TransUnion

Previous wording

We provide solutions that enable businesses to manage and measure credit risk, market to new and existing customers, verify consumer identities, mitigate fraud, and effectively manage call center operations. Businesses embed our solutions into their process workflows to deliver critical insights and enable effective actions. Consumers use our solutions to view their credit profiles, access analytical tools that help them understand and manage their personal financial information and take precautions against identity theft. We have deep domain expertise across a number of attractive industries, which we also refer to as verticals, including Financial Services, Emerging Verticals and Consumer Interactive. Emerging Verticals consists of Insurance, Tech, Retail and E-Commerce, Telecommunications, Media, Tenant & Employment Screening, Collections, and Public Sector. We have a global presence in over 30 countries and territories across North America, Latin America, Europe, Africa, India and Asia Pacific.

Current wording

We provide solutions that enable businesses to manage and measure credit risk, market to new and existing customers, verify consumer identities, and mitigate fraud. Businesses embed our solutions into their process workflows to deliver critical insights and enable effective actions. Consumers use our solutions to view their credit profiles, access analytical tools that help them understand and manage their personal financial information and take precautions against identity theft. We have deep domain expertise across a number of attractive industries, which we also refer to as verticals, including Financial Services, Emerging Verticals and Consumer Interactive. Emerging Verticals consists of Insurance, Technology, Retail and E-Commerce, Telecommunications, Media, Tenant & Employment Screening, Collections, and Public Sector. We have a global presence in over 30 countries and territories across North America, Latin America, Europe, Africa, India and Asia Pacific.

Previous wording

As discussed in Part 1, Item 1, “Unaudited Consolidated Financial Statements - Notes to Unaudited Consolidated Financial Statements,” Note 1, “Significant Accounting and Reporting Policies,” during the first quarter of 2024, we reorganized our operations to merge our Consumer Interactive operating segment with our U.S. Markets operating segment in the first quarter of 2024. In addition, we changed the responsibility for certain international operations previously managed within the U.S. Markets segment to certain regions within the International segment. We now report two operating segments, U.S. Markets and International, which are consistent with our reportable segments, and reflect the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker (“CODM”) assesses the Company’s performance. The reporting of certain revenue from the acquisition of Argus Information and Advisory Services, Inc. and Commerce Signals, Inc. (collectively, “Argus”), which was previously reported within our Financial Services vertical, is now reported in Emerging Verticals in the U.S. Markets operating segment. While this change does not impact our operating segments, it does impact our disaggregated revenue disclosures. See Part I, Item 1 “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 16, “Reportable Segments” for additional information about our operating segments.

Current wording

We manage our business and report our financial results in two reportable segments: U.S. Markets and International, which reflects the structure of the Company’s internal organization, the method by which the Company’s resources are allocated and the manner by which the chief operating decision maker (“CODM”) assesses the Company’s performance. See Part I, Item 1 “Financial Information - Notes to Unaudited Consolidated Financial Statements,” Note 14, “Reportable Segments” for additional information about our operating segments.

Previous wording

Corporate provides support services for each of the segments, holds investments, and conducts enterprise functions. Certain costs incurred in Corporate that are not directly attributable to one or more of the segments remain in Corporate. These costs are typically enterprise-level costs and are primarily administrative in nature.

Current wording

Corporate provides support services for each of the segments, holds investments, and conducts enterprise functions. Certain costs incurred in Corporate that are not directly attributable to either of the segments remain in Corporate. These costs are typically enterprise-level costs and are primarily administrative in nature.

Previous wording

Our revenues and results of operations have been and can be significantly influenced by general macroeconomic conditions, including but not limited to, interest rates, inflation, housing demand, the availability of credit and capital, employment levels, and consumer confidence.

Current wording

Our revenues and results of operations have been and can be significantly influenced by general macroeconomic conditions, including but not limited to, interest rates, inflation, housing demand, the availability of credit and capital, employment levels, consumer confidence and the risk of recession.

Previous wording

During the first nine months of 2024, the U.S. economy and labor market remained resilient, with solid GDP growth, rising but still low unemployment, rising wages and subsiding inflation. The U.S. Federal Reserve maintained higher interest rates into September, which had the effect of slowing aggregate demand, resulting in slower jobs growth and a mild increase in unemployment levels. Higher interest rates have also slowed demand for consumer loans and auto loans, and have been more pronounced in the housing sector, where higher borrowing rates impact both home affordability, driving down purchase activity, and demand for mortgage loan refinancing. The slowdown in economic activity and job growth along with lower inflation prompted the U.S. Federal Reserve to begin lowering interest rates at the end of the third quarter of 2024, which could spur increased demand for rate-sensitive lending products, in particular mortgage loans, as well as renewed consumer confidence. The U.K. is beginning to show improvement driven by falling inflation and a resurgence in other economic indicators. Foreign central banks, including in Canada and Europe, have also begun to lower rates which we expect will increase demand for these rate-sensitive lending products. These dynamics impact the comparability of our results of operations, including our revenue and expense, between the periods presented below.

Current wording

During the first three months of 2025, the U.S. economy and labor market remained resilient, with continued GDP growth, rising but still low unemployment, growing real wages and the easing of inflation. The U.S. Federal Reserve maintained higher interest rates during the first quarter of 2025, which continues to have the effect of slowing aggregate demand, resulting in slower jobs growth and a mild increase in unemployment levels. Higher interest rates have also slowed demand for consumer loans and auto loans, and have had a more pronounced impact on the housing sector, where higher borrowing rates impact both home affordability, driving down purchase activity, and demand for mortgage loan refinancing. The slowdown in demand and job growth, along with lower inflation, prompted the U.S. Federal Reserve to begin lowering interest rates at the end of the third quarter and into the fourth quarter of 2024, with three consecutive rate cuts totaling 100 basis points. Further rate cuts could spur renewed consumer confidence to borrow as well as increased demand for rate-sensitive lending products, in particular mortgage loans to the extent that mortgage rates decline in tandem with a lower federal funds rate. However, mortgage rates are not directly tied to the federal funds rate but instead are tied to the 10-year Treasury rates, which rose roughly 100 basis points as of the end of 2024 after hitting a one-year low in September 2024 due to renewed market concerns over inflation. As a result, 30-year mortgage rates remained elevated at year-end, which continues to suppress activity in the housing sector.

Previous wording

We believe that inflation has had a negative impact on our business and results of operations, including decreased demand for our services resulting from the U.S. Federal Reserve and other central banks previously raising rates. The U.S. Federal Reserve and several international central banks have begun lowering interest rates in response to significant reductions in inflation levels, and have indicated that further interest rate reductions in the future are likely. However, rates that remain elevated relative to historic levels may result in depressed consumer spending on non-essential goods and services, and consequently lower demand for credit, which could have a material adverse impact on various aspects of our business in the future.

Current wording

We believe that elevated levels of inflation have had, and will continue to have, a negative impact on our business and results of operations, including decreased demand for our services. The U.S. Federal Reserve and several international central banks have begun lowering interest rates in response to significant reductions in inflation levels from peak levels in 2022 and 2023, and have indicated that further interest rate reductions in the future are likely. In the U.S., inflation expectations remain elevated as the labor market remains strong and economic growth resilient, easing pressures on the Federal Reserve to continue lowering rates in 2025, while markets assess the potential implementation and impact of policies of the new administration on inflation. If the tariff rates discussed above are implemented and maintained in their current form, we anticipate increases in inflation in the short term which could further delay the timing of additional rate cuts by the Federal Reserve. Meanwhile, rates that remain elevated relative to historic levels may result in depressed consumer spending on non-essential goods and services, and consequently lower demand for credit, which could have a material adverse impact on various aspects of our business in the future.

Previous wording

On November 12, 2023, our Board of Directors (“Board”) approved a transformation plan to optimize our operating model and continue to advance our technology. We expect to recognize one-time pre-tax expenses associated with this transformation plan of $355.0 to $375.0 million from the fourth quarter of 2023 through the completion of the transformation plan at the end of 2025, with the majority of costs to be incurred by the end of 2024. All pre-tax expenses will be cash expenditures, other than approximately $15.0 million of non-cash, facility exit costs. In addition, we now expect capital expenditures to be 8% of revenues in 2024, below our prior expectation of 9%, driven by more efficient spend throughout the year in addition to higher revenues, and remain at 8% in 2025 due to investment in our technology infrastructure in connection with this transformation plan. Upon completion of this plan, we expect to generate annual savings of $120.0 to $140.0 million and reduce our capital expenditures from 8% of revenue to 6%, based on 2023 revenue. The following summarizes initiatives under the transformation plan.

Current wording

On November 12, 2023, our Board approved a transformation plan to optimize our operating model and continue to advance our technology. We expect to recognize one-time pre-tax expenses associated with this transformation plan of $355.0 to $375.0 million from the fourth quarter of 2023 through the end of 2025. All pre-tax expenses will be cash expenditures, other than approximately $15.0 million of non-cash, facility exit costs. In addition, capital expenditures were 8% of revenues in 2024, below our prior expectation of 9%, driven by more efficient spend throughout the year in addition to higher revenues, and we expect capital expenditures to remain at 8% for 2025 due to investment in our technology infrastructure in connection with this transformation plan. Upon completion of this program, we expect to generate annual savings of $120.0 to $140.0 million and reduce our capital expenditures from 8% of revenue to 6%, based on 2023 revenue. During the year ended December 31, 2024, we realized annualized savings of approximately $85.0 million from the transformation plan. The following summarizes initiatives under the transformation plan.

Previous wording

•The operating model optimization program will eliminate certain roles, transition certain job responsibilities to our Global Capability Centers, which we expect will improve productivity, reduce costs, fund growth, optimize business processes and reduce our facility footprint. We expect to incur total one-time, pre-tax expenses of $205.0 to $215.0 million, including employee separation expenses of approximately $110.0 million, facility exit expenses of approximately $45.0 million, and business optimization expenses of approximately $55.0 million.

Current wording

•The operating model optimization program will eliminate certain roles, transition certain job responsibilities to our Global Capability Centers, which we expect will improve productivity, reduce costs and fund growth, optimize business processes, and reduce our facility footprint. We expect to incur total one-time pre-tax expenses of $205.0 to $215.0 million, including employee separation expenses of approximately $110.0 million, facility exit expenses of approximately $45.0 million, and business optimization expenses of approximately $55.0 million.

Previous wording

•The incremental investment to advance our technology is the final phase of our accelerated technology investment. We expect to incur one-time, pre-tax expenses of $150.0 to $160.0 million, including approximately $65.0 million in 2024 related to the final year of Project Rise, and approximately $90.0 million of incremental expenses during 2024 and 2025 to streamline our product delivery platforms and leverage the cloud-based infrastructure being established with Project Rise. The accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global, cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance, enable a continuous improvement approach, and provide a single global platform for fulfillment of our product lines. Project Rise was announced in February 2020 and expanded in February 2022, and is expected to be completed in 2024 with a total estimated expense of approximately $240.0 million, including approximately $65.0 million to be incurred in 2024, as discussed above.

Current wording

•The incremental investment to advance our technology is the final phase of our accelerated technology investment. We expect to incur one-time pre-tax expenses of $150.0 to $160.0 million, including approximately $65.0 million in 2024 related to the final year of Project Rise, and approximately $90.0 million of incremental expenses during 2024 and 2025 to streamline our product delivery platforms, and leverage the cloud-based infrastructure being established with Project Rise. The accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance, enable a continuous improvement approach, and provide a single global platform for fulfillment of our product lines. Project Rise was announced in February 2020, expanded in February 2022, and completed in 2024, with a total estimated expense of approximately $240.0 million, including the approximately $65.0 million incurred in 2024, as discussed above.

Previous wording

During the three and nine months ended September 30, 2024, we prepaid $25.0 million and $105.0 million, respectively, of our Senior Secured Term Loan B-5, funded from cash-on-hand. During the three and nine months ended September 30, 2023, we prepaid $75.0 million and $225.0 million, respectively, of our Senior Secured Term Loan B-6, funded from cash-on-hand. These transactions affect the comparability of interest expense between 2024 and 2023, as further discussed in “Results of Operations – Non-Operating Income and (Expense) – Interest Expense” below.

Current wording

We did not make any debt prepayments during thethree months ended March 31, 2025 and 2024. In the second, third, and fourth quarters of 2024, we prepaid $80.0 million, $25.0 million, and $45.0 million, respectively, for a total of$150.0 million, of our Senior Secured Term Loan B-5, funded from cash-on-hand. These transactions affect the comparability of interest expense between years, as further discussed in “Results of Operations – Non-Operating Income and (Expense) – Interest Expense” below.

Previous wording

In September 2024, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt. The swaps commence on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $400.0 million that amortizes each quarter. The swaps require us to pay fixed rates varying between 3.0650% and 3.1495% in exchange for receiving a variable rate that matches the variable rate on our loans. We have designated these swap agreements as cash flow hedges.

Current wording

In 2024, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt. The swaps commenced on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $1,095.7 million that amortizes each quarter. The swaps require us to pay fixed rates varying between 3.0650% and 3.9925% in exchange for receiving a variable rate that matches the variable rate on our loans. We have designated these swap agreements as cash flow hedges.

Previous wording

Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunications expenses and occupancy costs associated with facilities where these functions are performed.

Current wording

Costs of services include data acquisition and royalty fees, personnel costs related to our databases and software applications, consumer and call center support costs, hardware and software maintenance costs, telecommunications expenses and data center costs.

Previous wording

Selling, general and administrative expenses include personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and occupancy and facilities expense of these functions.

Current wording

Selling, general and administrative includes personnel-related costs for sales, administrative and management employees, costs for professional and consulting services, advertising and facilities expense.

Previous wording

Results of Operations —Three and Nine Months Ended September 30, 2024 and 2023

Current wording

Results of Operations —Three Months Ended March 31, 2025 and 2024

Previous wording

For the three and nine months ended September 30, 2024 and 2023, our results of operations were as follows:

Current wording

For the three months ended March 31, 2025 and 2024, our results of operations were as follows:

Previous wording

For the three months ended September 30, 2024, revenue increased $116.3 million, or 12.0%, compared with the same period in 2023, due to growth in both segments, partially offset by a decrease of 0.2% from the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.

Current wording

For the three months ended March 31, 2025, revenue increased $74.5 million, or 7.3%, compared with the same period in 2024, due to growth in both segments, partially offset by a decrease of 0.8% from the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.

Previous wording

For the three months ended September 30, 2024, cost of services increased $79.9 million compared with the same period in 2023. The increase was due primarily to:

Current wording

For the three months ended March 31, 2025, cost of services increased $39.4 million compared with the same period in 2024. The increase was primarily due to:

Previous wording

•an increase of approximately $118.0 million in product costs resulting from an increase in variable postage related to a breach job in our U.S. Markets segment, an increase in certain product cost pricing primarily in our U.S. Markets segment and an increase in volume in both segments; and

Current wording

•an increase of approximately $22.0 million in product and fulfillment costs primarily due to an increase in certain product cost pricing in our U.S. Markets segment and an increase in volume in both segments, partially offset by a decrease in variable postage related to breach remediation revenue in 2024 in our U.S Markets segment;

Previous wording

•a net increase of approximately $18.0 million in labor costs, primarily due to an increase in annual incentive and stock-based compensation, partially offset by a decrease in headcount as we realize benefits from our operating model transformation plan.

Current wording

•a net increase of approximately $9.0 million in labor-related costs, primarily due to an increase in annual incentive compensation, employee benefits and stock-based compensation, partially offset by the realization of benefits from our operating model transformation plan; and

Previous wording

For the three months ended September 30, 2024, selling, general and administrative expenses increased $14.9 million compared with the same period in 2023. The increase was primarily due to:

Current wording

For the three months ended March 31, 2025, selling, general and administrative expenses decreased $48.8 million compared with the same period in 2024. The decrease was primarily due to:

Previous wording

•an increase of approximately $9.0 million in technology costs, including our accelerated technology investment; and

Current wording

•an increase of approximately $5.0 million in technology and communications costs, including our accelerated technology investment;

Previous wording

•a net increase of approximately $25.0 million in labor costs, including annual incentive compensation, stock-based incentive compensation and employee benefits;

Current wording

•a net increase of approximately $5.0 million in labor-related costs, primarily due to an increase in stock-based compensation; and

Previous wording

For the three and nine months ended September 30, 2024, depreciation and amortization increased $2.3 million and $9.4 million, respectively, compared with the same periods in 2023 primarily due to the increase in capital expenditures related to our accelerated technology investment initiative.

Current wording

For the three months ended March 31, 2025, depreciation and amortization increased $4.9 million compared with the same period in 2024 primarily due to the increase in capital expenditures related to our accelerated technology investment initiative over the past few years.

Previous wording

Restructuring expenses relate to our operating model optimization program. For thethree and nine months ended September 30, 2024, these expenses include$40.5 millionand$42.1 million, respectively, related to facility exit costs, including a loss on early termination of a facility lease. There were no employee separation expenses for the three months ended September 30, 2024 and $24.7 million of employee separation expenses for the nine months ended September 30, 2024.

Current wording

Restructuring expenses relate to our operating model optimization program. For thethree months ended March 31, 2024 these expenses include approximately $16.8 million related to employee separation costsand $1.4 million related to facility exists.

Previous wording

For the three and nine months ended September 30, 2024, interest expense decreased $6.1 million and $14.0 million compared with the same periods in 2023. This decrease was due to a decrease in outstanding principal balance due to the prepayments made in 2023 and 2024 and the debt refinancing transactions over the last 12 months, partially offset by an increase in theaverage periodic variable interest rate on the unhedged portion of our debt.

Current wording

For the three months ended March 31, 2025, interest expense decreased $12.6 million compared with the same period in 2024. This decrease was due to a decrease in outstanding principal balance due to the prepayments made in 2024 and the debt refinancing transactions over the last 12 months and a decrease in theaverage periodic variable interest rate on the unhedged portion of our debt.

Previous wording

For the three and nine months ended September 30, 2024, debt-related expenses included $0.1 million and $9.2 million, respectively, of unamortized original issue discount, deferred financing fees, and other related fees expensed as a result of our debt prepayments and refinancings, and $0.5 million and $1.6 million, respectively, of amortized deferred financing fees. For the three and nine months ended September 30, 2023, debt-related expenses included $1.0 million and $3.1 million, respectively, of unamortized original issue discount, deferred financing fees and other related fees expensed as a result of debt prepayments, and $0.3 million and $1.5 million, respectively, of amortized deferred financing expenses.

Current wording

For the three months ended March 31, 2025, debt-related expenses included $0.4 million of debt financing fees. For the three months ended March 31, 2024, debt-related expenses included $3.1 million of unamortized original issue discount, deferred financing fees and other related fees expensed as a result of our debt prepayments and refinancings, and $0.6 million of other debt financing expenses.

Previous wording

For the nine months ended September 30, 2024, we reported an effective tax rate of 22.9%, which was higher than the 21.0% U.S. federal corporate statutory ratedue to foreign withholding taxes, nondeductible expenses primarily in connection with executive compensation limitations and uncertain tax positions, partially offset by benefits from the research and development credit and the remeasurement of deferred taxes due to changes in state apportionment rates.

Current wording

For the three months ended March 31, 2024, we reported an effective tax rate of 15.7%, which was lower than the 21.0% U.S. federal corporate statutory rate primarily due to the impact of benefits on the remeasurement of deferred taxes due to changes in state apportionment rates, benefits from the foreign rate differential, and the research and development credit, partially offset by the impact of increases for foreign withholding taxes, nondeductible expenses primarily in connection with executive compensation limitations and uncertain tax positions.

Previous wording

Management, including our CODM, evaluates the financial performance of our businesses based on revenue, segment Adjusted EBITDA. As discussed above, we have reorganized our operations and now have two operating segments, U.S. Markets and International. Prior period amounts have been recast to conform to our current operating structure. For the three and nine months ended September 30, 2024 and 2023, our segment revenue, segment Adjusted EBITDA and segment Adjusted EBITDA Margin were as follows:

Current wording

Management, including our CODM, evaluates the financial performance of our businesses based on revenue and segment Adjusted EBITDA. For the three months ended March 31, 2025 and 2024, our segment revenue, segment Adjusted EBITDA and segment Adjusted EBITDA Margin were as follows:

Previous wording

Financial Services: For the three and nine months ended September 30, 2024, revenue increased $53.6 million, or 17.1%, and $128.1 million, or 13.5%, respectively, compared with the same periods in 2023. A majority of the growth in Financial Services comes from our Mortgage line of business, primarily due to increases in price and batch activity. Our other lines of business also grew in both periods, primarily due to an increase in batch activity, partially offset by a decrease in volume, and price increases in our Auto line of business.

Current wording

Financial Services: For the three months ended March 31, 2025, revenue increased $51.8 million, or 14.7%, compared with the same period in 2024. A majority of the growth in Financial Services comes from our Mortgage line of business, primarily due to increases in price. Our other lines of business also grew, primarily due new business wins, price increases in our Auto line of business, volume increases and higher batch activity in our Consumer Lending and Card & Banking line of business.

Previous wording

Consumer Interactive: For the three and nine months ended September 30, 2024, revenue increased $30.6 million, or 21.4%, and $25.7 million, or 6.0%, respectively, compared with the same periods in 2023. For both periods, an increase in breach revenue was partially offset by a decrease in our Direct channel from slowing demand for paid credit products.

Current wording

Consumer Interactive: For the three months ended March 31, 2025, revenue decreased $1.2 million, or 0.8%, compared with the same period in 2024. The decrease was primarily due to a decrease in breach remediation revenue and slowing demand for paid credit products, partially offset by new business wins.

Previous wording

For the three and nine months ended September 30, 2024, Adjusted EBITDA increased $26.3 million and $70.0 million, respectively, compared with the same periods in 2023, primarily due to an increase in revenue and a decrease in labor costs from our operating model optimization program, partially offset by higher variable product cost from breach jobs and an increase in annual incentive compensation, and an increase in litigation expenses in the nine-month period. For the three and nine months ended September 30, 2024, Adjusted EBITDA margins decreased 1.2% and 0.1%, respectively, compared with the same periods in 2023, primarily due to higher variable product costs on breach revenue and an increase in annual incentive compensation, partially offset by revenue growth and realization of cost savings from the transformation plan.

Current wording

For the three months ended March 31, 2025, Adjusted EBITDA increased $35.0 million compared with the same period in 2024, primarily due to an increase in revenue and a decrease in labor costs from our operating model optimization program, partially offset by higher variable product and fulfillment costs. For the three months ended March 31, 2025, Adjusted EBITDA margins increased 1.2% compared with the same period in 2024, primarily due to high-margin revenue growth and realization of cost savings from the transformation plan.

Previous wording

For the three and nine months ended September 30, 2024, International revenue increased $24.5 million, or 11.3%, and $84.5 million, or 13.4%, respectively, compared with the same periods in 2023 primarily due to higher local currency revenue in all regions, driven by increased volumes from improving economic conditions and new product initiatives, partially offset by a decrease of 0.8% and 0.1%, respectively, from the impact of foreign currencies.

Current wording

For the three months ended March 31, 2025, International revenue increased $5.9 million, or 2.5%, compared with the same period in 2024 primarily due to higher local currency revenue in all regions, driven by increased volumes from improving economic conditions and new product initiatives, partially offset by a decrease of 3.5% from the impact of foreign currencies.

Previous wording

Canada: For the three and nine months ended September 30, 2024, Canada revenue increased $2.5 million, or 6.8%, and$12.0 million, or 11.5%, respectively, compared with the same periods in 2023, primarily due to higher local currency revenue from broad-based volume increases, new business wins, and increased batch and breach services in both periods, partially offset by a decrease of 1.9% and 1.2%, respectively, from the impact of foreign currencies.

Current wording

Canada: For the three months ended March 31, 2025, Canada revenue increased $0.2 million, or 0.4%, compared with the same period in 2024, primarily due to higher local currency revenue from broad-based volume increases, new business wins, and increased breach services, partially offset bya decrease of 6.4% from the impact of foreign currencies.

Previous wording

Latin America: For the three and nine months ended September 30, 2024, Latin America revenue increased $2.3 million, or 7.2%, and$10.7 million, or 11.8%, respectively, compared with the same periods in 2023, primarily due to higher local currency revenue from broad-based growth across several of our markets in both periods, partially offset by the impact of a one-time contract in 2023 for the nine-month period, and a decrease of 5.5% for the three-month period and an increase of 1.0% for the nine-month period from the impact of foreign currencies.

Current wording

Latin America: For the three months ended March 31, 2025, Latin America revenue decreased $0.2 million, or 0.5%, compared with the same period in 2024, primarily due toa decrease of 7.4% from the impact of foreign currencies, partially offset by higher local currency revenue from broad-based volume increases, new business wins, and higher batch services across several of our markets.

Previous wording

Africa: For the three and nine months ended September 30, 2024, Africa revenue increased $1.9 million, or 12.3%, and$3.7 million, or 8.3%, respectively, comp ared with the same periods in 2023, primarily due to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals in both periods. The impact of foreign currencies result in a revenue increase of 2.8% for the three month period and a decrease of 2.2% for the nine month period.

Current wording

Africa: For the three months ended March 31, 2025, Africa revenue increased $1.8 million, or 11.9%, comp ared with the same period in 2024, primarily due to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals. The impact of foreign currencies result inan increase of 2.4%.

Previous wording

Asia Pacific: For the three and nine months ended September 30, 2024, Asia Pacific revenue increased $2.6 million, or 11.1%, and$9.2 million, or 13.6%, respectively compared with the same periods in 2023, primarily due to strong growth in the Philippines across key banking clients, along with growth in Hong Kong from our FinTech and other clients in both periods, partially offset by a decrease of 0.4% and 0.6%, respectively, from the impact of foreign currencies.

Current wording

Asia Pacific: For the three months ended March 31, 2025, Asia Pacific revenue increased $1.8 million, or 7.0%, compared with the same period in 2024, primarily due to strong growth in the Philippines across key banking clients, partially offset bya decrease of 1.0% from the impact of foreign currencies.

Previous wording

For the three and nine months ended September 30, 2024, Adjusted EBITDA increased $13.5 million and $47.1 million, respectively, compared with the same periods in 2023. The increase was primarily due to increased revenue in certain regions, as discussed above, in both periods. For the three and nine months ended September 30, 2024, Adjusted EBITDA margins increased 1.1% and 1.5%, respectively, primarily due to higher margin revenue in our larger regions primarily due to revenue growth in both periods.

Current wording

For the three months ended March 31, 2025, Adjusted EBITDA increased $2.9 million compared with the same period in 2024 primarily due to increased revenue in regions as discussed above, partially offset by an increase in expenses due to the increase in revenue. For the three months ended March 31, 2025, Adjusted EBITDA margins increased 0.1% primarily due to a shift in the mix of revenues.

Previous wording

Non-GAAP measures—Three and Nine Months Ended September 30, 2024 and 2023

Current wording

Non-GAAP Measures—Three Months Ended March 31, 2025 and 2024

Previous wording

In addition to the financial measures in conformity with generally accepted accounting principles (“GAAP”) discussed above, Management, including our CODM, evaluates the financial performance of our businesses based on the non-GAAP measures Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes, Adjusted Effective Tax Rate and Leverage Ratio, as defined below.

Current wording

In addition to the financial measures in conformity with generally accepted accounting principles (“GAAP”) discussed above, management, including our CODM, evaluates the financial performance of our businesses based on the non-GAAP measures Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings per Share, Adjusted Provision for Income Taxes, Adjusted Effective Tax Rate and Leverage Ratio.

Previous wording

Following our acquisition of Neustar in December 2021, we recognized the opportunity to take advantage of Neustar’s capabilities to enhance and complement our cloud-based technology already under development as part of Project Rise. As a result, we extended Project Rise’s timeline to 2024 and increased the total estimated cost to approximately $240 million. In November 2023, we announced our plans to further leverage Neustar’s technology to standardize and streamline our product delivery platforms and to build a single global platform for fulfillment of our product lines. The additional investment is expected to be approximately $90 million during 2024 and 2025 and represents the final phase of the technology investment in our global technology infrastructure and core customer applications. We expect that the accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance and enable a continuous improvement approach to avoid the need for another major technology overhaul in the foreseeable future. The unique effort to build a secure, reliable and performant hybrid cloud infrastructure requires us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current on-premise environment by maintaining our existing technology team to ensure no disruptions to our customers. The costs associated with the accelerated technology investment are incremental and redundant costs that will not recur after the program has been completed and are not representative of our underlying operating performance. Therefore, we believe that excluding these costs from our non-GAAP measures provides a better reflection of our ongoing cost structure. These costs are primarily reported in cost of services and therefore do not include amounts that are capitalized as internally developed software.

Current wording

•Accelerated technology investment includes Project Rise and the final phase of our technology investment announced in November 2023. Project Rise was announced in February 2020 and was originally expected to be completed in 2022. Following our acquisition of Neustar in December 2021, we recognized the opportunity to take advantage of Neustar’s capabilities to enhance and complement our cloud-based technology already under development as part of Project Rise. As a result, we extended Project Rise’s timeline to 2024 and increased the total estimated cost to approximately $240 million. In November 2023, we announced our plans to further leverage Neustar’s technology to standardize and streamline our product delivery platforms and to build a single global platform for fulfillment of our product lines. The additional investment is expected to be approximately $90 million during 2024 and 2025 and represents the final phase of the technology investment in our global technology infrastructure and core customer applications. We expect that the accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance and enable a continuous improvement approach to avoid the need for another major technology overhaul in the foreseeable future. The unique effort to build a secure, reliable and performant hybrid cloud infrastructure requires us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current on-premise environment by maintaining our existing technology team to ensure no disruptions to our customers. The costs associated with the accelerated technology investment are incremental and redundant costs that will not recur after the program has been completed and are not representative of our underlying operating performance. Therefore, we believe that excluding these costs from our non-GAAP measures provides a better reflection of our ongoing cost structure. These costs are primarily reported in cost of services and therefore do not include amounts that are capitalized as internally developed software.