International Money Express, Inc.

Previous wording

We are a leading global omnichannel money remittance services company focused primarily on the United States of America (“United States” or “U.S.”) to Latin America and the Caribbean (“LAC”) corridor, which includes Mexico, Central and South America and the Caribbean. In addition, our services allow remittances to Africa and Asia from the United States and also we offer money transfer services from Canada to Latin America and Africa. Also, through our recent acquisitions we now provide remittance services from Spain, Italy, the United Kingdom and Germany to Africa, Asia and Latin America. We utilize our proprietary technology to deliver convenient, reliable and value-added services to consumers through a broad network of sending and paying agents. Our remittance services, which include a comprehensive suite of ancillary financial processing solutions and payment services, are available in all 50 states in the U.S., Washington D.C., Puerto Rico and 13 provinces in Canada, as well as in certain locations in Spain, Italy, Germany and the United Kingdom, where consumers can send money to beneficiaries in more than 60 countries in LAC, Europe, Africa and Asia. Our services are accessible in person through over 100,000 independent sending and paying agents and 117 Company-operated stores, as well as digitally through the Internet via our websites and mobile device applications. Additionally, our product and service portfolio include online payment options, pre-paid debit cards and direct deposit payroll cards, which may present different cost, demand, regulatory and risk profiles relative to our core money remittance business.

Current wording

We are a leading global omnichannel money remittance services company focused primarily on the United States of America (“United States” or “U.S.”) to Latin America and the Caribbean (“LAC”) corridor, which includes Mexico, Central and South America and the Caribbean. In addition, our services allow remittances to Africa and Asia from the United States and also we offer money transfer services from Canada to Latin America and Africa. Also, through our recent acquisitions we now provide remittance services from Spain, Italy, the United Kingdom and Germany to Africa, Asia and Latin America. We utilize our proprietary technology to deliver convenient, reliable and value-added services to consumers through a broad network of sending and paying agents. Our remittance services, which include a comprehensive suite of ancillary financial processing solutions and payment services, are available in all 50 states in the U.S., Washington D.C., Puerto Rico and 13 provinces in Canada, as well as in certain locations in Spain, Italy, Germany and the United Kingdom, where consumers can send money to beneficiaries in more than 60 countries in LAC, Europe, Africa and Asia. Our services are accessible in person through over 100,000 independent sending and paying agents and 122 Company-operated stores, as well as digitally through the Internet via our websites, co-branded websites with digital partners and mobile device applications. Additionally, our product and service portfolio include online payment options, pre-paid debit cards and direct deposit payroll cards, which may present different cost, demand, regulatory and risk profiles relative to our core money remittance business.

Previous wording

Money remittance services to LAC countries, mainly Mexico, Guatemala, El Salvador, Honduras and the Dominican Republic, are the primary source of our revenue. These services involve the movement of funds on behalf of an originating consumer for receipt by a designated beneficiary at a designated receiving location. Our remittances to LAC countries are primarily generated in the United States by consumers with roots in Latin American and Caribbean countries, many of whom do not have an existing relationship with a traditional full-service financial institution capable of providing the services we offer. We provide these consumers with flexibility and convenience to help them meet their financial needs. We believe many consumers who use our services may have access to traditional banking services, but prefer to use our services based on reliability, convenience and value. We generate money remittance revenue from fees paid by consumers (i.e., the senders of funds), which we share with our sending agents in the originating country and our paying agents in the destination country. Remittances paid in local currencies that are not pegged to the U.S. dollar, Canadian dollar, Euro or British pound can also generate revenue if we are successful in our daily management of currency exchange spreads. We also generate revenue from our “Remittance-as-a-Service” relationships with digital partners where we receive a fee for facilitating money transfers processed through our proprietary software systems, money transmitter licenses and payer network relationships.

Current wording

Money remittance services to LAC countries, mainly Mexico, Guatemala, El Salvador, Honduras and the Dominican Republic, are the primary source of our revenue. These services involve the movement of funds on behalf of an originating consumer for receipt by a designated beneficiary at a designated receiving location. Our remittances to LAC countries are primarily generated in the United States by consumers with roots in Latin American and Caribbean countries, many of whom do not have an existing relationship with a traditional full-service financial institution capable of providing the services we offer. We provide these consumers with flexibility and convenience to help them meet their financial needs. We believe many consumers who use our services may have access to traditional banking services, but prefer to use our services based on reliability, convenience and value. We generate money remittance revenue from fees paid by consumers (i.e., the senders of funds), which we share with our sending agents and digital partners in the originating country and our paying agents in the destination country. Remittances paid in local currencies that are not pegged to the U.S. dollar, Canadian dollar, Euro or British pound can also generate revenue if we are successful in our daily management of currency exchange spreads. We also generate revenue from our “Remittance-as-a-Service” relationships with digital partners where we receive a fee for facilitating money transfers processed through our proprietary software systems, money transmitter licenses and payer network relationships.

Previous wording

Our money remittance services enable consumers to send funds through our broad network of locations in the United States, Canada, Spain, Italy, Germany and the United Kingdom that are primarily operated by third-party businesses, as well as by Company-operated stores located in those jurisdictions. Transactions are processed and payment is collected by our agents (“sending agent(s)”) and those funds become available for pickup by the beneficiary at the designated destination, usually within minutes, at any Intermex payer location (“paying agent(s)”). We refer to our sending agents and our paying agents collectively as agents. In addition, our services are offered digitally through the Internet via our websites (intermexonline.com and online.i-transfer.es) and mobile device applications. For the six months ended June 30, 2025, we have grown our agent network by approximately 0.9%. For the six months ended June 30, 2025, principal amount sent decreased slightly by approximately 0.8% to $11.8 billion, as compared to the same period in 2024, and total remittances processed were approximately 26.9 million, representing a decrease of approximately 6.3%, as compared to the same period in 2024 primarily related to decreased volume generated that we attribute to a contraction in the remittance market, particularly the Mexico corridor coupled with a change in consumer behavior remitting a lower number of money transfers but at a higher average principal sent per transaction. This overall decrease was partially offset by increased volume generated by our digital channels and European subsidiaries.

Current wording

Our money remittance services enable consumers to send funds through our broad network of locations in the United States, Canada, Spain, Italy, Germany and the United Kingdom that are primarily operated by third-party businesses, as well as by Company-operated stores located in those jurisdictions. Transactions are processed and payment is collected by our agents (“sending agent(s)”) and those funds become available for pickup by the beneficiary at the designated destination, usually within minutes, at any Intermex payer location (“paying agent(s)”). We refer to our sending agents and our paying agents collectively as agents. In addition, our services are offered digitally through the Internet via our websites (intermexonline.com and online.i-transfer.es), co-branded websites with our digital partners and mobile device applications. For the nine months ended September 30, 2025, we have grown our agent network by approximately 3.4%. For the nine months ended September 30, 2025, principal amount sent decreased by approximately 1.7% to $18.0 billion, as compared to the same period in 2024, and total remittances processed were approximately 40.6 million, representing a decrease of approximately 7.7%, as compared to the same period in 2024 primarily related to decreased volume generated that we attribute to a contraction in the remittance market, particularly the Mexico corridor coupled with a change in consumer behavior remitting a lower number of money transfers but at a higher average principal sent per transaction. This overall decrease was partially offset by increased volume generated by our digital channels and European subsidiaries.

Previous wording

Current political conditions in the United States have resulted in high levels of volatility in the market as well as uncertainty as to the economic and financial impacts of recent economic, trade and immigration enforcement actions taken by the current administration on the U.S., as well as foreign countries, including those that are a destination for money transfers or in which we currently operate. In addition,

Current wording

Current political conditions in the United States, including the recent federal government shutdown, have resulted in high levels of volatility in the market as well as uncertainty as to the economic and financial impacts of recent economic, trade and immigration enforcement actions taken by the current administration on the U.S., as well as foreign countries, including those that are destinations for

Previous wording

political, social and economic conditions in key Latin American markets continue to exhibit instability, as evidenced by higher interest rates, high unemployment rates, restricted lending activity, higher inflation, volatility in foreign currencies and low consumer confidence, among other economic, political and market factors.

Current wording

money transfers or in which we currently operate. In addition, political, social and economic conditions in key Latin American markets continue to exhibit instability, as evidenced by higher interest rates, high unemployment rates, restricted lending activity, higher inflation, volatility in foreign currencies and low consumer confidence, among other economic, political and market factors.

Previous wording

Proposed Merger with The Western Union Company

Current wording

Pending Merger with The Western Union Company

Previous wording

On August 10, 2025, the Company entered into the Merger Agreement by and among the Company, Western Union and Merger Sub, pursuant to which, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into the Company. The Merger Agreement provides that each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger (subject to limited exceptions) will be cancelled and converted into the right to receive $16.00 per share in cash, without interest. Consummation of the Merger is subject to the satisfaction or waiver of certain customary closing conditions, including: (i) approval of the stockholders of the Company, (ii) the absence of any judgment by any governmental authority of competent jurisdiction or any applicable law that enjoins, restrains or otherwise makes illegal, prevents or prohibits consummation of the Merger (“Restraint”), (iii) the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Act, (iv) the receipt of applicable consents, approvals or other clearances required to be obtained under the Merger Agreement, including with respect to the Company’s or its subsidiaries’ money transmitter licenses, and (v) other customary closing conditions. The Company cannot predict with certainty whether and when any of the required closing conditions will be satisfied or if the Merger will close.

Current wording

On August 10, 2025, the Company entered into the Merger Agreement by and among the Company, Western Union and Merger Sub, pursuant to which, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into the Company and the Company will become an indirect wholly-owned subsidiary of Western Union. The Merger Agreement provides that each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger (subject to limited exceptions) will be cancelled and converted into the right to receive $16.00 per share in cash, without interest. Consummation of the Merger is subject to the satisfaction or waiver of certain remaining customary closing conditions, including: (i) approval of the stockholders of the Company, (ii) the absence of any judgment by any governmental authority of competent jurisdiction or any applicable law that enjoins, restrains or otherwise makes illegal, prevents or prohibits consummation of the Merger (“Restraint”), (iii) the receipt of applicable consents, approvals or other clearances required to be obtained under the Merger Agreement, including with respect to the Company’s or its subsidiaries’ money transmitter licenses, and (iv) other customary closing conditions. The Company cannot predict with certainty whether and when any of the required closing conditions will be satisfied or if the Merger will close but currently anticipates that the Merger will be consummated in mid-2026..

Previous wording

The Merger Agreement contains termination rights for the Company and Western Union, including a right for either party to terminate if the Merger is not consummated by May 11, 2026 (subject to certain extensions as set forth in the Merger Agreement). Upon termination of the Merger Agreement, (i) Parent, upon termination of the Merger Agreement by the Company or Parent due to a Restraint relating to any antitrust laws, or the failure to obtain necessary consents, approvals or clearances related to antitrust laws, will be required to pay the Company a termination fee equal to $27,300,000, and (ii) the Company, under specified circumstances, including termination of the Merger Agreement by (a) the Company to enter into a Company Acquisition Agreement that provides for a Superior Proposal (each, as defined in the Merger Agreement) prior to receipt of approval of the stockholders of the Company or (b) by Parent as a result of an Adverse Recommendation Change (as defined in the Merger Agreement), will be required to pay Parent a termination fee equal to $19,800,000.

Current wording

The Merger Agreement contains termination rights for the Company and Western Union, including a right for either party to terminate if the Merger is not consummated by May 11, 2026 (subject to certain automatic extensions to obtain certain regulatory approvals as set forth in the Merger Agreement). Upon termination of the Merger Agreement, (i) Parent, upon termination of the Merger Agreement by the Company or Parent due to a Restraint relating to any antitrust laws, or the failure to obtain necessary consents, approvals or clearances related to antitrust laws, will be required to pay the Company a termination fee equal to $27,300,000, and (ii) the Company, under specified circumstances, including termination of the Merger Agreement by (a) the Company to enter into a Company Acquisition Agreement that provides for a Superior Proposal (each, as defined in the Merger Agreement) prior to receipt of approval of the stockholders of the Company or (b) by Parent as a result of an Adverse Recommendation Change (as defined in the Merger Agreement), will be required to pay Parent a termination fee equal to $19,800,000.

Previous wording

During 2024, the Company started executing a restructuring plan primarily related to certain of its foreign operations and La Nacional. These restructuring costs are part of the Company's restructuring plan, for which the objectives are to reorganize the workforce, streamline operational processes, integrate technology functionality, and to develop efficiencies within the Company. For the six months ended June 30, 2025, the Company incurred approximately $0.3 million in expenses for a reduction of workforce in certain locations. These expenses primarily consisted of severance payments and related benefits, which are included in restructuring costs in the condensed consolidated statements of income and comprehensive income.

Current wording

During 2024, the Company started executing a restructuring plan primarily related to certain of its foreign operations and La Nacional. These restructuring costs are part of the Company's restructuring plan, for which the objectives are to reorganize the workforce, streamline operational processes, integrate technology functionality, and to develop efficiencies within the Company. For the nine months ended September 30, 2025, the Company incurred approximately $0.3 million in expenses for a reduction of workforce in certain locations. These expenses primarily consisted of severance payments and related benefits, which are included in restructuring costs in the condensed consolidated statement of income and comprehensive income.

Previous wording

The Company paid out all of the above charges during the six months ended June 30, 2025 and has a liability of $69 thousand relating to other charges incurred in 2024 recorded in accrued and other liabilities in the condensed consolidated balance sheet as of June 30, 2025.

Current wording

The Company paid out all of the above charges during the nine months ended September 30, 2025 and has no liability recorded in accrued and other liabilities in the condensed consolidated balance sheet as of September 30, 2025.

Previous wording

through which our services are accessed to include online and mobile offerings which are experiencing higher consumer adoption. We are making a significant investment during 2025 and thereafter to increase our penetration of the digital market, to add digital customers, enhance our digital offerings and increase digital revenues, while maintaining and continuing to develop our retail service offerings. Although we believe that investment in our digital business should provide significant financial benefits in the mid to long term timeframes, these investments are likely, in the shorter term, to adversely affect our results of operation.

Current wording

We have encountered and continue to expect to encounter increasing competition as new electronic platforms emerge that enable consumers to send and receive money through a variety of channels. Regardless, we continue to innovate in the industry by differentiating our money remittance business through programs to foster loyalty among agents as well as consumers and have expanded our channels through which our services are accessed to include online and mobile offerings which are experiencing higher consumer adoption. During 2025, we have invested in increasing our penetration of the digital market, to add digital customers, to enhance our digital offerings and to increase digital revenues, while maintaining and continuing to develop our retail service offerings. Although we believe that investment in our digital business should provide significant financial benefits in the mid to long term timeframes, these investments are likely, in the shorter term, to adversely affect our results of operation.

Previous wording

Current political conditions in the United States have resulted in high levels of volatility in the market as well as uncertainty as to the economic and financial impacts of recent economic, trade and immigration enforcement actions taken by the current administration on the U.S., as well as foreign countries, including those that are a destination for money transfers or in which we currently operate. In addition, political, social and economic conditions in key Latin American markets continue to exhibit instability, as evidenced by higher interest rates, high unemployment rates, restricted lending activity, higher inflation, volatility in foreign currencies and low consumer confidence, among other economic, political and market factors. Our business has generally been resilient during times of economic instability as money remittances are essential to many recipients, with the funds used by the receiving parties for their daily needs; however, prolonged volatility in the market, continued global economic and geopolitical uncertainty, and long-term sustained appreciation of the Mexican peso or Guatemalan quetzal as compared to the U.S. dollar could negatively affect our revenues and profitability. Moreover, as noted above, we have experienced a reduction in revenues generated that we attribute to a contraction in the remittance market, which may reflect this increased volatility.

Current wording

As noted above, current political, economic and market conditions in the United States, as well as in foreign countries, including those that are destinations for money transfers or in which we currently operate remain volatile and uncertain. Our business has generally been resilient during times of economic instability as money remittances are essential to many recipients, with the funds used by the receiving parties for their daily needs; however, prolonged volatility in the market, continued global economic and geopolitical uncertainty, and long-term sustained appreciation of the Mexican peso or Guatemalan quetzal as compared to the U.S. dollar could negatively affect our revenues and profitability. Moreover, as noted above, we have experienced a reduction in revenues generated that we attribute to a contraction in the remittance market due to changes in consumer behavior, which may reflect this increased volatility.

Previous wording

Money remittance businesses have continued to be subject to strict legal and regulatory requirements, and we continue to focus on and regularly review our compliance programs. In connection with these reviews, and in light of regulatory complexity and heightened attention of governmental and regulatory authorities related to cybersecurity and compliance activities, we have made, and continue to make, enhancements to our processes and systems designed to detect and prevent cyber-attacks, consumer fraud, money laundering, terrorist financing, human trafficking and other illicit activities, along with enhancements to improve consumer protection, including the Dodd-Frank Act and similar regulations outside the United States. In coming periods, we expect these and future regulatory requirements will continue to result in changes to certain of our business and administrative practices and may result in increased costs.

Current wording

Money remittance businesses have continued to be subject to strict legal and regulatory requirements, and we continue to focus on and regularly review our compliance programs. In connection with these reviews, and in light of regulatory complexity and heightened attention of governmental and regulatory authorities related to cybersecurity and compliance activities, we have made, and continue to make, enhancements to our processes and systems designed to detect and prevent cyber-attacks, consumer fraud, money laundering, terrorist financing, human trafficking and other illicit activities, along with enhancements to improve consumer protection in accordance with regulatory requirements, including the Dodd-Frank Act and similar regulations outside the United States. In coming periods, we expect these and future regulatory requirements will continue to result in changes to certain of our business and administrative practices and may result in increased costs.

Previous wording

In assessing the performance of our business, we consider a variety of performance and financial measures. The key indicators of the financial condition and operating performance of our business are revenues, service charges from agents and banks, salaries and benefits, other selling, general and administrative expenses and net income. To help us assess our performance with these key indicators, we primarily use Adjusted Net Income, Adjusted Earnings per Share and Adjusted EBITDA as non-GAAP financial measures. We believe these non-GAAP measures provide useful information to investors and expanded insight to measure our revenue and cost performance as a supplement to our U.S. GAAP condensed consolidated financial statements. See the “Adjusted Net Income and Adjusted Earnings per Share” and “Adjusted EBITDA” sections below for reconciliations of these non-GAAP financial measures to net income and earnings per share, our closest GAAP measures.

Current wording

other selling, general and administrative expenses and net income. To help us assess our performance with these key indicators, we primarily use Adjusted Net Income, Adjusted Earnings per Share and Adjusted EBITDA as non-GAAP financial measures. We believe these non-GAAP measures provide useful information to investors and expanded insight to measure our revenue and cost performance as a supplement to our U.S. GAAP condensed consolidated financial statements. See the “Adjusted Net Income and Adjusted Earnings per Share” and “Adjusted EBITDA” sections below for reconciliations of these non-GAAP financial measures to net income and earnings per share, our closest GAAP measures.

Previous wording

Service charges primarily consist of sending and paying agent commissions and bank fees. Service charges vary based on agent commission percentages and the amount of fees charged by the banks. Sending agents earn a commission on each transaction they process of approximately 50% of the transaction fee. Service charges may increase if banks or payer organizations increase their fee structure or sending agents use higher fee methods to remit funds to us. Service charges also vary based on the method the consumer selects to send the transfer and the payer organization that facilitates the transaction. Also, service charges include transaction costs paid to third parties in connection with money transfers processed through our digital channels.

Current wording

Service charges primarily consist of sending and paying agent commissions and bank fees. Service charges vary based on agent commission percentages and the amount of fees charged by the banks. Sending agents earn a commission on each transaction they process of approximately 50% of the transaction fee. Service charges may increase if banks or payer organizations increase their fee structure or sending agents use higher fee methods to remit funds to us. Service charges also vary based on the method the consumer selects to send the transfer and the payer organization that facilitates the transaction. Also, service charges include transaction costs paid to digital partners and other third parties in connection with money transfers processed through our digital channels.

Previous wording

Salaries and benefits include cash and share-based compensation associated with our corporate employees and sales team as well as employees at our Company-operated stores. Corporate employees include management, customer service, compliance, information technology, operations, finance, legal and human resources. Our sales team, located throughout the United States, Canada, Spain and Italy, is focused on supporting and growing our sending agent network. Share-based compensation is primarily recognized as an expense on a straight-line basis over the requisite service period. Unrecognized compensation expense related to restricted stock units (“RSUs”), restricted stock awards (“RSAs”) and performance stock units (“PSUs”) of approximately $19.7 million is expected to be recognized over a weighted-average period of 1.9 years.

Current wording

Salaries and benefits include cash and share-based compensation associated with our corporate employees and sales team as well as employees at our Company-operated stores. Corporate employees include management, customer service, compliance, information technology, operations, finance, legal and human resources. Our sales team, located throughout the United States, Canada, Spain and Italy, is focused on supporting and growing our sending agent network. Share-based compensation is primarily recognized as an expense on a straight-line basis over the requisite service period. Unrecognized compensation expense related to restricted stock units (“RSUs”), restricted stock awards (“RSAs”) and performance stock units (“PSUs”) of approximately $17.1 million is expected to be recognized over a weighted-average period of 1.8 years.

Previous wording

We incurred transaction costs associated with completed and potential acquisitions. These costs included all internal and external costs directly related to the transactions, consisting primarily of legal, consulting, accounting and advisory fees and certain incentive bonuses. Due to their significance, they are presented separately in our condensed consolidated statements of income and comprehensive income. Transaction costs also include internal and external costs related to the Board’s evaluation of strategic alternatives.

Current wording

We incurred transaction costs associated with completed and potential acquisitions. These costs included all internal and external costs directly related to the transactions, consisting primarily of legal, consulting, accounting and advisory fees and certain incentive bonuses. Due to their significance, they are presented separately in our condensed consolidated statements of income and comprehensive income. Transaction costs also include internal and external costs related to the Board’s evaluation of strategic alternatives and the pending Merger with Western Union.

Previous wording

Interest expense consists primarily of interest associated with our debt, which consists of a revolving credit facility. The effective interest rate for the six months ended June 30, 2025 for the revolving credit facility was 2.74%.

Current wording

Interest expense consists primarily of interest associated with our debt, which consists of a revolving credit facility. The effective interest rate for the nine months ended September 30, 2025 for the revolving credit facility was 2.75%.

Previous wording

Our business is organized around one reportable segment that provides money transmittal services primarily between the United States and Canada, and certain countries in Europe to Mexico, Guatemala and other countries in Latin America, Africa, Asia and Europe through a network of authorized agents located in various unaffiliated retail establishments and 117 Company-operated stores throughout the United States, Canada, Spain, Italy, Germany and the United Kingdom, as well as digitally through the Internet via our websites and mobile device applications. This is based on the objectives of the business and how our chief operating decision maker, the CEO and President, monitors operating performance and allocates resources.

Current wording

Our business is organized around one reportable segment that provides money transmittal services primarily between the United States and Canada, and certain countries in Europe to Mexico, Guatemala and other countries in Latin America, Africa, Asia and Europe through a network of authorized agents located in various unaffiliated retail establishments and 122 Company-operated stores throughout the United States, Canada, Spain, Italy, Germany and the United Kingdom, as well as digitally through the Internet via our websites and mobile device applications. This is based on the objectives of the business and how our chief operating decision maker, the CEO and President, monitors operating performance and allocates resources.

Previous wording

Wire transfer and money order fees, net of $133.0 million for the three months ended June 30, 2025 decreased by $12.8 million, or 8.8%, from $145.8 million for the three months ended June 30, 2024. The decrease was primarily due to a lower transaction volume processed through our retail network of sending agents and Company-operated stores in the second quarter of 2025 compared to the second quarter of 2024 as a result of a contraction in the market, particularly the Mexico corridor coupled with a change in consumer behavior of

Current wording

Wire transfer and money order fees, net of $127.8 million for the three months ended September 30, 2025 decreased by $16.8 million, or 11.6%, from $144.6 million for the three months ended September 30, 2024. The decrease was primarily due to a lower transaction volume processed through our retail network of sending agents and Company-operated stores in the third quarter of 2025 compared to the third quarter of 2024 as a result of a contraction in the market, particularly the Mexico corridor coupled with a change in consumer

Previous wording

sending a lower number of money transfers at a higher average principal sent per transaction. Therefore, the lower number of wire transfers sent resulted in lower fees paid by consumers.

Current wording

behavior of sending a lower number of money transfers at a higher average principal sent per transaction. For the three months ended September 30, 2025, principal amount sent decreased by approximately 3.5% to $6.2 billion, whereas the number of transactions decreased by 10.0% to 13.7 million, as compared to the same period in 2024. Therefore, the lower number of wire transfers sent resulted in lower fees paid by consumers.

Previous wording

Revenues from foreign exchange gain, net of $23.7 million for the three months ended June 30, 2025 increased by $0.9 million, or 3.9%, from $22.8 million for the three months ended June 30, 2024. This increase was primarily due to an increase in the average principal sent per transaction as well as a strengthening of the U.S. dollar against the Mexican peso.

Current wording

Revenues from foreign exchange gain, net of $22.3 million for the three months ended September 30, 2025 decreased by $1.7 million, or 7.1%, from $24.0 million for the three months ended September 30, 2024. This decrease was primarily due to the decrease in transaction volume described above, partially offset by an increase in the average principal sent per transaction.

Previous wording

Other income of $4.5 million for the three months ended June 30, 2025 increased by $1.6 million, or 55.2%, from $2.9 million for the three months ended June 30, 2024 primarily due to the effect of higher fees related to increased activity of our remittance-as-a-service relationships, as well as higher revenues primarily as a result of an increase of the base fees charged on money transfers and money orders deemed abandoned property.

Current wording

Other income of $4.8 million for the three months ended September 30, 2025 increased by $1.4 million, or 41.2%, from $3.4 million for the three months ended September 30, 2024 primarily due to the effect of higher fees related to increased activity of our remittance-as-a-service relationships, as well as higher revenues primarily as a result of an increase of the base fees charged on money transfers and money orders deemed abandoned property.

Previous wording

Service charges from agents and banks — Service charges from agents and banks were $102.3 million for the three months ended June 30, 2025 compared to $113.4 million for the three months ended June 30, 2024. The decrease of $11.1 million, or 9.8%, was primarily due to the decrease in transaction volume described above, as well as lower payer fees as a result of better pricing negotiated with paying agents.

Current wording

Service charges from agents and banks — Service charges from agents and banks were $98.6 million for the three months ended September 30, 2025 compared to $111.3 million for the three months ended September 30, 2024. The decrease of $12.7 million, or 11.4%, was primarily due to the decrease in transaction volume described above, as well as lower payer fees as a result of better pricing negotiated with paying agents.

Previous wording

Salaries and benefits— Salaries and benefits of $18.5 million for the three months ended June 30, 2025 increased by $1.6 million, or 9.5%, from $16.9 million for the three months ended June 30, 2024. The increase is primarily due to the Company's investment in talent acquisition and improved compensation for our sales force and digital channel services, as well as severance payments.

Current wording

Salaries and benefits— Salaries and benefits of $19.7 million for the three months ended September 30, 2025 increased by $2.5 million, or 14.5%, from $17.2 million for the three months ended September 30, 2024. The increase is primarily due to the Company's investment in talent acquisition and improved compensation for our sales force and digital channel services, as well as severance payments incurred in the normal course of business.

Previous wording

Other selling, general and administrative expenses — Other selling, general and administrative expenses of $12.4 million for the three months ended June 30, 2025 increased by $1.9 million, or 18.1%, from $10.5 million for the three months ended June 30, 2024.

Current wording

Other selling, general and administrative expenses — Other selling, general and administrative expenses of $14.1 million for the three months ended September 30, 2025 increased by $3.7 million, or 35.6%, from $10.4 million for the three months ended September 30, 2024.

Previous wording

•$1.1 million - increase in advertising related expenses primarily as a result of campaigns to promote our digital channel services; and

Current wording

•$2.1 million - increase in advertising and marketing related expenses primarily as a result of campaigns to promote our digital channel services;

Previous wording

•$0.7 million - higher IT related expenses incurred to sustain our business expansion and to improve our technology environment; and

Current wording

•$0.4 million - higher IT related expenses incurred to sustain our business expansion and to improve our technology environment; and

Previous wording

Transaction Costs— Transaction costs of $3.4 million for the six months ended June 30, 2025 consist primarily of financial advisory fees as well as other professional fees and legal fees incurred in connection with the Company's evaluation of strategic alternative and business acquisition transactions.

Current wording

Transaction costs— Transaction costs of $5.4 million for the three months ended September 30, 2025 consist primarily of financial advisory fees as well as other professional fees and legal fees incurred in connection with the Company's evaluation of strategic alternatives, including the pending Merger with Western Union.

Previous wording

Depreciation and amortization — Depreciation and amortization of $4.5 million for the three months ended June 30, 2025 increased by $1.1 million or 32.4% from $3.4 million for the three months ended June 30, 2024. The increase is primarily the result of higher

Current wording

Depreciation and amortization — Depreciation and amortization of $4.4 million for the three months ended September 30, 2025 increased by $1.0 million or 29.4% from $3.4 million for the three months ended September 30, 2024. The increase is primarily the result of higher depreciation associated with additional software developed being placed into production and computer equipment acquired to support our proprietary software enhancements and increasing sending agent network, as well as amortization related to the Amigo Paisano brands acquired in December 2024.

Previous wording

Income tax provision — Income tax provision was $5.4 million for the three months ended June 30, 2025, which represents a decrease of $0.4 million from an income tax provision of $5.8 million for the three months ended June 30, 2024. The decrease in income tax provision was mainly attributable to lower income before taxes primarily due to the factors discussed above.

Current wording

Income tax provision — Income tax provision was $2.6 million for the three months ended September 30, 2025, which represents a decrease of $4.7 million from an income tax provision of $7.3 million for the three months ended September 30, 2024. The decrease in income tax provision was mainly attributable to lower income before taxes primarily due to the factors discussed above.

Previous wording

We reported Net Income of $11.0 million for the three months ended June 30, 2025 compared to Net Income of $14.0 million for the three months ended June 30, 2024, which resulted in a decrease of $3.0 million, or 21.4%, due to the same factors discussed above.

Current wording

We reported Net Income of $5.0 million for the three months ended September 30, 2025 compared to Net Income of $17.3 million for the three months ended September 30, 2024, which resulted in a decrease of $12.3 million, or 71.1%, due to the same factors discussed above.

Previous wording

Adjusted EBITDA is one of the primary metrics used by management to evaluate the financial performance of our business because it excludes, among other things, the effects of certain transactions that are outside the control of management, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the jurisdictions in which we operate and capital investments.

Current wording

Adjusted EBITDA is one of the primary metrics used by management to evaluate the financial performance of our business because it excludes, among other things, the effects of certain transactions that are outside the control of management, while other measures can

Previous wording

Adjusted Net Income for the three months ended June 30, 2025 was $15.2 million, representing a decrease of $2.9 million from Adjusted Net Income of $18.1 million for the three months ended June 30, 2024. The decrease in Adjusted Net Income was primarily due to the decrease in Net Income discussed above, slightly offset by the higher net effect of the adjusting items detailed in the table below.

Current wording

Adjusted Net Income for the three months ended September 30, 2025 was $11.5 million, representing a decrease of $8.3 million from Adjusted Net Income of $19.8 million for the three months ended September 30, 2024. The decrease in Adjusted Net Income was primarily due to the decrease in Net Income discussed above, offset by the higher net effect of the adjusting items detailed in the table below.

Previous wording

(b)Represents primarily severance, write-off of assets and, legal and professional fees related to the execution of restructuring plans.

Current wording

(b)Represents primarily severance related to the execution of restructuring plans.

Previous wording

(f)Represents the amortization of certain intangible assets that resulted from business and asset acquisition transactions.

Current wording

(e)Represents the amortization of certain intangible assets that resulted from business and asset acquisition transactions.

Previous wording

(g)Represents the current and deferred tax impact of the taxable adjustments to Net Income using the Company’s blended federal and state tax rate for each period. Relevant tax-deductible adjustments include all adjustments to Net Income.

Current wording

(f)Represents the current and deferred tax impact of the taxable adjustments to Net Income using the Company’s blended federal and state tax rate for each period. Relevant tax-deductible adjustments include all adjustments to Net Income.

Previous wording

Adjusted Earnings per Share - Basic for the three months ended June 30, 2025 was $0.51, representing a decrease of $0.04, or 7.3%, compared to $0.55 for the three months ended June 30, 2024. The decrease in Adjusted Earnings per Share - Basic was primarily due to the decrease in Net Income, partially offset by the effect of a lower weighted average common shares total for the period due to stock repurchases as well as the higher net effect of the adjusting items detailed in the table above.

Current wording

Adjusted Earnings per Share - Basic for the three months ended September 30, 2025 was $0.39, representing a decrease of $0.22, or 36.1%, compared to $0.61 for the three months ended September 30, 2024. The decrease in Adjusted Earnings per Share - Basic was primarily due to the decrease in Net Income, partially offset by the effect of a lower weighted average common shares total for the period due to stock repurchases as well as the higher net effect of the adjusting items detailed in the table above.

Previous wording

Adjusted Earnings per Share - Diluted for the three months ended June 30, 2025 was $0.51, representing a decrease of $0.04, or 7.3%, compared to $0.55 for the three months ended June 30, 2024. The decrease in Adjusted Earnings per Share - Diluted was primarily due to the decrease in Net Income, partially offset by the effect of a lower weighted average common shares total for the period due to stock repurchases as well as the higher net effect of the adjusting items detailed in the table above.

Current wording

Adjusted Earnings per Share - Diluted for the three months ended September 30, 2025 was $0.38, representing a decrease of $0.23, or 37.7%, compared to $0.61 for the three months ended September 30, 2024. The decrease in Adjusted Earnings per Share - Diluted was primarily due to the decrease in Net Income, partially offset by the effect of a lower weighted average common shares total for the period due to stock repurchases as well as the higher net effect of the adjusting items detailed in the table above.

Previous wording

Adjusted EBITDA for the three months ended June 30, 2025 was $28.8 million, representing a decrease of $2.3 million, or 7.4%, from $31.1 million for the three months ended June 30, 2024. The decrease in Adjusted EBITDA was primarily due to the decrease in Net Income discussed above offset by the higher net effect of the adjusting items detailed in the table below.

Current wording

Adjusted EBITDA for the three months ended September 30, 2025 was $23.8 million, representing a decrease of $10.1 million, or 29.8%, from $33.9 million for the three months ended September 30, 2024. The decrease in Adjusted EBITDA was primarily due to the decrease in Net Income discussed above, offset by the higher net effect of the adjusting items detailed in the table below.