our business from our existing client base. We believe that these efforts will result in an increase in our client base, revenues, and improved margins in the long term. To manage any future growth effectively, we must continue to improve and expand our IT and financial infrastructure, our operating and administrative systems and controls, and our ability to manage headcount, capital, and processes in an efficient manner. Additionally, we face intense competition in our markets, and to succeed, we need to innovate and offer solutions that are differentiated from legacy payment solutions. We must also effectively hire, retain, train, and motivate qualified personnel and senior management. There are also circumstances beyond our control which can materially impact our business that we need to respond to, including, but not limited to fluctuations in exchange rates. If we are unable to successfully address these challenges, our business, operating results, and prospects could be adversely affected.

Previous wording

We had 1,281 full-time FlyMates as of June 30, 2024, compared to 1,073 full-time FlyMates as of June 30, 2023, an increase of 19.4%.

Current wording

We had 1,314 full-time FlyMates as of September 30, 2024, compared to 1,123 full-time FlyMates as of September 30, 2023, an increase of 17.0%.

Previous wording

In November 2023, we acquired all of the issued and outstanding shares of StudyLink for an estimated total aggregate purchase price of approximately $35.5 million, consisting of approximately $32.8 million in cash consideration, net of cash acquired and up to approximately $2.7 million in contingent consideration. The contingent consideration represents additional payments that we may be required to make in the future dependent on the successful achievement of revenue, volume, cross-selling and engineering implementation milestones, a portion of which can be paid in the form of cash or shares of common stock, at our option, and is subject to exchange rate fluctuation adjustment between the U.S. Dollar and Australian Dollar. Additional payments in the form of shares of common stock will be made based on the continuing employment of a key employee; accordingly, the fair value of $2.4 million, approximately 84,000 shares of common stock, have been excluded from the purchase consideration. During the three and six months ended June 30, 2024, we expensed $0.3 million and $0.6 million, respectively, in stock based compensation associated with retention of the key employee. StudyLink is an Australian-based SaaS education company that provides platforms to education providers to support their student admissions systems and processes, including features such as eligibility assessment, offer generation, recruitment agent and commission management and acceptance processing. The acquisition of StudyLink was intended to accelerate our growth in the Australian higher education market and enhance our value proposition to payers, universities and agents in the higher education ecosystem. StudyLink contributed $1.6 million and $3.7 million in platform revenue during the three and six months ended June 30, 2024, respectively.

Current wording

In November 2023, we acquired all of the issued and outstanding shares of StudyLink for an estimated total aggregate purchase price of approximately $35.5 million, consisting of approximately $32.8 million in cash consideration, net of cash acquired and up to $3.9 million of contingent consideration, with an estimated fair value of $2.7 million on the date of acquisition. The contingent consideration represents additional payments that we may be required to make in the future dependent on the successful achievement of revenue, volume, cross-selling and engineering implementation milestones, a portion of which can be paid in the form of cash or shares of common stock, at our option, and is subject to exchange rate fluctuation adjustment between the U.S. Dollar and Australian Dollar. Additional payments in the form of shares of common stock will be made based on the continuing employment of a key employee; accordingly, the fair value of $2.4 million, approximately 84,000 shares of common stock, have been excluded from the purchase consideration. During the three and nine months ended September 30, 2024, we expensed $0.3 million and $0.9 million, respectively, in stock based compensation associated with retention of the key employee. StudyLink is an Australian-based SaaS education company that provides platforms to education providers to support their student admissions systems and processes, including features such as eligibility assessment, offer generation, recruitment agent and commission management and acceptance processing. The acquisition of StudyLink was intended to accelerate our growth in the Australian higher education market and enhance our value proposition to payers, universities and agents in the higher education ecosystem. StudyLink contributed $1.8 million and $5.5 million in platform revenue during the three and nine months ended September 30, 2024, respectively.

Previous wording

Our operating results and operating metrics are subject to seasonality and volatility, which could result in fluctuations in our quarterly revenues and operating results or in perceptions of our business prospects. We have experienced in the past, and expect to continue to experience, seasonal fluctuations in our revenue, which can vary by geographic corridor. For instance, our revenue has historically been strongest in our first and third quarters and weakest in our second quarter. Some variability results from seasonal events including the timing of when our education clients’ customers make their tuition payments on our payment platform and the number of business days in a month or quarter. We also experience volatility in certain other metrics, such as transactions processed, total payment volume and payment mix.

Current wording

Our operating results and operating metrics are subject to seasonality and volatility, which could result in fluctuations in our quarterly revenues and operating results or in perceptions of our business prospects. We have experienced in the past, and expect to continue to experience, seasonal fluctuations in our revenue, which can vary by geographic corridor and vertical. For instance, our revenue has historically been largest in the third quarter driven by our education peak season. Some variability results from seasonal events including the timing of when our education clients’ customers make their tuition payments on our payment platform and the number of business days in a month or quarter. We also experience volatility in certain other metrics, such as transactions processed, total payment volume and payment mix.

Previous wording

Inflation did not have a material effect on our cash flows and results of operations during the three and six months ended June 30, 2024.

Current wording

Inflation did not have a material effect on our cash flows and results of operations during the three and nine months ended September 30, 2024.

Previous wording

In response to COVID-19 developments, we implemented measures to focus on the safety of our FlyMates and support of our clients, while at the same time seeking to mitigate the impact on our financial position and operations. We have implemented remote working capabilities for our entire organization and to date, there has been minimal disruption to our operations. As vaccination rates increased and the pandemic abated, we reopened our offices to the extent local requirements allowed, although FlyMates continue to have the flexibility to work remotely. With the ongoing conflict involving Israel, we continue to engage in active workforce planning to help Israeli FlyMates support the business without interruption and implement safety measures for FlyMates in Israel.

Current wording

With the ongoing conflict involving Israel, we continue to engage in active workforce planning to help Israeli FlyMates support the business without interruption and implement safety measures for FlyMates in Israel.

Previous wording

Provision for income taxes consists primarily of foreign and state income taxes. We have historically generated net operating losses (NOL) carryforwards for U.S. Federal and state tax purposes as we expand the scale of our business activities. Changes in the U.S. and foreign tax law may impact our overall provision for income taxes in the future.

Current wording

(Benefit from) provision for income taxes consists primarily of foreign and state income taxes. We have historically generated net operating losses (NOL) carryforwards for U.S. Federal and state tax purposes as we expand the scale of our business activities. Changes in the U.S. and foreign tax law may impact our overall (benefit from) provision for income taxes in the future.

Previous wording

Revenue was $103.7 million for the three months ended June 30, 2024, compared to $84.9 million for the three months ended June 30, 2023, an increase of $18.8 million or 22.1%. Revenue is comprised of transaction revenue and platform and other revenues as follows:

Current wording

Revenue was $156.8 million for the three months ended September 30, 2024, compared to $123.3 million for the three months ended September 30, 2023, an increase of $33.5 million or 27.2%. Revenue is comprised of transaction revenue and platform and other revenues as follows:

Previous wording

Transaction revenue was $85.3 million for the three months ended June 30, 2024, compared to $66.8 million for the three months ended June 30, 2023, an increase of $18.5 million or 27.7%. The increase in transaction revenue was primarily driven by growth in transaction payment volumes, from both our existing clients and new clients added during the three months ended June 30, 2024. We experienced strong growth in payment volume across all regions and verticals during the period. Total payment volume increased approximately 19% during the three months ended June 30, 2024 to $4.9 billion compared to the three months ended June 30, 2023.

Current wording

Transaction revenue was $134.4 million for the three months ended September 30, 2024, compared to $104.6 million for the three months ended September 30, 2023, an increase of $29.8 million or 28.5%. The increase in transaction revenue was primarily driven by growth in transaction payment volumes for the three months ended September 30, 2024 from both our existing clients and new clients added during the three months ended September 30, 2024 compared to three months ended September 30, 2023. We experienced strong growth in transaction payment volume across most regions and verticals during the period, excluding Canada, which decreased primarily due to Canada’s international student permit applications cap introduced earlier in calendar year 2024. Transaction payment volume increased approximately 32% during the three months ended September 30, 2024 to $8.8 billion compared to $6.7 billion during the three months ended September 30, 2023.

Previous wording

Platform and other revenues were $18.4 million for the three months ended June 30, 2024, compared to $18.0 million for the three months ended June 30, 2023, an increase of $0.4 million or 2.2%. The increase in platform and other revenues was driven by the StudyLink acquisition, revenue from interest earned on funds held for customers in interest-bearing accounts and increase in platform products, offset by a decrease in revenue for printing and mailing and insurance products.

Current wording

Platform and other revenues were $22.4 million for the three months ended September 30, 2024, compared to $18.7 million for the three months ended September 30, 2023, an increase of $3.7 million or 19.8%. The increase in platform and other revenues was driven by the Invoiced and StudyLink acquisitions, an increase in healthcare platform products, revenue from interest earned on funds held for customers in interest-bearing accounts, offset by a decrease in revenue for printing and mailing and insurance products. Invoiced and StudyLink contributed $0.9 million and $1.8 million in platform and other revenues during the three months ended September 30, 2024, respectively.

Previous wording

Payment processing services costs were $39.9 million for the three months ended June 30, 2024, compared to $33.8 million for the three months ended June 30, 2023, an increase of $6.1 million or 18.0%. The increase in payment processing services costs is correlated with the increase in total payment volume of 19% over the same period.

Current wording

Payment processing services costs were $54.6 million for the three months ended September 30, 2024, compared to $42.9 million for the three months ended September 30, 2023, an increase of $11.7 million or 27.3%. The increase in payment processing services costs is correlated with the increase in total payment volume of 24% over the same period.

Previous wording

Technology and development expenses were $15.8 million for the three months ended June 30, 2024, compared to $16.0 million for the three months ended June 30, 2023, a decrease of $0.2 million or 1.3%. The decrease in technology and development cost was primarily driven by a decrease in amortization expense and personnel costs, partially offset by an increase in stock-based compensation expense. Amortization of intangible assets was $1.5 million for the three months ended June 30, 2024, compared to $2.1 million for the three months ended June 30, 2023, a decrease of $0.6 million or 28.6%. The decrease in amortization expense was primarily due to a decrease in acquired technology.

Current wording

Technology and development expenses were $16.7 million for the three months ended September 30, 2024, compared to $14.6 million for the three months ended September 30, 2023, an increase of $2.1 million or 14.4%%. The increase in technology and development cost was primarily driven by an increase in personnel costs and stock-based compensation expense, offset by a decrease in amortization expense. Personnel costs were $10.6 million for the three months ended September 30, 2024 compared to $8.6 million for the three months ended September 30, 2023, an increase of $2.0 million or 23.3%. The increase in personnel costs was primarily driven by an increase in headcount within our technology and development teams. Stock-based compensation expense was $3.1 million for the three months ended September 30, 2024, compared to $2.4 million for the three months ended September 30, 2023, an increase of $0.7 million or 29.1%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Amortization of intangible assets was $1.4 million for the three months ended September 30, 2024, compared to $2.0 million for the three months ended September 30, 2023, a decrease of $0.6 million or 30.0%. The decrease in amortization expense was primarily due to a decrease in acquired technology related to a previous acquisition.

Previous wording

Selling and marketing expenses were $31.8 million for the three months ended June 30, 2024, compared to $27.3 million for the three months ended June 30, 2023, an increase of $4.5 million or 16.5%. The increase in selling and marketing expenses was primarily driven by an increase in personnel costs, stock-based compensation expense and amortization expense. Personnel costs were $16.5 million for the three months ended June 30, 2024, compared to $14.0 million for the three months ended June 30, 2023, an increase of $2.5 million or 17.9%. The increase in personnel costs was primarily driven by an increase in headcount within our selling and marketing teams and commissions earned on sales during the period. Stock-based compensation expense was $4.7 million for the three months ended June 30, 2024, compared to $3.3 million for the three months ended June 30, 2023, an increase of $1.4 million or 42.4%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Amortization of intangibles was $1.9 million for the three months ended June 30, 2024, compared to $1.3 million for the three months ended June 30, 2023, an increase of $0.6 million or 46.2%. The increase in amortization expense was due to acquired customer relationships related to the StudyLink acquisition.

Current wording

Selling and marketing expenses were $34.2 million for the three months ended September 30, 2024, compared to $27.1 million for the three months ended September 30, 2023, an increase of $7.1 million or 26.2%. The increase in selling and marketing expenses was primarily driven by an increase in personnel costs, stock-based compensation expense, professional fees and amortization expense. Personnel costs were $16.1 million for the three months ended September 30, 2024, compared to $13.8 million for the three months ended September 30, 2023, an increase of $2.3 million or 16.7%. The increase in personnel costs was primarily driven by an increase in headcount within our selling and marketing teams. Stock-based compensation expense was $4.7 million for the three months ended September 30, 2024, compared to $3.1 million for the three months ended September 30, 2023, an increase of $1.6 million or 51.6%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Professional fees were $6.6 million for the three months ended September 30, 2024, compared to $5.5 million for the three months ended September 30, 2023, an increase of $1.1 million or 20.0%. The increase in professional fees was due to increases in third party commissions. Amortization of intangibles was $2.1 million for the three months ended September 30, 2024, compared to $1.2 million for the three months ended September 30, 2023, an increase of $0.9 million or 75.0%. The increase in amortization expense was due to acquired intangible assets related to the StudyLink and Invoiced acquisitions.

Previous wording

Interest expense remained constant at $0.1 million during the three months ended June 30, 2024 and 2023. As of June 30, 2024 and 2023, there was no outstanding indebtedness under the 2024 Revolving Credit Facility or 2021 Revolving Credit Facility. Interest expense consists primarily of amortization of debt issuance costs and unused commitment fees related to our 2024 Revolving Credit Facility and 2021 Revolving Credit Facility.

Current wording

Interest expense remained constant at $0.1 million during each of the three months ended September 30, 2024 and 2023. As of September 30, 2024 and 2023, there was no outstanding indebtedness under the 2024 Revolving Credit Facility or 2021 Revolving Credit Facility. Interest expense consists primarily of amortization of debt issuance costs and unused commitment fees related to our 2024 Revolving Credit Facility and 2021 Revolving Credit Facility.

Previous wording

Gain (loss) from remeasurement of foreign currency was $1.0 million for the three months ended June 30, 2024, compared to $(0.8) million for the three months ended June 30, 2023, an increase of $1.8 million or (225.0)%. The increase was primarily the result of the remeasurement of foreign currency transactions into the British pound sterling and impact of fluctuations in exchange rates during respective remeasurement periods.

Current wording

Gain (loss) from remeasurement of foreign currency was $5.5 million for the three months ended September 30, 2024, compared to $(4.2) million for the three months ended September 30, 2023, an increase of $9.7 million or 231.0%. The increase was primarily the result of the remeasurement of foreign currency transactions into the British pound sterling and impact of fluctuations in exchange rates during respective remeasurement periods.

Previous wording

Comparison of results for the six months ended June 30, 2024 and 2023

Current wording

Comparison of results for the nine months ended September 30, 2024 and 2023

Previous wording

Revenue was $217.8 million for the six months ended June 30, 2024, compared to $179.2 million for the six months ended June 30, 2023, an increase of $38.6 million or 21.5%. Revenue is comprised of transaction revenue and platform and other revenues as follows:

Current wording

Revenue was $374.6 million for the nine months ended September 30, 2024, compared to $302.5 million for the nine months ended September 30, 2023, an increase of $72.1 million or 23.8%. Revenue is comprised of transaction revenue and platform and other revenues as follows:

Previous wording

Transaction revenue was $180.5 million for the six months ended June 30, 2024, compared to $143.1 million for the six months ended June 30, 2023, an increase of $37.4 million or 26.1%. The increase in transaction revenue was primarily driven by growth in transaction payment volumes, from both our existing clients and new clients added during the six months ended June 30, 2024. We experienced strong growth in payment volume across all regions and verticals during the period. Total payment volume increased approximately 21% during the six months ended June 30, 2024 to $11.8 billion compared to the six months ended June 30, 2023.

Current wording

Transaction revenue was $314.9 million for the nine months ended September 30, 2024, compared to $247.7 million for the nine months ended September 30, 2023, an increase of $67.2 million or 27.1%. The increase in transaction revenue was primarily driven by growth in transaction payment volumes for the nine months ended September 30, 2024 from both our existing clients and new clients added during the nine months ended September 30, 2024 compared to nine months ended September 30, 2023. We experienced strong growth in transaction payment volume across most regions and verticals during the period, excluding Canada, which decreased primarily due to Canada’s international student permit applications cap introduced earlier in calendar year 2024. Transaction payment volume increased approximately 31% during the nine months ended September 30, 2024 to $17.7 billion compared to $13.5 billion during the nine months ended September 30, 2023.

Previous wording

Platform and other revenues were $37.3 million for the six months ended June 30, 2024, compared to $36.1 million for the six months ended June 30, 2023, an increase of $1.2 million or 3.3%. The increase in platform and other revenues was driven by the StudyLink acquisition, revenue from interest earned on funds held for customers in interest-bearing accounts and increase in platform products, offset by a decrease in revenue for printing and mailing and insurance products.

Current wording

Platform and other revenues were $59.6 million for the nine months ended September 30, 2024, compared to $54.8 million for the nine months ended September 30, 2023, an increase of $4.8 million or 8.8%. The increase in platform and other revenues was driven by the Invoiced and StudyLink acquisitions and revenue from interest earned on funds held for customers in interest-bearing accounts, offset by a decrease in revenue for printing and mailing and insurance products. Invoiced and StudyLink contributed $0.9 million and $5.5 million in platform and other revenues during the nine months ended September 30, 2024, respectively.

Previous wording

Payment processing services costs were $81.5 million for the six months ended June 30, 2024, compared to $67.7 million for the six months ended June 30, 2023, an increase of $13.8 million or 20.4%. The increase in payment processing services costs is correlated with the increase in total payment volume of 21% over the same period.

Current wording

Payment processing services costs were $136.1 million for the nine months ended September 30, 2024, compared to $110.6 million for the nine months ended September 30, 2023, an increase of $25.5 million or 23.1%. The increase in payment processing services costs is correlated with the increase in total payment volume of 23% over the same period.

Previous wording

Technology and development expenses were $32.6 million for the six months ended June 30, 2024, compared to $30.5 million for the six months ended June 30, 2023, an increase of $2.1 million or 6.9%. The increase in technology and development cost was primarily driven by an increase in stock-based compensation expense, personnel costs and software and hosting expenses, partially offset by a decrease in amortization expense. Stock-based compensation expense was $5.4 million for the six months ended June 30, 2024, compared to $4.0 million for the six months ended June 30, 2023, an increase of $1.4 million or 35.0%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Personnel costs were $20.3 million for the six months ended June 30, 2024 compared to $19.2 million for the six months ended June 30, 2023, an increase of $1.1 million or 5.7%. The increase in personnel costs was primarily driven by an increase in headcount within our technology and development teams. Software and hosting expenses were $3.0 million for the six months ended June 30, 2024, compared to $2.4 million for the six months ended June 30, 2023, an increase of $0.6 million or 25.0%. The increase in software and hosting expenses was primarily related to increased hosting fees based on payment volumes growth and additional software needs based on headcount growth. Amortization of intangible assets was $3.1 million for the six months ended June 30, 2024, compared to $3.8 million for the six months ended June 30, 2023, a decrease of $0.7 million or 18.4%. The decrease in amortization expense was primarily due to a decrease in acquired technology.

Current wording

Technology and development expenses were $49.3 million for the nine months ended September 30, 2024, compared to $45.1 million for the nine months ended September 30, 2023, an increase of $4.2 million or 9.3%. The increase in technology and development cost was primarily driven by an increase in personnel costs, stock-based compensation expense and software and hosting expenses, partially offset by a decrease in amortization expense. Personnel costs were $30.9 million for the nine months ended September 30, 2024 compared to $27.9 million for the nine months ended September 30, 2023, an increase of $3.0 million or 10.8%. The increase in personnel costs was primarily driven by an increase in headcount within our technology and development teams. Stock-based compensation expense was $8.6 million for the nine months ended September 30, 2024, compared to $6.4 million for the nine months ended September 30, 2023, an increase of $2.2 million or 34.4%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Software and hosting expenses were $4.3 million for the nine months ended September 30, 2024, compared to $3.7 million for the nine months ended September 30, 2023, an increase of $0.6 million or 16.2%. The increase in software and hosting expenses was primarily due to additional software needs based on headcount growth. Amortization of intangible assets was $4.5 million for the nine months ended September 30, 2024, compared to $5.8 million for the nine months ended September 30, 2023, a decrease of $1.3 million or 22.4%. The decrease in amortization expense was primarily due to a decrease in acquired technology related to a previous acquisition.

Previous wording

Selling and marketing expenses were $61.9 million for the six months ended June 30, 2024, compared to $51.7 million for the six months ended June 30, 2023, an increase of $10.2 million or 19.7%. The increase in selling and marketing expenses was primarily driven by an increase in personnel costs, stock-based compensation expense and amortization expense. Personnel costs were $32.8 million for the six months ended June 30, 2024, compared to $27.7 million for the six months ended June 30, 2023, an increase of $5.1 million or 18.4%. The increase in personnel costs was primarily driven by an increase in headcount within our selling and marketing teams and commissions earned on sales during the period. Stock-based compensation expense was $8.6 million for the six months ended June 30, 2024, compared to $5.7 million for the six months ended June 30, 2023, an increase of $2.9 million or 50.9%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Amortization of intangibles was $3.8 million for the six months ended June 30, 2024, compared to $2.5 million for the six months ended June 30, 2023, an increase of $1.3 million or 52.0%. The increase in amortization expense was due to acquired customer relationships related to the StudyLink acquisition.

Current wording

Selling and marketing expenses were $96.1 million for the nine months ended September 30, 2024, compared to $78.8 million for the nine months ended September 30, 2023, an increase of $17.3 million or 22.0%. The increase in selling and marketing expenses was primarily driven by an increase in personnel costs, stock-based compensation expense, amortization expense and professional fees. Personnel costs were $48.8 million for the nine months ended September 30, 2024, compared to $41.5 million for the nine months ended September 30, 2023, an increase of $7.3 million or 17.6%. The increase in personnel costs was primarily driven by an increase in headcount within our selling and marketing teams and commissions earned on sales during the period. Stock-based compensation expense was $13.3 million for the nine months ended September 30, 2024, compared to $8.8 million for the nine months ended September 30, 2023, an increase of $4.5 million or 51.1%. The increase in stock-based compensation is attributable to equity grants awarded to existing and new FlyMates. Amortization of intangibles was $5.9 million for the nine months ended September 30, 2024, compared to $3.8 million for the nine months ended September 30, 2023, an increase of $2.1 million or 55.3%. The increase in amortization expense was due to acquired intangible assets related to the StudyLink and Invoiced acquisitions. Professional fees were $15.4 million for the nine months ended September 30, 2024, compared to $14.1 million for the nine months ended September 30, 2023, an increase of $1.3 million or 9.2%. The increase in professional fees was due to increases in third party commissions.

Previous wording

Interest expense was $0.3 million for the six months ended June 30, 2024, compared to $0.2 million for the six months ended June 30, 2023, an increase of $0.1 million or 50.0%. As of June 30, 2024 and 2023, there was no outstanding indebtedness under the 2024 Revolving Credit Facility or 2021 Revolving Credit Facility. Interest expense consists primarily of amortization of debt issuance costs and unused commitment fees related to our 2024 Revolving Credit Facility and 2021 Revolving Credit Facility.

Current wording

Interest expense was $0.4 million for the nine months ended September 30, 2024, compared to $0.3 million for the nine months ended September 30, 2023, an increase of $0.1 million or 33.3%. As of September 30, 2024 and 2023, there was no outstanding indebtedness under the 2024 Revolving Credit Facility or 2021 Revolving Credit Facility. Interest expense consists primarily of amortization of debt issuance costs and unused commitment fees related to our 2024 Revolving Credit Facility and 2021 Revolving Credit Facility.

Previous wording

(Loss) gain from remeasurement of foreign currency was $(3.4) million for the six months ended June 30, 2024, compared to $0.7 million for the six months ended June 30, 2023, an increase of $4.1 million or 585.7%. The increase was primarily the result of the remeasurement of foreign currency transactions into the British pound sterling and impact of fluctuations in exchange rates during respective remeasurement periods.

Current wording

Gain (loss) from remeasurement of foreign currency was $2.1 million for the nine months ended September 30, 2024, compared to $(3.5) million for the nine months ended September 30, 2023, an increase of $5.6 million or 160.0%. The increase was primarily the result of the remeasurement of foreign currency transactions into the British pound sterling and impact of fluctuations in exchange rates during respective remeasurement periods.

Previous wording

Provision for income taxes was $4.7 million during the three months ended June 30, 2024, compared to $1.1 million during the three months ended June 30, 2023, an increase of $3.6 million or 327.3%. The income tax provision for the three months ended June 30, 2024 and 2023 was primarily attributable to activity in our foreign subsidiaries and U.S. state taxes. Our effective tax rate was (50.8)% for the three months ended June 30, 2024 compared to (7.0)% for the three months ended June 30, 2023.

Current wording

(Benefit from) provision for income taxes was $(2.0) million during the nine months ended September 30, 2024, compared to $2.3 million during the nine months ended September 30, 2023, a decrease of $4.3 million or 187.0%. The income tax benefit for the nine months ended September 30, 2024 was primarily attributable to a non-recurring benefit of $4.9 million relating to the release of a portion of our valuation allowance in the U.S. This release was due to taxable temporary differences recorded as part of the Invoiced acquisition which were a source of income to realize certain pre-existing federal and state deferred tax assets and was partially offset by income tax expense attributable to activity in our foreign subsidiaries and current U.S. federal and state taxes. The income tax provision for the nine months ended September 30, 2023 was primarily attributable to activity in our foreign subsidiaries and U.S. state taxes. Our effective tax rate was (12.3)% for the nine months ended September 30, 2024, compared to (28.6)% for the nine months ended September 30, 2023.

Previous wording

For the three months ended June 30, 2024, transaction revenue and platform and other revenues represented 82.3% and 17.7% of our revenue, respectively. For the three months ended June 30, 2024, transaction revenue and platform and other revenues represented 85.2% and 14.8% of our total revenue less ancillary services, respectively. For the three months ended June 30, 2023, transaction revenue and platform and other revenues represented 78.8% and 21.2% of our revenue, respectively. For the three months ended June 30, 2023, transaction revenue and platform and other revenues represented 84.0% and 16.0% of our total revenue less ancillary services, respectively.

Current wording

For the three months ended September 30, 2024, transaction revenue and platform and other revenues represented 85.7% and 14.3% of our revenue, respectively. For the three months ended September 30, 2024, transaction revenue and platform and other revenues represented 88.0% and 12.0% of our total revenue less ancillary services, respectively. For the three months ended September 30, 2023, transaction revenue and platform and other revenues represented 84.8% and 15.2% of our revenue, respectively. For the three months ended September 30, 2023, transaction revenue and platform and other revenues represented 88.4% and 11.6% of our total revenue less ancillary services, respectively.

Previous wording

For the six months ended June 30, 2024, transaction revenue and platform and other revenues represented 82.9% and 17.1% of our revenue, respectively. For the six months ended June 30, 2024, transaction revenue and platform and other revenues represented 85.7% and 14.3% of our total revenue less ancillary services, respectively. For the six months ended June 30, 2023, transaction revenue and platform and other revenues represented 79.9% and 20.1% of our revenue, respectively. For the six months ended June 30, 2023, transaction revenue and platform and other revenues represented 84.6% and 15.4% of our total revenue less ancillary services, respectively.

Current wording

For the nine months ended September 30, 2024, transaction revenue and platform and other revenues represented 84.1% and 15.9% of our revenue, respectively. For the nine months ended September 30, 2024, transaction revenue and platform and other revenues represented 86.7% and 13.3% of our total revenue less ancillary services, respectively. For the nine months ended September 30, 2023, transaction revenue and platform and other revenues represented 81.9% and 18.1% of our revenue, respectively. For the nine months ended September 30, 2023, transaction revenue and platform and other revenues represented 86.2% and 13.8% of our total revenue less ancillary services, respectively.

Previous wording

For the three months ended June 30, 2024, our total payment volume was approximately $4.9 billion, consisting of $3.9 billion of total payment volume from transactions included in transaction revenue, and $1.0 billion of total payment volume from transactions included in platform and other revenues. For the three months ended June 30, 2023, our total payment volume was approximately $4.1 billion, consisting of $3.1 billion of total payment volume from transactions included in transaction revenue, and $1.0 billion of total payment volume from transactions included in platform and other revenues.

Current wording

For the three months ended September 30, 2024, our total payment volume was approximately $11.0 billion, consisting of $8.8 billion of total payment volume from transactions included in transaction revenue, and $2.2 billion of total payment volume from transactions included in platform and other revenues. For the three months ended September 30, 2023, our total payment volume was approximately $8.9 billion, consisting of $6.7 billion of total payment volume from transactions included in transaction revenue, and $2.2 billion of total payment volume from transactions included in platform and other revenues.

Previous wording

For the six months ended June 30, 2024, our total payment volume was approximately $11.8 billion, consisting of $8.9 billion of total payment volume from transactions included in transaction revenue, and $2.9 billion of total payment volume from transactions included in platform and other revenues. For the six months ended June 30, 2023, our total payment volume was approximately $9.8 billion, consisting of $6.9 billion of total payment volume from transactions included in transaction revenue, and $2.9 billion of total payment volume from transactions included in platform and other revenues.

Current wording

For the nine months ended September 30, 2024, our total payment volume was approximately $22.8 billion, consisting of $17.7 billion of total payment volume from transactions included in transaction revenue, and $5.1 billion of total payment volume from transactions included in platform and other revenues. For the nine months ended September 30, 2023, our total payment volume was approximately $18.6 billion, consisting of $13.5 billion of total payment volume from transactions included in transaction revenue, and $5.1 billion of total payment volume from transactions included in platform and other revenues.

Previous wording

EBITDA -EBITDA represents our consolidated net loss in accordance with GAAP adjusted to include (i) interest expense, (ii) interest income, (iii) provision for income taxes and (iv) depreciation and amortization.

Current wording

EBITDA -EBITDA represents our consolidated net income (loss) in accordance with GAAP adjusted to include (i) interest expense, (ii) interest income, (iii) (benefit from) provision for income taxes and (iv) depreciation and amortization.

Previous wording

Adjusted EBITDA- Adjusted EBITDA represents EBITDA further adjusted by excluding (i) stock-based compensation expense and related payroll taxes, (ii) the impact from the change in fair value measurement for contingent consideration associated with acquisitions, (iii) gain (loss) from the remeasurement of foreign currency, (iv) indirect taxes related to intercompany activity, (v) acquisition related transaction costs, if applicable and (vi) employee retention costs, such as incentive compensation, associated with acquisition activities. Management believes that the exclusion of these amounts to calculate Adjusted EBITDA provides useful measures for period-to-period comparisons of our business.

Current wording

Adjusted EBITDA- Adjusted EBITDA represents EBITDA further adjusted by excluding (i) stock-based compensation expense and related payroll taxes, (ii) the impact from the change in fair value measurement for contingent consideration associated with acquisitions, (iii) gain (loss) from the remeasurement of foreign currency, (iv) indirect taxes related to intercompany activity, (v) acquisition related transaction costs and (vi) employee retention costs, such as incentive compensation associated with acquisition activities. Management believes that the exclusion of these amounts to calculate Adjusted EBITDA provides useful measures for period-to-period comparisons of our business.

Previous wording

Non-GAAP Operating Expenses -Non-GAAP Operating Expenses represents GAAP Operating Expenses adjusted by excluding (i) stock-based compensation expense and related payroll taxes, (ii) depreciation and amortization, (iii) acquisition related transaction costs, if applicable, (iv) employee retention costs, such as incentive compensation, associated with acquisition activities and (v) the impact from the change in fair value measurement for contingent consideration associated with acquisitions.

Current wording

Non-GAAP Operating Expenses -Non-GAAP Operating Expenses represents GAAP Operating Expenses adjusted by excluding (i) stock-based compensation expense and related payroll taxes, (ii) depreciation and amortization, (iii) acquisition related transaction costs, (iv) employee retention costs, such as incentive compensation associated with acquisition activities and (v) the impact from the change in fair value measurement for contingent consideration associated with acquisitions.

Previous wording

These non-GAAP financial measures are not meant to be considered as indicators of performance in isolation from or as a substitute for revenue, gross margin or net loss prepared in accordance with GAAP and should be read only in conjunction with financial information presented on a GAAP basis. Reconciliations of Revenue Less Ancillary Services, Adjusted Gross Profit, Adjusted Gross Margin, Revenue Less Ancillary Services at Constant Currency, EBITDA, Adjusted EBITDA and Non-GAAP Operating Expenses to the most directly comparable GAAP financial measure are presented below. We encourage you to review these reconciliations in conjunction with the presentation of the non-GAAP financial measures for each of the periods presented. In future fiscal periods, we may exclude such items and may incur income and expenses similar to these excluded items.

Current wording

These non-GAAP financial measures are not meant to be considered as indicators of performance in isolation from or as a substitute for revenue, gross margin or net income (loss) prepared in accordance with GAAP and should be read only in conjunction with financial information presented on a GAAP basis. Reconciliations of Revenue Less Ancillary Services, Adjusted Gross Profit, Adjusted Gross Margin, Revenue Less Ancillary Services at Constant Currency, EBITDA, Adjusted EBITDA and Non-GAAP Operating Expenses to the most directly comparable GAAP financial measure are presented below. We encourage you to review these reconciliations in conjunction with the presentation of the non-GAAP financial measures for each of the periods presented. In future fiscal periods, we may exclude such items and may incur income and expenses similar to these excluded items.

Previous wording

Acquisition related employee retention costs consisted of costs incurred to retain and compensate WPM Group Ltd. (WPM) employees in connection with integration of the business. WPM was acquired on December 14, 2021.

Current wording

Acquisition related employee retention costs consisted of costs incurred to retain and compensate Invoiced and WPM Group Ltd. (WPM) employees in connection with integration of the business. WPM was acquired on December 14, 2021.

Previous wording

As of June 30, 2024, our principal source of liquidity is cash and cash equivalents of $539.3 million, short-term available-for-sale debt securities of $31.7 million and the available undrawn balance under our 2024 Revolving Credit Facility of $125.0 million. Cash equivalents is comprised primarily of money market funds and bank deposits. Our short-term available-for-sale debt securities are comprised of corporate bonds, U.S. Government obligations and asset backed securities.

Current wording

As of September 30, 2024, our principal source of liquidity is cash and cash equivalents of $565.0 million, short-term available-for-sale debt securities of $116.1 million and the available undrawn balance under our 2024 Revolving Credit Facility of $125.0 million. Cash equivalents is comprised primarily of money market funds and bank deposits. Our short-term available-for-sale debt securities are comprised of corporate bonds, U.S. Government obligations and asset backed securities.

Previous wording

We believe that our existing cash will be sufficient to support our expected working capital needs and material cash requirements for at least the next 12 months from the issuance of these condensed consolidated financial statements. Our future capital requirements will depend on many factors, including our revenue growth rate, the timing and the amount of cash received from clients, the expansion of sales and marketing activities, the timing and extent of spending to support development efforts, the price at which we are able to purchase public cloud capacity, expenses associated with our international expansion, the introduction of platform enhancements, and the continuing market adoption of our platform. In the future, we may enter into arrangements to acquire or invest in complementary businesses, products, and technologies. We may be required to seek additional equity or debt financing. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued innovation, we may not be able to compete successfully, which would harm our business, results of operations, and financial condition.

Current wording

We believe that our existing cash will be sufficient to support our expected working capital needs and material cash requirements for at least the next 12 months from the issuance of these condensed consolidated financial statements. Our future capital requirements will depend on many factors, including our revenue growth rate, the timing and the amount of cash received from clients, the expansion of sales and marketing activities, the timing and extent of spending to support development efforts, the price at which we are able to purchase public cloud capacity, expenses associated with our international expansion, the introduction of platform enhancements, and the continuing market adoption of our platform. In the future, we may enter into arrangements to acquire or invest in complementary businesses, products, and technologies. In addition, we have, and may in the future, repurchase shares of our voting and non-voting common stock from time to time under our Repurchase Program. We may be required to seek additional equity or debt financing. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued innovation, we may not be able to compete successfully, which would harm our business, results of operations, and financial condition.

Previous wording

Net cash used in operating activities consists of net loss adjusted for certain non-cash items and changes in other assets and liabilities.

Current wording

Net cash provided by operating activities consists of net income (loss) adjusted for certain non-cash items and changes in other assets and liabilities.