RADIANT LOGISTICS, INC
For the period ended Jun 30, 2025. Filed Sep 15, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Sep 15, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-06-30; filed 2024-09-12.
0000950170-24-105991
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-K
Period ended 2025-06-30; filed 2025-09-15.
0001193125-25-203690
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 71 previous paragraphs and 63 current paragraphs.
38 unchanged; 20 reworded; 5 added; 13 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 8 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (5)
Current report
Transportation revenue was $854.4 million and $753.2 million for the fiscal years ended June 30, 2025 and 2024, respectively. The increase of $101.2 million, or 13.4%, is primarily attributable to meaningful project charter revenues of $58.5 million and additional incremental revenues generated from acquisitions of $57.7 million. Adjusted transportation gross profit was $211.4 million and $208.9 million for the fiscal years ended June 30, 2025 and 2024, respectively. Net transportation margins decreased from 27.7% to 24.7%, primarily dueto project charter revenues and increases in ocean revenues, which have lower gross profit margin characteristics than other service levels.
Current report
Selling, general and administrative (“SG&A”) expenses increased $3.8 million, or 9.7%, to $42.5 million for the fiscal year ended June 30, 2025. The increase is primarily due to increased technology spending, facilities costs from acquisitions, travel costs, and $1.5 million of lease termination costs due to relocating from an existing warehouse facility prior to the conclusion of the lease term to a new and larger facility to expand existing operations, partially offset by lower professional service fees.
Current report
Depreciation and amortization costs increased $0.3 million, or 1.6%, to $18.4 million for the fiscal year ended June 30, 2025. As a percentage of adjusted gross profit, depreciation and amortization remained at 7.7% for both fiscal years ended June 30, 2025 and 2024.
Current report
Our change in net income is driven by decreased operating partner commissions, partially offset by lease termination costs, and increased income tax expense.
Current report
Other includes costs unrelated to our core operations (primarily acquisition and litigation costs), and other non-cash charges.
Removed paragraphs (13)
Previous report
Transportation revenue was $753.2 million and $1,032.9 million for the fiscal years ended June 30, 2024 and 2023, respectively. The decrease of $279.7 million, or 27.1%, is primarily attributable to a significant decrease in international and ocean rates, lower volumes for all transportation modes, and an overall decrease in charter business as compared to the comparable prior year period. Adjusted transportation gross profit was $208.9 million and $254.2 million for the fiscal years ended June 30, 2024 and 2023, respectively. Adjusted transportation gross profit percentage increased from 24.6% to 27.7%, primarily dueto a higher mix of domestic shipments, which have higher gross profit margin characteristics than ocean and charter shipments.
Previous report
Depreciation and amortization costs decreased $4.6 million, or 20.3%, to $18.1 million for the fiscal year ended June 30, 2024. The decrease is attributable to the accelerated amortization of intangible assets in the comparable prior year period resulting from the rebranding of certain trade names. As a percentage of adjusted gross profit, depreciation and amortization decreased 35 basis points to 7.7% from 8.0% for the fiscal years ended June 30, 2024 and 2023, respectively.
Previous report
Net other income (expense) increased $1.0 million, or 173.4%, from an expense of $0.6 million for the fiscal year ended June 30, 2023 to income of $0.4 million for the fiscal year ended June 30, 2024.
Previous report
Our change in net income is driven by decreased adjusted gross profit, increased operating expenses, and decreased income taxes compared to the prior fiscal year.
Previous report
Adjusted EBITDA decreased $24.4 million, or 44.0% to $31.2 million for the fiscal year ended June 30, 2024.
Previous report
Senior Secured Loan
Previous report
In connection with the Company’s acquisition of Radiant Canada, Radiant Canada obtained a CAD$29 million senior secured Canadian term loan from Fiera Private Debt Fund IV LP (“FPD IV” formerly, Integrated Private Debt Fund IV LP) pursuant to a CAD$29,000,000 Credit Facilities Loan Agreement. In connection with the Company’s acquisition of Lomas, Radiant Canada obtained a CAD$10 million senior secured Canadian term loan from Fiera Private Debt Fund V LP (formerly, Integrated Private Debt Fund V LP) pursuant to a CAD$10,000,000 Credit Facilities Loan Agreement. As of June 30, 2024, both term loans have been repaid in full.
Previous report
Climate Change Effects
Previous report
We recognize the importance of addressing climate-related risks and opportunities to ensure our business is resilient and sustainable for the future. In 2024, we completed a GHG emissions inventory for Scope 1 and Scope 2 sources. Our inventory was prepared in accordance with the GHG Protocol Corporate Accounting and Reporting Standard and aligns with the ISSB for climate-related disclosures. We are actively collecting data to expand our inventory and include upstream and downstream Scope 3 GHG emissions sources. Our comprehensive data set will inform future governance, strategy, risk management, and metrics and targets.
Previous report
To test the resilience of our strategy, we will develop scenario analysis in alignment with the ISSB to stress test and improve our resiliency. As part of this effort, we actively engage with leaders across the Company to identify and discuss material climate-related risks and opportunities. Climate-related risks identified through this scenario analysis exercise will be incorporated into our Enterprise Risk Management (“ERM”) Framework.
Previous report
Throughout our risk assessment process, we also evaluate potential climate-related revenue opportunities that we are seeking to capture. These include helping customers manage increased complexity from carbon taxes and emissions reporting requirements; meeting the demand for decarbonized logistics services including intermodal and other eco-friendly transportation and logistics solutions.
Previous report
We include below our preliminary climate disclosures based on our business model and assessment of materiality. We define materiality based on ISSB standards with a focus on financially-material topics. Our GHG emissions inventory will be available online atwww.radiantdelivers.com.
Previous report
As we continue our ESG journey, we have begun to map and link a range of environmental, social, and governance topics to the relevant voluntary disclosure frameworks, including ISSB (which now includes Sustainability Accounting Standards Board (“SASB”) and the Task Force on Climate-related Financial Disclosure (“TCFD”). By evaluating our non-asset-based business model against this voluntary framework, we are seeking to best align and progress in the area of climate, while also evaluating avenues for improvement in the areas of social initiatives and governance.
Reworded paragraphs (20)
Previous wording
We operate as a leading third-party logistics company, providing technology-enabled global transportation and value-added logistics solutions primarily in the United States and Canada. We service a large, broad, and diversified account base consisting of consumer goods, food and beverage, electronics and high-tech, aviation and automotive, military and government, and manufacturing and retail customers, which is supported by an extensive network of operating locations across North America as well as an integrated international service partner network located in other key markets around the globe. The Company provides these services through a multi-brand network, which includes over 100 operating locations. Included in these operating locations are a number of independent agents, who are also referred to as “strategic operating partners,” that operate exclusively on the Company's behalf, and approximately 30 Company-owned offices. As the operator of a third-party logistics business, the Company has a vast carrier network of asset-based transportation companies, including motor carriers, railroads, airlines and ocean lines in its carrier network. We believe shippers value our services because we are able to objectively arrange the most efficient and cost-effective means, type and provider of transportation service without undue influence caused by the ownership of transportation assets. In addition, our minimal investment in physical assets affords us the opportunity for a higher return on invested capital and net cash flows than our asset-based competitors.
Current wording
We operate as a leading third-party logistics company, providing technology-enabled global transportation and value-added logistics services primarily in the United States and Canada. We service a large, broad, and diversified account base consisting of consumer goods, food and beverage, electronics and high-tech, aviation and automotive, military and government, and manufacturing and retail customers, which is supported by an extensive network of operating locations across North America as well as an integrated international service partner network located in other key markets around the globe. The Company provides these services through a multi-brand network, which includes over 100 operating locations. Included in these operating locations are a number of independent agents, who are also referred to as “strategic operating partners,” that operate exclusively on the Company's behalf, and approximately 30 Company-owned locations. As the operator of a third-party logistics business, the Company has a vast carrier network of asset-based transportation companies, including motor carriers, railroads, airlines and ocean lines in its carrier network. We believe shippers value our services because we are able to objectively arrange the most efficient and cost-effective means, type and provider of transportation service without undue influence caused by the ownership of transportation assets. In addition, our minimal investment in physical assets affords us the opportunity for a higher return on invested capital and net cash flows than our asset-based competitors.
Previous wording
Through our operating locations across North America, we offer domestic, international air and ocean freight forwarding services and freight brokerage services, including truckload services, LTL services, and intermodal services, which is the movement of freight in trailers or containers by combination of truck and rail. Our primary business operations involve arranging the shipment, on behalf of our customers, of materials, products, equipment and other goods that are generally larger than shipments handled by integrated carriers of primarily small parcels, such as FedEx, DHL and UPS. Our services include arranging and monitoring all aspects of material flow activity utilizing advanced information technology systems. We also provide other value-added logistics services, including MM&D, CHB and GTM solutions to complement our core transportation service offering.
Current wording
Through our operating locations across North America, we offer domestic and international freight forwarding and freight brokerage services, including air, ocean, truckload, LTL, and intermodal, which is the movement of freight in trailers or containers by combination of truck and rail. Our primary business operations involve arranging shipments, on behalf of our customers, of materials, products, equipment and other goods that are generally larger than shipments handled by integrated carriers of primarily small parcels, such as FedEx, DHL and UPS. Our services include arranging and monitoring all aspects of material flow activity utilizing advanced information technology systems. We also provide other value-added logistics services, including MM&D, CHB and GTM solutions to complement our core transportation service offering.
Previous wording
The global economic and trade environments remain uncertain, including inflation, geopolitical tensions and changes in consumer behavior could have a negative impact on our business and financial results.
Current wording
The global economic and trade environments remain uncertain, including inflation, tariff uncertainties, geopolitical tensions, and changes in consumer behavior, any or all of which could have a negative impact on our business and financial results.
Previous wording
Our transportation revenue represents the total dollar value of services we sell to our customers. Our cost of transportation includes direct costs of transportation, including motor carrier, air, ocean, and rail services. Our adjusted gross profit, a non-GAAP financial measure, is gross revenue less the direct cost of transportation and other services (excluding depreciation and amortization, which are reported separately), and is the primary indicator of our ability to source, add value, and resell services provided by third-parties, and is considered by management to be a key performance measure. Adjusted gross profit percentage is adjusted gross profit as a percent of our total revenue. In addition, management believes measuring its operating costs as a function of adjusted gross profit provides a useful metric, as our ability to control costs as a function of adjusted gross profit directly impacts operating results. We believe that these provide investors with meaningful information to understand our results of operations and the ability to analyze financial and business trends on a period-to-period basis.
Current wording
Our transportation revenue represents the total dollar value of services we sell to our customers. Our cost of transportation includes direct costs of transportation, including motor carrier, air, ocean, and rail services. Our adjusted gross profit, a non-GAAP financial measure, is gross revenue less the direct cost of transportation and other services (excluding depreciation and amortization, which are reported separately), and is the primary indicator of our ability to source, add value, and resell services provided by third-parties, and is considered by management to be a key performance measure. Adjusted gross profit percentage is adjusted gross profit as a percentage of our total revenue. In addition, management believes measuring its operating costs as a function of adjusted gross profit provides a useful metric, as our ability to control costs as a function of adjusted gross profit directly impacts operating results. We believe that these metrics provide investors with meaningful information to understand our results of operations and the ability to analyze financial and business trends on a period-to-period basis.
Previous wording
Our GAAP-based net income will be affected by non-cash charges relating to the amortization of customer related intangible assets and other intangible assets attributable to completed acquisitions. Under applicable accounting standards, purchasers are required to allocate the total consideration in a business combination to the identified assets acquired and liabilities assumed based on their fair values at the time of acquisition. The excess of the consideration paid over the fair value of the identifiable net assets acquired is to be allocated to goodwill, which is tested at least annually for impairment. Applicable accounting standards require that we separately account for and value certain identifiable intangible assets based on the unique facts and circumstances of each acquisition. As a result of our acquisition strategy, our net income will include material non-cash charges relating to the amortization of customer related intangible assets and other intangible assets acquired in our acquisitions. Although these charges may increase as we complete more acquisitions, we believe we will be growing the value of our intangible assets (e.g., customer relationships). Thus, we believe that earnings before interest, taxes, depreciation and amortization, or EBITDA, is a useful financial measure for investors because it eliminates the effect of these non-cash costs and provides an important metric for our business.
Current wording
Our GAAP-based net income will be affected by non-cash charges relating to the amortization of customer-related intangible assets and other intangible assets attributable to completed acquisitions. Under applicable accounting standards, purchasers are required to allocate the total consideration in a business combination to the identified assets acquired and liabilities assumed based on their fair values at the time of acquisition. The excess of the consideration paid over the fair value of the identifiable net assets acquired is to be allocated to goodwill, which is tested at least annually for impairment. Applicable accounting standards require that we separately account for, and value certain identifiable intangible assets based on the unique facts and circumstances of each acquisition. As a result of our acquisition strategy, our net income will include material non-cash charges relating to the amortization of customer-related intangible assets and other intangible assets acquired in our acquisitions. Although these charges may increase as we complete more acquisitions, we believe we will be growing the value of our intangible assets (e.g., customer relationships). Thus, we believe that earnings before interest, income taxes, depreciation and amortization, or EBITDA, is a useful financial measure for investors because it eliminates the effect of these non-cash charges and provides an important metric for our business.
Previous wording
EBITDA is a non-GAAP measure of income and does not include the effects of interest, taxes, and the “non-cash” effects of depreciation and amortization on long-term assets. Companies have some discretion as to which elements of depreciation and amortization are excluded in the EBITDA calculation. We exclude all depreciation charges related to property, technology, and equipment and all amortization charges (including amortization of leasehold improvements). We then further adjust EBITDA to exclude share-based compensation expense, changes in fair value of contingent consideration, expenses specifically attributable to acquisitions, cybersecurity incident related costs, changes in fair value of interest rate swap contracts, restatement costs, transition and lease termination costs, foreign currency transaction gains and losses, litigation expenses unrelated to our core operations, and other non-cash charges. While management considers EBITDA and adjusted EBITDA useful in analyzing our results, it is not intended to replace any presentation included in our consolidated financial statements. The Company’s financial covenants with its lenders define an adjusted EBITDA as a key component of its covenant calculations. The Company’s ability to grow adjusted EBITDA is closely monitored by management as it’s directly tied to financial borrowing capacity and also is a frequent point of discussion with its investors as well as the Company’s earnings calls.
Current wording
EBITDA is a non-GAAP financial measure of income and does not include the effects of interest, income taxes, and the “non-cash” effects of depreciation and amortization on long-term assets. Companies have some discretion as to which elements of depreciation and amortization are excluded in the EBITDA calculation. We exclude all depreciation charges related to property, technology, and equipment and all amortization charges (including amortization of leasehold improvements). We then further adjust EBITDA to exclude share-based compensation, costs unrelated to our core operations (primarily acquisition and litigation costs), and other non-cash charges. While management considers EBITDA and adjusted EBITDA useful in analyzing our results, it is not intended to replace any presentation included in our consolidated financial statements. The Company’s financial covenants with its lenders define an adjusted EBITDA as a key component of its covenant calculations. The Company’s ability to grow adjusted EBITDA is closely monitored by management as it’s directly tied to financial borrowing capacity and also is a frequent point of discussion with its investors as well as the Company’s earnings calls.
Previous wording
We perform an annual impairment test for goodwill as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. We first have the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than the carrying amount, or to bypass the qualitative assessment and perform a quantitative assessment. As of April 1, 2024, we elected to bypass the qualitative assessment and perform a quantitative assessment where we determined the fair value of each reporting unit and compared the fair value to the reporting unit’s carrying amount.
Current wording
We perform an annual impairment test for goodwill as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. We first have the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than the carrying amount, or to bypass the qualitative assessment and perform a quantitative assessment.
Previous wording
Value-added services revenue was $49.2 million and $52.6 million for the fiscal years ended June 30, 2024 and 2023, respectively. Adjusted value-added services gross profit was $27.6 million and $29.6 million for the fiscal years ended June 30, 2024 and 2023, respectively. Adjusted value-added services gross profit percentage was relatively flat, decreasing slightly from 56.3% to 56.1%.
Current wording
Value-added services revenue was $48.3 million and $49.2 million for the fiscal years ended June 30, 2025 and 2024, respectively. Adjusted value-added services gross profit was $28.0 million and $27.6 million for the fiscal years ended June 30, 2025 and 2024, respectively. Adjusted value-added services gross profit percentage increased from 56.1% to 58.0%.
Previous wording
Operating partner commissions decreased $22.9 million, or 19.8%, to $92.7 million for the fiscal year ended June 30, 2024. The decrease in commissions isprimarily due to a reduction of adjusted gross profit generated from our strategic operating partners, lower freight volumes, and the conversions of strategic operating partners to Company-owned locations who earned commissions in the comparable prior year period. As a percentage of adjusted gross profit, operating partner commissions decreased 155 basis points to 39.2% from 40.7% for the fiscal years ended June 30, 2024 and 2023, as a result of a lower percentage of gross margin generated from strategic operating partners.
Current wording
Operating partner commissions decreased $14.2 million, or 15.3%, to $78.5 million for the fiscal year ended June 30, 2025. The decrease in commissions isprimarily due to a reduction of adjusted gross profit generated from our strategic operating partners, and the conversions of strategic operating partners to Company-owned locations who earned commissions in the prior year. As a percentage of adjusted gross profit, operating partner commissions decreased 640 basis points to 32.8% from 39.2% for the fiscal years ended June 30, 2025 and 2024, respectively, as a result of a higher percentage of gross margin generated from Company-owned locations.
Previous wording
Personnel costs decreased $1.3 million, or 1.6%, to $78.2 million for the fiscal year ended June 30, 2024. The decrease is primarily due to lower headcount in certain locations, decreases in sales commissions and bonuses, partially offset by the increase in headcount from acquisitions of strategic operating partners and a new brokerage location. As a percentage of adjusted gross profit, personnel costs increased 505 basis points to 33.1% from 28.0% for the fiscal years ended June 30, 2024 and 2023, respectively.
Current wording
Personnel costs increased $3.3 million, or 4.2%, to $81.5 million for the fiscal year ended June 30, 2025. The increase is primarily due to an increase in headcount from acquisitions, offset by the share-based compensation benefit in the period. As a percentage of adjusted gross profit, personnel costs increased 90 basis points to 34.0% from 33.1% for the fiscal years ended June 30, 2025 and 2024, respectively.
Previous wording
Selling, general and administrative (“SG&A”) expenses increased $0.2 million, or 0.4%, to $38.7 million for the fiscal year ended June 30, 2024. As a percentage of adjusted gross profit, SG&A increased 278 basis points to 16.4% from 13.6% for the fiscal years ended June 30, 2024 and 2023, respectively.
Current wording
As a percentage of adjusted gross profit, SG&A increased 130 basis points to 17.7% from 16.4% for the fiscal years ended June 30, 2025 and 2024, respectively.
Previous wording
Change in fair value of contingent consideration was a gain of $0.5 million for the fiscal year ended June 30, 2024, compared to a gain of $0.6 million for the fiscal year ended June 30, 2023. The change in each fiscal year is principally attributable to a change in management’s estimates of future earn-out payments through the remainder of the respective earn-out periods.
Current wording
Change in fair value of contingent consideration was a gain of $2.5 million for the fiscal year ended June 30, 2025, compared to a gain of $0.5 million for the fiscal year ended June 30, 2024. The change in each fiscal year is principally attributable to a change in management’s estimates of future earn-out payments through the remainder of the respective earn-out periods.
Previous wording
Our future financial results may be impacted by amortization of intangible assets resulting from acquisitions as well as gains or losses from changes in fair value of contingent consideration that are difficult to predict.
Current wording
Our future financial results may be impacted by amortization of intangible assets resulting from acquisitions and gains or losses from changes in fair value of contingent consideration, which are difficult to predict.
Previous wording
Generally, our primary sources of liquidity are cash generated from operating activities and borrowings under our Revolving Credit Facility, as described below. These sources also fund a portion of our capital expenditures and contractual contingent consideration obligations. Our level of cash and financing capabilities along with cash flows from operations have historically been sufficient to meet our operating and capital needs. As of June 30, 2024, we have $24.9 million in unrestricted cash and cash equivalents on hand to serve as adequate working capital.
Current wording
Generally, our primary sources of liquidity are cash generated from operating activities and borrowings under our Revolving Credit Facility, as described below. These sources also fund a portion of our capital expenditures and contractual contingent consideration obligations. Our level of cash and financing capabilities along with cash flows from operations have historically been sufficient to meet our operating and capital needs. As of June 30, 2025, we have $22.9 million in unrestricted cash and cash equivalents on hand to serve as adequate working capital.
Previous wording
Net cash provided by operating activities was $17.3 million and $97.9 million for the fiscal years ended June 30, 2024 and 2023, respectively. The cash provided primarily consisted of net income adjusted for depreciation and amortization and changes in accounts receivable, contract assets, accounts payable, income taxes, and accrued expenses and other liabilities.
Current wording
Net cash provided by operating activities was $13.3 million and $17.3 million for the fiscal years ended June 30, 2025 and 2024, respectively. The cash provided primarily consisted of net income adjusted for depreciation and amortization and changes in accounts receivable, contract assets, prepaid expenses, accounts payable, income taxes, and accrued expenses and other liabilities.
Previous wording
Net cash used for investing activities was $15.2 million and $10.7 million for the fiscal years ended June 30, 2024 and 2023, respectively. Cash paid for acquisitions were $6.8 million and $3.3 million for the fiscal years ended June 30, 2024 and 2023, respectively. Cash paid for purchases of property, technology, and equipment were $8.6 million and $7.6 million for the fiscal years ended June 30, 2024 and 2023, respectively.
Current wording
Net cash used for investing activities was $33.5 million and $15.2 million for the fiscal years ended June 30, 2025 and 2024, respectively. Cash paid for acquisitions were $28.5 million and $6.8 million for the fiscal years ended June 30, 2025 and 2024, respectively. Cash paid for purchases of property, technology, and equipment were $5.1 million and $8.6 million for the fiscal years ended June 30, 2025 and 2024, respectively.
Previous wording
Net cash used for financing activities was $10.2 million and $80.2 million for the fiscal years ended June 30, 2024 and 2023, respectively. Net repayments of the Revolving Credit Facility were $62.5 million for the fiscal year ended June 30, 2023. Payments of debt issuance costs were $0.1 million and $0.9 million for the fiscal year ended June 30, 2024 and 2023, respectively. Repayments of notes payable and finance lease liabilities were $4.8 million and $5.0 million for the fiscal years ended June 30, 2024 and 2023, respectively. Repurchases of common stock were $4.1 million and $11.1 million for the fiscal years ended June 30, 2024 and 2023, respectively. Payments of contingent consideration as a financing activity was $0.3 million for the fiscal year ended June 30, 2024. Distributions to non-controlling interest were $0.6 million for each of the fiscal years ended June 30, 2024 and 2023. Proceeds from exercises of stock options were less than $0.1 million and $0.3 million for the fiscal years ended June 30, 2024 and 2023, respectively. Payments of employee tax withholdings related to restricted stock units and stock options were $0.4 million and $0.5 million for the fiscal years ended June 30, 2024 and 2023, respectively.
Current wording
Net cash provided by financing activities was $18.2 million and net cash used for financing activities was $10.2 million for the fiscal years ended June 30, 2025 and 2024, respectively. Net proceeds from the Revolving Credit Facility were $20.0 million for the fiscal year ended June 30, 2025. There were no proceeds or repayments for the year ended June 30, 2024. Repayments of notes payable and finance lease liabilities were $0.9 million and $4.8 million for the fiscal years ended June 30, 2025 and 2024, respectively. Repurchases of common stock were $0.8 million and $4.1 million for the fiscal years ended June 30, 2025 and 2024, respectively. Payments of contingent consideration were $0.5 million and $0.3 million for the fiscal years ended June 30, 2025 and 2024, respectively. Distributions to noncontrolling interest were $0.2 million and $0.6 million for the fiscal years ended June 30, 2025 and 2024, respectively. Proceeds from exercises of stock options were $1.2 million and less than $0.1 million for the fiscal years ended June 30, 2025 and 2024, respectively. Payments of employee tax withholdings related to restricted stock units and stock options were $0.6 million and $0.4 million for the fiscal years ended June 30, 2025 and 2024, respectively.
Previous wording
A primary component of our business strategy is to provide robust and advanced technology offerings to our customers, while providing advanced technology to our operations, strategic operating partners and management. To accomplish this, we have historically continuously developed and enhanced our technology platform to align with current and future business requirements, and we expect to continue to do so in the foreseeable future. During the fiscal year ended June 30, 2024, we capitalized approximately $1.0 million on technology enhancements and software systems in order to increase our operating efficiency and improve technology offerings. We expect to spend between $2.0 million and $3.0 million during the fiscal year ended June 30, 2025 in order to continue enhancing our technology platform, which we expect will include elements focused on customer facing, vendor facing, and user facing tools and systems that will be integrated into our existing platform and support our continued growth.
Current wording
A primary component of our business strategy is to provide robust and advanced technology offerings to our customers, while providing advanced technology to our operations, strategic operating partners and management. To accomplish this, we have historically continuously developed and enhanced our technology platform to align with current and future business requirements, and we expect to continue to do so in the foreseeable future. We expect to increase our spending during the fiscal year ended June 30, 2026 to continue enhancing our technology platform, which we expect will include elements focused on customer-facing, vendor facing, and user facing tools and systems that will be integrated into our existing platform and support our continued growth.
Previous wording
The Revolving Credit Facility has a term of five years and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company and the guarantors on a parity basis with the security interest held by Fiera Private Debt Fund IV LP and Fiera Private Debt Fund V LP described below. Borrowings in U.S. Dollars accrue interest (at the Company’s option) at a) the Lenders’ base rate plus 0.50% to 1.50%; b) Term Secured Overnight Financing Rate (“SOFR”) plus 1.40% to 2.40%; or c) Term SOFR Daily Floating Rate plus 1.40% to 2.40%. Borrowings in Canadian Dollars accrue interest (at the Company’s option) at a) Term Canadian Overnight Repo Rate Average (“CORRA”) plus 0.29547% to 0.32138% depending on the term, plus 1.40% to 2.40%; or b) Daily Simple CORRA plus 0.29547% plus 1.40% to 2.40%. Rates are adjusted based on the Company’s consolidated net leverage ratio. The Company’s U.S. and Canadian subsidiaries are guarantors of the Revolving Credit Facility.
Current wording
The Revolving Credit Facility has a term of five years and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company and our subsidiaries, including, without limitation, all of the capital stock of our subsidiaries. Borrowings in U.S. Dollars accrue interest (at the Company’s option) at a) the Lenders’ base rate plus 0.50% to 1.50%; b) Term Secured Overnight Financing Rate (“SOFR”) plus 1.40% to 2.40%; or c) Term SOFR Daily Floating Rate plus 1.40% to 2.40%. Borrowings in Canadian Dollars accrue interest (at the Company’s option) at a) Term Canadian Overnight Repo Rate Average (“CORRA”) plus 0.29547% to 0.32138% depending on the term, plus 1.40% to 2.40%; or b) Daily Simple CORRA plus 0.29547% plus 1.40% to 2.40%. Rates are adjusted based on the Company’s consolidated net leverage ratio. The Company’s U.S. and Canadian subsidiaries are guarantors of the Revolving Credit Facility.
Previous wording
As of June 30, 2024, there were no borrowings outstanding on the Revolving Credit Facility.
Current wording
As of June 30, 2025, borrowings outstanding on the Revolving Credit Facility were $20.0 million. The Company was in compliance with its covenants.