CORPAY, INC.

Previous wording

The following discussion and analysis of our financial condition and results of operations generally discusses the three and six months ended June 30, 2025 and 2024, with period-over-period comparisons between these periods. A detailed discussion of 2024 items and period-over-period comparisons between the three and six months ended June 30, 2024 and 2023 that are not included in this Quarterly Report on Form 10-Q can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part I, Item 2 of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2024.

Current wording

The following discussion and analysis of our financial condition and results of operations generally discusses the three and nine months ended September 30, 2025 and 2024, with period-over-period comparisons between these periods. A detailed discussion of 2024 items and period-over-period comparisons between the three and nine months ended September 30, 2024 and 2023 that are not included in this Quarterly Report on Form 10-Q can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part I, Item 2 of our Quarterly Report on Form 10-Q for the quarter ended September 30, 2024.

Previous wording

Businesses spend an estimated $145 trillion each year in transactions with other businesses. In many instances, businesses lack the proper tools to monitor what is being purchased and employ manual, paper-based, disparate processes and methods to both approve and make payments for their business-to-business ("B2B") purchases. This often results in wasted time and money due to unnecessary or unauthorized spending, fraud, receipt collection, data input and consolidation, report generation, reimbursement processing, account reconciliations, employee disciplinary actions and more.

Current wording

Businesses spend an estimated $145 trillion each year in transactions with other businesses. In many instances, businesses lack the proper tools to monitor what is being purchased and employ manual, paper-based, disparate processes and methods to both approve and make payments for their B2B purchases. This often results in wasted time and money due to unnecessary or unauthorized spending, fraud, receipt collection, data input and consolidation, report generation, reimbursement processing, account reconciliations, employee disciplinary actions and more.

Previous wording

Revenues, net, Net Income Attributable to Corpay and Net Income Per Diluted Share Attributable to Corpay. Set forth below are revenues, net, net income attributable to Corpay and net income per diluted share attributable to Corpay for the three and six months ended June 30, 2025 and 2024, (in millions, except per share amounts).

Current wording

Revenues, net, Net Income Attributable to Corpay and Net Income Per Diluted Share Attributable to Corpay. Set forth below are revenues, net, net income attributable to Corpay and net income per diluted share attributable to Corpay for the three and nine months ended September 30, 2025 and 2024, (in millions, except per share amounts).

Previous wording

Adjusted Net Income Attributable to Corpay, Adjusted Net Income Per Diluted Share Attributable to Corpay, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin. Set forth below are adjusted net income, adjusted net income per diluted share, EBITDA, adjusted EBITDA, and adjusted EBITDA margin for the three and six months ended June 30, 2025 and 2024 (in millions, except per share amounts).

Current wording

Adjusted Net Income Attributable to Corpay, Adjusted Net Income Per Diluted Share Attributable to Corpay, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin. Set forth below are adjusted net income, adjusted net income per diluted share, EBITDA, adjusted EBITDA, and adjusted EBITDA margin for the three and nine months ended September 30, 2025 and 2024 (in millions, except per share amounts and percentages).

Previous wording

Corpay offers a variety of payment solutions that simplify, automate, secure, digitize and effectively control the way businesses and consumers manage and pay their expenses. We provide our payment solutions to our business, merchant, consumer and payment network customers in more than 200 countries around the world today, although we operate primarily in three geographies, with 80% of our revenues generated in the U.S., Brazil and the U.K. Our customers may include commercial businesses (obtained through direct and indirect channels) and partners for whom we manage payment programs, as well as consumers.

Current wording

Corpay offers a variety of payment solutions that simplify, automate, secure, digitize and effectively control the way businesses and consumers manage and pay their expenses. We provide our payment solutions to our business, merchant, consumer and payment network customers in more than 200 countries around the world today, although we operate primarily in three geographies, with 79% of our revenues generated in the U.S., Brazil and the U.K. Our customers may include commercial businesses (obtained through direct and indirect channels) and partners for whom we manage payment programs, as well as consumers.

Previous wording

We manage and report our operating results through three reportable segments: Vehicle Payments, Corporate Payments and Lodging Payments. The remaining results are included within Other, which includes our Gift and Payroll Card businesses. These segments align with how the Chief Operating Decision Maker (CODM) allocates resources, assesses performance and reviews financial information.

Current wording

We manage and report our operating results through three reportable segments: Vehicle Payments, Corporate Payments and Lodging Payments. The remaining results are included within Other, which includes our Gift and Payroll Card businesses. These segments align with how the Chief Operating Decision Maker allocates resources, assesses performance and reviews financial information.

Previous wording

Revenues, net, by Segment. For the three and six months ended June 30, 2025 and 2024, our segments generated the following revenues, net (in millions).

Current wording

Revenues, net, by Segment. For the three and nine months ended September 30, 2025 and 2024, our segments generated the following revenues, net (in millions, except percentages).

Previous wording

In our Corporate Payments segment, our payables business primarily earns revenue from the difference between the amount charged to the customer and the amount paid to the third party for a given transaction, as interchange or spread revenue. Our programs may also charge fixed fees for access to the network and ancillary services provided. Revenues from risk management products and foreign exchange payment services are primarily comprised of the difference between the exchange rate we set for the customer and the rate available in the wholesale foreign exchange market. In our cross-border business, the majority of revenue is from exchanges of currency at spot rates, which enables customers to make cross-currency payments. Our cross-border business also derives revenue from our risk management business, which aggregates foreign currency exposures arising from customer contracts and economically hedges the resulting net currency risks by entering into offsetting contracts with established financial institution counterparties. Our performance obligation in our foreign exchange payment services is providing a foreign currency payment to a customer's designated recipient and therefore, we recognize revenue when the underlying payment is made. We also generate float revenue earned on invested customer funds in jurisdictions where permitted.

Current wording

In our Corporate Payments segment, our payables business primarily earns revenue from the difference between the amount charged to the customer and the amount paid to the third party for a given transaction, as interchange or spread revenue. Our programs may also charge fixed fees for access to the network and ancillary services provided. Revenues from risk management products and foreign exchange payment services are primarily comprised of the difference between the exchange rate we set for the customer and the rate available in the wholesale foreign exchange market. In our cross-border business, our revenue is from exchanges of currency at spot rates, which enables customers to make cross-currency payments. Our cross-border business also derives revenue from our risk management business, which aggregates foreign currency exposures arising from customer contracts and economically hedges the resulting net currency risks by entering into offsetting contracts with established financial institution counterparties. Our performance obligation in our foreign exchange payment services is providing a foreign currency payment to a customer's designated recipient and therefore, we recognize revenue when the underlying payment is made. We also generate float revenue earned on invested customer funds in jurisdictions where permitted.

Previous wording

Revenues, net, by Geography. Revenues, net by geography for the three and six months ended June 30, 2025 and 2024, were as follows (in millions):

Current wording

Revenues, net, by Geography. Revenues, net by geography for the three and nine months ended September 30, 2025 and 2024, were as follows (in millions, except percentages):

Previous wording

Revenues, net by Key Performance Metric and Organic Growth. Revenues, net by key performance metric and organic growth by segment for the three months ended June 30, 2025 and 2024, were as follows (in millions except revenues, net per key performance indicator)*:

Current wording

Revenues, net by Key Performance Metric and Organic Growth. Revenues, net by key performance metric and organic growth by segment for the three months ended September 30, 2025 and 2024, were as follows (in millions, except revenues, net per key performance indicator, and percentages)*:

Previous wording

2 See heading entitled "Management's Use of Non-GAAP Financial Measures" for a reconciliation of pro forma and macro adjusted revenue by product and metric non-GAAP measures to the comparable financial measure calculated in accordance with GAAP. The calculated change represents organic growth rate.

Current wording

1 See heading entitled "Management's Use of Non-GAAP Financial Measures" for a reconciliation of pro forma and macro adjusted revenue by product and metric non-GAAP measures to the comparable financial measure calculated in accordance with GAAP. The calculated change represents organic growth rate.

Previous wording

3 Represents total tag subscription transactions in the period. Average monthly tag subscriptions for 2025 is 7.6 million.

Current wording

2 Represents total tag subscription transactions in the period. Average monthly tag subscriptions for 2025 is 7.6 million.

Previous wording

1 Other includes Gift and Payroll Card operating segments.

Current wording

4 Other includes Gift and Payroll Card operating segments.

Previous wording

Revenue per relevant key performance indicator (KPI), which may include transactions, spend volume, room nights, or other metrics, is derived from the various revenue types as discussed above and can vary based on geography, the relevant merchant relationship, the payment product utilized and the types of products or services purchased, the mix of which would be influenced by our acquisitions, organic growth in our business and the overall macroeconomic environment, including fluctuations in foreign currency exchange rates, fuel prices and fuel price spreads. Relevant KPI is derived by broad product type and may differ from how we describe the business. Revenue per KPI per customer may change as the level of services we provide to a customer increases or decreases, as macroeconomic factors change and as adjustments are made to merchant and customer rates. See “Results of Operations” for further discussion of transaction volumes and revenue per transaction.

Current wording

Revenue per relevant key performance indicator (KPI), which may include transactions, spend volume, room nights, or other metrics, is derived from the various revenue types as discussed above and can vary based on geography, the relevant merchant relationship, the payment product utilized and the types of products or services purchased, the mix of which would be influenced by our acquisitions, organic growth in our business and the overall macroeconomic environment, including fluctuations in foreign currency exchange rates, fuel prices and fuel price spreads. Relevant KPI is derived by broad product type and may differ from how we describe the business. Revenue per KPI per customer may change as the level of services we provide to a customer increases or decreases, as mix of customer size shifts, as macroeconomic factors change and as adjustments are made to merchant and customer rates. See “Results of Operations” for further discussion of transaction volumes and revenue per transaction.

Previous wording

•Foreign currency changes—Our results of operations are significantly impacted by changes in foreign currency exchange rates; namely, by movements of the Australian dollar, Brazilian real, British pound, Canadian dollar, Czech koruna, euro, Mexican peso, and New Zealand dollar, relative to the U.S. dollar. Approximately 50% and 52% of our revenue in the six months ended June 30, 2025 and 2024, respectively, was derived in U.S. dollars and was not affected by foreign currency exchange rates. See "Results of Operations" for information related to foreign currency impact on our total revenue, net.

Current wording

•Foreign currency changes—Our results of operations are significantly impacted by changes in foreign currency exchange rates; namely, by movements of the Australian dollar, Brazilian real, British pound, Canadian dollar, Czech koruna, euro, Mexican peso, and New Zealand dollar, relative to the U.S. dollar. Approximately 50% and 52% of our revenue in the nine months ended September 30, 2025 and 2024, respectively, was derived in U.S. dollars and was not affected by foreign currency exchange rates. See "Results of Operations" for information related to foreign currency impact on our total revenue, net.

Previous wording

•Fuel price volatility—Our Vehicle Payments customers use our products and services primarily in connection with the purchase of fuel. Accordingly, our revenue is affected by fuel prices, which are subject to significant volatility. A change in retail fuel prices could cause a decrease or increase in our revenue from several sources, including fees paid to us based on a percentage of each customer’s total purchase. Changes in the absolute price of fuel may also impact unpaid account balances and the late fees and charges based on these amounts. We estimate approximately 8% and 9% ofrevenues, net were directly impacted by changes in fuel price in both the six months ended June 30, 2025 and 2024, respectively. See "Results of Operations" for information related to the fuel price impact on our total revenues, net.

Current wording

•Fuel price volatility—Our Vehicle Payments customers use our products and services primarily in connection with the purchase of fuel. Accordingly, our revenue is affected by fuel prices, which are subject to significant volatility. A change in retail fuel prices could cause a decrease or increase in our revenue from several sources, including fees paid to us based on a percentage of each customer’s total purchase. Changes in the absolute price of fuel may also impact unpaid account balances and the late fees and charges based on these amounts. We estimate approximately 8% of revenues, net were directly impacted by changes in fuel price in both the nine months ended September 30, 2025 and 2024. See "Results of Operations" for information related to the fuel price impact on our total revenues, net.

Previous wording

•Fuel-price spread volatility—A portion of our revenue involves transactions where we derive revenue from fuel price spreads, which is the difference between the price charged to a fleet customer for a transaction and the price paid to the merchant for the same transaction. In these transactions, the price paid to the merchant is based on the wholesale cost of fuel. The merchant’s wholesale cost of fuel is dependent on several factors including, among others, the factors described above affecting fuel prices. The fuel price that we charge to our customer is dependent on several factors including, among others, the fuel price paid to the merchant, posted retail fuel prices and competitive fuel prices. We experience fuel price spread contraction when the merchant’s wholesale cost of fuel increases at a faster rate than the fuel price we charge to our customers, or the fuel price we charge to our customers decreases at a faster rate than the merchant’s wholesale cost of fuel. The inverse of these situations produces fuel price spread expansion. We estimate approximately 4% and 5% of revenues, net were directly impacted by fuel price spreads in the six months ended June 30, 2025 and 2024, respectively. See "Results of Operations" for information related to the fuel price spread impact on our total revenues, net.

Current wording

•Fuel-price spread volatility—A portion of our revenue involves transactions where we derive revenue from fuel price spreads, which is the difference between the price charged to a fleet customer for a transaction and the price paid to the merchant for the same transaction. In these transactions, the price paid to the merchant is based on the wholesale cost of fuel. The merchant’s wholesale cost of fuel is dependent on several factors including, among others, the factors described above affecting fuel prices. The fuel price that we charge to our customer is dependent on several factors including, among others, the fuel price paid to the merchant, posted retail fuel prices and competitive fuel prices. We experience fuel price spread contraction when the merchant’s wholesale cost of fuel increases at a faster rate than the fuel price we charge to our customers, or the fuel price we charge to our customers decreases at a faster rate than the merchant’s wholesale cost of fuel. The inverse of these situations produces fuel price spread expansion. We estimate approximately 4% and 5% of revenues, net were directly impacted by fuel price spreads in the nine months ended September 30, 2025 and 2024, respectively. See "Results of Operations" for information related to the fuel price spread impact on our total revenues, net.

Previous wording

•Interest rates—From January 1, 2022 to July 27, 2023, the U.S. Federal Open Market Committee increased the target federal funds rate eleven times for a total rate increase of 5.25% and on September 18, 2024, November 7, 2024 and December 18, 2024, lowered the target federal funds rate by 0.50%, 0.25% and 0.25%, respectively. Additional rate changes are possible in future periods. We are exposed to market risk changes in interest rates on our debt, particularly in rising interest rate environments, which is partially offset by incremental interest income earned on cash and restricted cash. As of June 30, 2025, we have a number of receive-variable SOFR, pay-fixed interest rate swap derivative contracts with a cumulative notional U.S. dollar value of $4.5 billion. The objective of these contracts is to reduce the variability of cash flows in the previously unhedged interest payments associated with variable rate debt, the sole source of which is due to changes in SOFR benchmark interest rate.

Current wording

•Interest rates—From January 1, 2022 to July 27, 2023, the U.S. Federal Open Market Committee ("FOMC") increased the target federal funds rate eleven times for a total rate increase of 5.25%. Since this time, the FOMC has subsequently lowered the target federal funds rate by 1.50% through October 29, 2025. Additional rate changes are possible in future periods. We are exposed to market risk changes in interest rates on our debt, particularly in rising interest rate environments, which is partially offset by incremental interest income earned on cash and restricted cash. As of September 30, 2025, we have a number of receive-variable SOFR, pay-fixed interest rate swap derivative contracts with a cumulative notional U.S. dollar value of $4.5 billion. The objective of these contracts is to reduce the variability of cash flows in the previously unhedged interest payments associated with variable rate debt, the sole source of which is due to changes in SOFR benchmark interest rate.

Previous wording

The Organization for Economic Co-operation and Development (“OECD”), continues to put forth various initiatives, including Pillar Two rules which introduce a global minimum tax at a rate of 15%. European Union member states agreed to implement the OECD’s Pillar Two rules with effective dates of January 1, 2024 and January 1, 2025, for different aspects of the directive and most have already enacted legislation. A number of other countries are also implementing similar legislation. As of June 30, 2025, based on the countries in which we do business that have enacted legislation effective January 1, 2024 and January 1, 2025, the impact of these rules to our financial statements was not material. This may change as other countries enact similar legislation and further guidance is released. We will continue to closely monitor regulatory developments to assess potential impacts.

Current wording

The Organization for Economic Co-operation and Development (“OECD”), continues to put forth various initiatives, including Pillar Two rules which introduce a global minimum tax at a rate of 15%. European Union member states agreed to implement the OECD’s Pillar Two rules with effective dates of January 1, 2024 and January 1, 2025, for different aspects of the directive and most have already enacted legislation. A number of other countries are also implementing similar legislation. As countries continue to enact and refine the Pillar 2 rules, we will evaluate the impact on our financial position.

Previous wording

•In May 2025, we along with TPG formed a limited partnership that, through its wholly owned subsidiaries, entered into a definitive agreement to acquire AvidXchange Holdings, Inc (NASDAQ: AVDX) (“AvidXchange”). AvidXchange is a provider of accounts payable (AP) automation solutions to lower middle market companies with a focus on several verticals including real estate, homeowners associations, financial institutions and media. The transaction is expected to close in the fourth quarter of 2025, subject to regulatory approvals, AvidXchange shareholder approval and other standard closing conditions.

Current wording

•In May 2025, we along with TPG formed a limited partnership that, through its wholly owned subsidiaries, entered into a definitive agreement to acquire AvidXchange Holdings, Inc (NASDAQ: AVDX) (“AvidXchange”). AvidXchange is a provider of accounts payable (AP) automation solutions to lower middle market companies with a focus on several verticals including real estate, homeowners associations, financial institutions and media. The transaction was completed in October 2025.

Previous wording

We expect to invest approximately $550 million for approximately 34% of the equity in the limited partnership for an approximately $1.9 billion enterprise valuation. The partnership will utilize approximately $450 million of debt financing to consummate the transaction. TPG will hold approximately 56% of the equity, and the management team of AvidXchange will hold the remainder. In addition to other terms, the limited partnership agreement provides that, 33 months after closing of the AvidXchange acquisition, we will have the right to acquire all the remaining outstanding equity in the limited partnership for approximately 2.5 times invested capital. If, in fact, we achieve our business plan, then this could represent an attractive valuation. If we do not exercise such right to acquire all of the remaining outstanding equity and TPG decides to sell the limited partnership to a third party within a period of 15 months thereafter, we will guarantee a return to our partners, subject to certain limitations, of approximately 1.6 times invested capital. The partnership will ultimately need to sell AvidXchange in 2029 for an approximately similar valuation as today’s acquisition price to avoid the requirement to pay any minimum return payment.

Current wording

In October 2025, we invested approximately $578 million for approximately 35% of the equity in the limited partnership, for an approximately $1.9 billion enterprise valuation. The partnership utilized approximately $450 million of debt financing to consummate the transaction. TPG holds approximately 56% of the equity, and the management team of AvidXchange holds the remainder. In addition to other terms, the limited partnership agreement provides that, 33 months after closing of the AvidXchange acquisition, we will have the right to acquire all of the remaining outstanding equity in the limited partnership for approximately 2.5 times invested capital. If, in fact, we achieve our business plan, then this could represent an attractive valuation. If we do not exercise such right to acquire all of the remaining outstanding equity and TPG decides to sell the limited partnership to a third party within a period of 15 months thereafter, we are required to guarantee a return to our partners, subject to certain limitations, of approximately 1.6 times invested capital. If the partnership sells AvidXchange in 2029 for approximately a similar valuation as today’s acquisition price, there will be no requirement to pay any minimum return.

Previous wording

•In July 2025, we announced pursuant to Rule 2.7 of the United Kingdom City Code on Takeovers and Mergers a firm intention to make a cash offer to acquire 100% of Alpha Group International plc (LSE: ALPHA) ("Alpha"). The acquisition is to be effected by means of a court-sanctioned scheme (the "Scheme") of arrangement under Part 26 of the UK Companies Act 2006. The acquisition values Alpha at an enterprise valuation of approximately $2.2 billion. Alpha is a leading provider of B2B cross border foreign exchange solutions to corporations and investment funds in the United Kingdom and Europe. Alpha pioneered alternative bank accounts as a simpler, faster way for investment managers to fund their investments and pay expenses anywhere in Europe. The transaction is expected to close in the fourth quarter of 2025, subject to shareholder and regulatory approval, court approval of the Scheme and standard closing conditions and will be reflected in our Corporate Payments segment.

Current wording

•In July 2025, we announced, pursuant to Rule 2.7 of the United Kingdom City Code on Takeovers and Mergers, a firm intention to make a cash offer to acquire 100% of Alpha Group International plc (LSE: ALPHA) ("Alpha"). The acquisition is to be effected by means of a court-sanctioned scheme (the "Scheme") of arrangement under Part 26 of the UK Companies Act 2006. Alpha is a leading provider of B2B cross-border foreign exchange solutions to corporations and investment funds in the United Kingdom and Europe. Alpha pioneered alternative bank accounts as a simpler, faster way for investment managers to fund their investments and pay expenses anywhere in Europe. The transaction closed on October 31, 2025, and the results of Alpha will be reflected in our Corporate Payments segment beginning in the fourth quarter of 2025.

Previous wording

•In July 2025, we announced the divestiture of one of our legacy lower growth private label fuel card portfolios. We expect to receive approximately $60 million in proceeds for the divestiture, which is expected to close in the fourth quarter of 2025. Revenues generated from the portfolio are included in our Vehicle Payments segment.

Current wording

•In July 2025, we announced the divestiture of one of our legacy lower growth private label fuel card portfolios for approximately $60 million. Revenues generated from the portfolio are included in our Vehicle Payments segment. The transaction closed in October 2025.

Previous wording

Consolidated revenues were $1,102.0 million in the three months ended June 30, 2025, an increase of 12.9% compared to the prior period. The increase in consolidated revenues was due primarily to organic growth of 11%, driven by increases in spend and transaction volumes, implementation and ramping of new sales and business initiatives. Consolidated revenues also grew 5% from acquisitions completed in 2024 and 2025. This growth was partially offset by the negative impact of the macroeconomic environment and approximately $10 million from the disposition of our merchant solutions business in December 2024.

Current wording

Consolidated revenues were $1,172.5 million in the three months ended September 30, 2025, an increase of 13.9% compared to the prior period. The increase in consolidated revenues was due primarily to organic growth of 11%, driven by increases in spend and transaction volumes, implementation and ramping of new sales and business initiatives. Consolidated revenues also grew 3% from acquisitions completed in 2024 and 2025. This growth was partially offset by approximately $9 million from the disposition of our merchant solutions business in December 2024.

Previous wording

Although we cannot precisely measure the impact of the macroeconomic environment, in total we believe it had a negative impact of approximately $19 million on our consolidated revenues for the three months ended June 30, 2025 over the comparable period in 2024. This negative impact was driven primarily by unfavorable foreign exchange rates of approximately $7 million, driven by our Brazil business but partially offset by our UK and Euro-denominated businesses, the unfavorable impact of fuel price spreads of approximately $7 million and unfavorable fuel prices of approximately $6 million.

Current wording

Although we cannot precisely measure the impact of themacroeconomic environment, in total we believe it had a positive impact of approximately $3 million on our consolidated revenues for the three months ended September 30, 2025 over the comparable period in 2024. This positive impact was driven primarily by favorable foreign exchange rates of approximately

Previous wording

Processing. Processing expenses were $238.5 million in the three months ended June 30, 2025, an increase of 14.0% compared to the prior period. Increases in processing expenses were primarily due to approximately $14 million of expenses related to acquisitions completed in 2024 and 2025, higher variable expenses driven by increased transaction volumes and investments to drive future growth and higher bad debt of approximately $3 million due to increased transaction volumes. The increases were partially offset by the impact of foreign exchange rates of approximately $3 million and the impact of the disposition of our merchant solutions business of approximately $5 million.

Current wording

Processing. Processing expenses were $248.8 million in the three months ended September 30, 2025, an increase of 11.2% compared to the prior period. Increases in processing expenses were primarily due to approximately $9 million of expenses related to acquisitions completed in 2024 and 2025, higher variable expenses driven by increased transaction volumes and investments to drive future growth and the negative impact of foreign exchange rates of approximately $3 million. The increases were partially offset by the impact of the disposition of our merchant solutions business of approximately $4 million and lower bad debt expense of approximately $1 million

Previous wording

Selling. Selling expenses were $115.8 million in the three months ended June 30, 2025, an increase of 21.8% from the prior period. Increases in selling expenses were primarily due to marketing investments to drive future growth, increased commissions from higher sales volume and approximately $8 million of expenses related to acquisitions completed in 2024 and 2025.

Current wording

Selling. Selling expenses were $117.6 million in the three months ended September 30, 2025, an increase of 24.9% from the prior period. Increases in selling expenses were primarily due to marketing investments to drive future growth, increased commissions from higher sales volume, approximately $6 million of expenses related to acquisitions completed in 2024 and 2025 and the impact of foreign exchange rates of approximately $1 million.

Previous wording

General and administrative. General and administrative expenses were $177.0 million in the three months ended June 30, 2025, an increase of 15.1% from the prior period. The increase in general and administrative expenses was primarily due to acquisition-related deal fees, information technology investments and approximately $7 million of expenses related to acquisitions completed in 2024 and 2025.

Current wording

General and administrative. General and administrative expenses were $178.6 million in the three months ended September 30, 2025, an increase of 16.2% from the prior period. The increase in general and administrative expenses was primarily due to acquisition-related deal fees, information technology investments, approximately $4 million of expenses related to acquisitions completed in 2024 and 2025 and the impact of foreign exchange rates of approximately $2 million.

Previous wording

Depreciation and amortization. Depreciation and amortization expenses were $91.4 million in the three months ended June 30, 2025, an increase of 8.3% from the prior period. Depreciation and amortization expenses increased due to incremental investments in capital expenditures and$8 million of expenses related to acquisitions completed in 2024 and 2025.

Current wording

Depreciation and amortization. Depreciation and amortization expenses were $93.2 million in the three months ended September 30, 2025, an increase of 4.0% from the prior period. Depreciation and amortization expenses increased due to incremental investments in capital expenditures,$4 million of expenses related to acquisitions completed in 2024 and 2025 and the impact of foreign exchange rates of approximately $1 million.

Previous wording

Other (income) expense, net. Other income, net was $6.5 million in the six months ended June 30, 2025 primarily dueto the disposition of a cost method investment in the second quarter of 2025, as compared to other expense, net of$7.4 million for the six months ended June 30, 2024 primarily due to the impact of fluctuations in foreign exchange rates on non-functional currency balances.

Current wording

Other expense, net. Other expense, net was $1.4 million in the three months ended September 30, 2025, which primarily represents the impact of fluctuations in foreign exchange rates on non-functional currency balances.

Previous wording

Interest expense, net. Interest expense, net was $96.9 million in the three months ended June 30, 2025, an increase of $2.2 million from the prior period. The increase in net interest expense was primarily due to increased borrowings used for acquisitions, partially offset by lower interest rates. The following table sets forth the average interest rates paid on borrowings under our Credit Facility, excluding the related unused facility fees and swaps.

Current wording

Interest expense, net. Interest expense, net was $100.0 million in the three months ended September 30, 2025, a decrease of $4.4 million from the prior period. The decrease in net interest expense was primarily due to lower interest rates and higher interest income from higher cash balances. The following table sets forth the average interest rates paid on borrowings under our Credit Facility, excluding the related unused facility fees and swaps.

Previous wording

We have a portfolio of interest rate swaps, which are designated as cash flow hedges and cross-currency interest rate swaps, which are designated as net investment hedges. During the three months ended June 30, 2025, as a result of these swap contracts and net investment hedges, we recorded a benefit to interest expense of $9.9 million.

Current wording

We have a portfolio of interest rate swaps, which are designated as cash flow hedges and cross-currency interest rate swaps, which are designated as net investment hedges. During the three months ended September 30, 2025, as a result of these swap contracts and net investment hedges, we recorded a benefit to interest expense of $10.6 million.

Previous wording

Provision for income taxes. The provision for income taxes and effective tax rate were $109.0 million and 27.7%, respectively, for the three months ended June 30, 2025, compared to $82.5 million and 24.7%, respectively, for the prior period. Income tax expense is based on an estimated annual effective rate, which requires us to make our best estimate of annual pretax accounting income or loss before consideration of tax or benefit discretely recognized in the period in which such occur. Our effective income tax rate for the three months ended June 30, 2025 differs from the U.S. federal statutory rate due primarily to the unfavorable impact of state taxes net of federal benefits, additional taxes on undistributed foreign-sourced income and foreign withholding taxes on interest income from intercompany notes. The effective tax rate increase for the three months ended June 30, 2025 was driven primarily by the mix of earnings, the adoption of Pillar Two legislation, which resulted in a global minimum tax at a rate of 15% that impacted two jurisdictions in which we operate, and due to new state apportionment rules resulting in the revaluation of deferreds in the current period.

Current wording

Provision for income taxes. The provision for income taxes and effective tax rate were $143.3 million and 34.0%, respectively, for the three months ended September 30, 2025, compared to $82.0 million and 22.9%, respectively, for the prior period. Income tax expense is based on an estimated annual effective rate, which requires us to make our best estimate of annual pretax accounting income or loss before consideration of tax or benefit discretely recognized in the period in which such occur. Our effective income tax rate for the three months ended September 30, 2025 differs from the U.S. federal statutory rate due primarily to the unfavorable impact of state taxes net of federal benefits, additional taxes on undistributed foreign-sourced income and foreign withholding taxes on interest income from intercompany notes.

Previous wording

Net income attributable to Corpay. For the reasons discussed above, our net income attributable to Corpay increased to $284.2 million, or 12.9%, from the prior period, during the three months ended June 30, 2025.

Current wording

Net income attributable to Corpay. For the reasons discussed above, our net income attributable to Corpay increased to $277.9 million during the three months ended September 30, 2025.

Previous wording

Vehicle Payments revenues were$525.5 million in the three months ended June 30, 2025, an increase of 3.0% from the prior period. Vehicle Payments revenues increased primarily due to organic revenue growthof 9% and new sales growth in our international markets and the impact of our acquisitions, which contributed approximately$4 million. These increases were partially offset byunfavorable changes in foreign exchange rates on revenue of $10 million, the disposition of our merchant solutions business in December 2024, which lowered revenue by approximately $10 million, the unfavorable impact of fuel price spreads of approximately $7 million and unfavorable fuel prices of approximately $6 million.

Current wording

Vehicle Payments revenues were $553.2 million in the three months ended September 30, 2025, an increase of 9.2% from the prior period. Vehicle Payments revenues increased primarily due to organic revenue growth of 10%, new sales growth in our international markets, the favorable changes in foreign exchange rates on revenue of $9 million and the impact of acquisitions, which contributed approximately $6 million. These increases were partially offset by the disposition of our merchant solutions business in December 2024, which lowered revenue by approximately $9 million, the unfavorable impact of fuel price spreads of approximately $7 million and unfavorable fuel prices of approximately $3 million.

Previous wording

Vehicle Payments operating income was$250.1 million, an increase of 3.3% from the prior period. Vehicle Payments operating income and margin increased in the three months ended June 30, 2025 primarily due to organic revenue growth and the impact of our acquisitions discussed above, partially offset by the unfavorable macroeconomic environment and the impact of the disposition of our merchant solutions business, which resulted in lower operating income of approximately $6 million.

Current wording

Vehicle Payments operating income was $265.7 million, an increase of 8.8% from the prior period. Vehicle Payments operating income increased in the three months ended September 30, 2025 primarily due to revenue growth discussed above, partially offset by the overall net unfavorable impact of the macroeconomic environment and the impact of the disposition of our merchant solutions business, which resulted in lower operating income of approximately $5 million. Vehicle Payments operating income and margin was also negatively impacted byan $11 million working capital adjustment for the December 2024 disposal of our merchant solutions business.

Previous wording

Corporate Payments revenues were$391.9 million in the three months ended June 30, 2025, an increase of 35.9% from the prior period. Corporate Payments revenues increased primarily due to organic revenue growth of 18%, driven by 19% growth in spend volume, strong new sales in our payables and cross-border solutions and the impact of our acquisitions, which contributed approximately $42 million in revenues.

Current wording

Corporate Payments revenues were $409.7 million in the three months ended September 30, 2025, an increase of 27.3% from the prior period. Corporate Payments revenues increased primarily due to organic revenue growth of 17%, driven by 38% growth in spend volume, strong new sales in our payables and cross-border solutions, the impact of our acquisitions, which contributed approximately $28 million in revenues and the impact of favorable changes in foreign exchange rates. Corporate payments revenue per spend dollar decreased over the prior year due to the impact of new payables and cross-border enterprise clients.

Previous wording

Corporate Payments operating income was$161.2 million in the three months ended June 30, 2025, an increase of 33.7% from the prior period. Corporate Payments operating income increased primarily due to organic revenue growth, integration synergies and the impact of our acquisitions, partially offset by sales investments to grow the business and one-time integration expenses.

Current wording

Corporate Payments operating income was $177.5 million in the three months ended September 30, 2025, an increase of 29.7% from the prior period. Corporate Payments operating income increased primarily due to organic revenue growth, integration synergies and the impact of our acquisitions, partially offset by sales investments to grow the business and one-time integration expenses.

Previous wording

Lodging Payments revenues were$119.8 million in the three months ended June 30, 2025, a decrease of 2.1% from the prior period. The decrease in Lodging Payments revenues wasprimarily due to continued weakness in the airline solution and lower emergency-related activity, partially offset by room night volume increases in the workforce solution.

Current wording

Lodging Payments revenues were $127.0 million in the three months ended September 30, 2025, a decrease of 5.2% from the prior period. The decrease in Lodging Payments revenues was primarily due to lower emergency-related activity and room night volume decreases in the workforce solution.

Previous wording

Lodging Payments operating income was $49.6 million in the three months ended June 30, 2025, a decrease of 12.1% from the prior period. Lodging Payments operating income and margin declined due to the reasons discussed above.

Current wording

Lodging Payments operating income was $57.1 million in the three months ended September 30, 2025, a decrease of 12.8% from the prior period. Lodging Payments operating income and margin declined due to the reasons discussed above.