Priority Technology Holdings, Inc.

Previous wording

•any proposed acquisitions or dispositions or any risks associated with completed acquisitions or dispositions; and

Current wording

•any proposed acquisitions or dispositions or any risks associated with completed acquisitions or dispositions;

Previous wording

This section includes certain components of our results of operations for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025. We have derived this data, except the key indicators, from our Unaudited Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q and our Audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

This section includes certain components of our results of operations for the three and nine months ended September 30, 2026, compared to the three and nine months ended September 30, 2025. We have derived this data, except the key indicators, from our Unaudited Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q and our Audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

For the three months ended June 30, 2026, our consolidated revenue of $262.3 million increased by $22.4 million, or 9.4%, from $239.8 million for the three months ended June 30, 2025. This overall increase was mainly driven by increase in total card processing dollar value which was partially offset by lower total card transaction count in our Merchant Solutions segment, increases in buyer funded card processing dollar value, and supplier funded issuing dollar value which was partially offset by lower ACH transactions count in our Payables Segment, and, an increase in number of billed clients and higher interest income which is partially offset by lower new enrollments in our Treasury Solutions segment.

Current wording

For the three months ended September 30, 2026, our consolidated revenue of $268.6 million increased by $27.2 million, or 11.3%, from $241.4 million for the three months ended September 30, 2025. This overall increase was mainly driven by acquisition related activity and an increase in total card processing dollar value which was partially offset by a decrease in total card transaction count in our Merchant Solutions segment, increases in buyer funded card processing dollar value, and supplier funded issuing dollar value which was partially offset by lower ACH transactions count in our Payables Segment, and, an increase in average billed clients and average total account balances, and higher interest income which is partially offset by lower new enrollments in our Treasury Solutions segment.

Previous wording

For the six months ended June 30, 2026, our consolidated revenue of $511.8 million increased by $47.4 million, or 10.2%, from $464.4 million for the six months ended June 30, 2025. This overall increase was mainly driven by increase in total card processing dollar value in our Merchant Solutions segment, increases in buyer funded card processing dollar value, supplier funded issuing dollar value, incentive income, and ACH transactions count in our Payables Segment, and, an increase in number of billed clients and higher interest income which was partially offset by lower new enrollments in our Treasury Solutions segment.

Current wording

For the nine months ended September 30, 2026, our consolidated revenue of $780.4 million increased by $74.6 million, or 10.6%, from $705.9 million for the nine months ended September 30, 2025. This overall increase was mainly driven by acquisition related activity and an increase in total card processing dollar value which was partially offset by a decrease in total card transaction count in our Merchant Solutions segment, increases in buyer funded card processing dollar value, supplier funded issuing dollar value and ACH transactions count in our Payables Segment, and, an increase in average billed clients and average total account balances, and higher interest income which is partially offset by lower new enrollments in our Treasury Solutions segment.

Previous wording

Merchant card fees revenue for the three months ended June 30, 2026, was $199.1 million an increase of $18.6 million or 10.3%, from $180.5 million for the three months ended June 30, 2025. The increase was primarily driven by an increase in total card dollar value which was partially offset by lower total card transaction count processed by the Company.

Current wording

Merchant card fees revenue for the three months ended September 30, 2026, was $204.3 million an increase of $25.8 million or 14.4%, from $178.5 million for the three months ended September 30, 2025. The increase was primarily driven by an increase in merchant card fee rate and total card processing dollar value and acquisition related activity which was partially offset by a decrease in total card transaction count.

Previous wording

Merchant card fees revenue for the six months ended June 30, 2026, was $385.0 million an increase of $37.5 million or 10.8%, from $347.6 million for the six months ended June 30, 2025. The increase was primarily driven by an increase in total card dollar value.

Current wording

Merchant card fees revenue for the nine months ended September 30, 2026, was $589.3 million an increase of $63.2 million or 12.0%, from $526.1 million for the nine months ended September 30, 2025. The increase was primarily driven by acquisition related activity, an increase in merchant card fee rate and total card processing dollar value which was partially offset by a decrease in total card transaction count.

Previous wording

Money transmission services for the three months ended June 30, 2026, was $42.0 million, an increase of $2.7 million, or 6.9%, from $39.3 million for the three months ended June 30, 2025. This increase was primarily driven by an increase in average billed clients which was partially offset by lower new customer enrollments.

Current wording

Money transmission services for the three months ended September 30, 2026, was $42.3 million, an increase of $1.3 million, or 3.2%, from $41.0 million for the three months ended September 30, 2025. This increase was primarily driven by an increase in average billed clients which was partially offset by lower new customer enrollments.

Previous wording

Money transmission services for the six months ended June 30, 2026, was $83.7 million, an increase of $7.0 million, or 9.1%, from $76.7 million for the six months ended June 30, 2025. This increase was primarily driven by an increase in average billed clients which was partially offset by lower new customer enrollments.

Current wording

Money transmission services for the nine months ended September 30, 2026, was $126.0 million, an increase of $8.3 million, or 7.1%, from $117.7 million for the nine months ended September 30, 2025. This increase was primarily driven by an increase in average billed clients which was partially offset by lower new customer enrollments.

Previous wording

Outsourced services and other services revenue of $18.9 million for the three months ended June 30, 2026, increased by $2.0 million, or 11.9%, from $16.9 million for the three months ended June 30, 2025, primarily due to growth in interest income from higher balances of permissible investments driven by higher account balances offset by reduction in interest rates.

Current wording

Outsourced and other services revenue of $20.1 million for the three months ended September 30, 2026, increased by $1.8 million, or 10.1%, from $18.3 million for the three months ended September 30, 2025, primarily due to growth in interest income from higher balances of permissible investments driven by higher account balances.

Previous wording

Outsourced services and other services revenue of $38.7 million for the six months ended June 30, 2026, increased by $4.8 million, or 14.3%, from $33.9 million for the six months ended June 30, 2025, primarily due to growth in interest income from higher balances of permissible investments driven by higher account balances offset by reduction in interest rates.

Current wording

Outsourced and other services revenue of $58.8 million for the nine months ended September 30, 2026, increased by $6.7 million, or 12.8%, from $52.1 million for the nine months ended September 30, 2025, primarily due to growth in interest income from higher balances of permissible investments driven by higher account balances.

Previous wording

Equipment revenue of $2.3 million for the three months ended June 30, 2026, decreased by $0.9 million, or 27.6% from $3.2 million for the three months ended June 30, 2025. The decrease was primarily due to lower point-of-sale equipment sales caused by a decrease in demand from merchants.

Current wording

Equipment revenue of $1.9 million for the three months ended September 30, 2026, decreased by $1.7 million, or 47.4% from $3.6 million for the three months ended September 30, 2025. The decrease was primarily due to lower point-of-sale equipment sales caused by a decrease in demand from merchants.

Previous wording

Equipment revenue of $4.4 million for the six months ended June 30, 2026, decreased by $1.9 million, or 30.7% from $6.3 million for the six months ended June 30, 2025. The decrease was primarily due to lower point-of-sale equipment sales caused by a decrease in demand from merchants.

Current wording

Equipment revenue of $6.3 million for the nine months ended September 30, 2026, decreased by $3.7 million, or 36.8% from $9.9 million for the nine months ended September 30, 2025. The decrease was primarily due to lower point-of-sale equipment sales caused by a decrease in demand from merchants.

Previous wording

Cost of revenue (excludes depreciation and amortization) of $162.4 million for the three months ended June 30, 2026, increased by $15.0 million, or 10.1%, from $147.4 million for the three months ended June 30, 2025, primarily due to the corresponding increase in revenues.

Current wording

Cost of revenue (excludes depreciation and amortization) of $165.9 million for the three months ended September 30, 2026, increased by $19.2 million, or 13.1%, from $146.7 million for the three months ended September 30, 2025, primarily due to the corresponding increase in revenues.

Previous wording

Cost of revenue (excludes depreciation and amortization) of $313.1 million for the six months ended June 30, 2026, increased by $28.4 million, or 10.0%, from $284.8 million for the six months ended June 30, 2025, primarily due to the corresponding increase in revenues.

Current wording

Cost of revenue (excludes depreciation and amortization) of $479.1 million for the nine months ended September 30, 2026, increased by $47.6 million, or 11.0%, from $431.4 million for the nine months ended September 30, 2025, primarily due to the corresponding increase in revenues.

Previous wording

Salary and employee benefits expense of $29.2 million for the three months ended June 30, 2026, increased by $2.1 million, or 7.7%, from $27.1 million for the three months ended June 30, 2025, primarily due to merit increases, and increased headcount to support overall growth of the Company and from the acquisition related activity.

Current wording

Salary and employee benefits expense of $29.0 million for the three months ended September 30, 2026, increased by $2.8 million, or 10.7%, from $26.1 million for the three months ended September 30, 2025, primarily due to merit increases, and increased headcount to support overall growth of the Company and from the acquisition related activity.

Previous wording

Salary and employee benefits expense of $57.7 million for the six months ended June 30, 2026, increased by $4.8 million, or 9.2%, from $52.8 million for the six months ended June 30, 2025, primarily due to merit increases, and increased headcount to support overall growth of the Company and from the acquisition related activity.

Current wording

Salary and employee benefits expense of $86.6 million for the nine months ended September 30, 2026, increased by $7.7 million, or 9.7%, from $79.0 million for the nine months ended September 30, 2025, primarily due to merit increases, and increased headcount to support overall growth of the Company and from the acquisition related activity.

Previous wording

Depreciation and amortization expense of $20.9 million for the three months ended June 30, 2026, increased by $6.8 million, or 48.3%, from $14.1 million for the three months ended June 30, 2025, primarily due to the addition of intangible assets from the acquisition related activity and software capitalization.

Current wording

Depreciation and amortization expense of $18.2 million for the three months ended September 30, 2026, increased by $3.1 million, or 20.6%, from $15.1 million for the three months ended September 30, 2025, primarily due to the addition of intangible assets from the acquisition related activity and software capitalization.

Previous wording

Depreciation and amortization expense of $38.5 million for the six months ended June 30, 2026, increased by $10.6 million, or 38.2%, from $27.9 million for the six months ended June 30, 2025, primarily due to the addition of intangible assets from the acquisition related activity and software capitalization.

Current wording

Depreciation and amortization expense of $56.7 million for the nine months ended September 30, 2026, increased by $13.7 million, or 32.0%, from $43.0 million for the nine months ended September 30, 2025, primarily due to the addition of intangible assets from the acquisition related activity and software capitalization.

Previous wording

Selling, general and administrative expenses of $16.8 million for the three months ended June 30, 2026, increased by $2.9 million, or 20.8%, from $13.9 million for the three months ended June 30, 2025, primarily due to increase in legal fees related to the Company's on-going special committee process, and increased marketing, telecommunications and software expenses to support overall growth and cloud migration, which was partially offset by decreased accounting expenses.

Current wording

Selling, general and administrative expenses of $19.6 million for the three months ended September 30, 2026, increased by $3.9 million, or 24.9%, from $15.7 million for the three months ended September 30, 2025, primarily due to an increase in professional and legal fees related to the Merger and the acquisition related activity, and increased marketing, telecommunications and software expenses to support overall growth and cloud migration, which was partially offset by decreased accounting expenses.

Previous wording

Selling, general and administrative expenses of $36.1 million for the six months ended June 30, 2026, increased by $7.0 million, or 24.3%, from $29.0 million for the six months ended June 30, 2025, primarily due to increase in professional and legal charges related to the Company's on-going special committee process, increased marketing, telecommunications and software expenses to support overall growth and cloud migration, expenses related to acquired businesses and assets, which was partially offset by decreased accounting expenses.

Current wording

Selling, general and administrative expenses of $55.7 million for the nine months ended September 30, 2026, increased by $11.0 million, or 24.5%, from $44.7 million for the nine months ended September 30, 2025, primarily due to an increase in professional and legal fees related to the Merger and the acquisition related activity, increased marketing, telecommunications and software expenses to support overall growth and cloud migration, which was partially offset by decreased accounting expenses.

Previous wording

Interest expense of $21.1 million for the three months ended June 30, 2026, decreased by $2.0 million, or 8.7%, from $23.1 million for the three months ended June 30, 2025, due to decreased SOFR rates and beneficial changes in margin from the recent refinancing which was partially offset by increased outstanding balances of the 2024 Credit Agreement and the Residual Finance Credit Facility established during the quarter ended September 30, 2025.

Current wording

Interest expense of $21.2 million for the three months ended September 30, 2026, decreased by $1.3 million, or 5.7%, from $22.5 million for the three months ended September 30, 2025, due to beneficial changes in margin from the recent refinancing which was partially offset by increased outstanding balances of the 2024 Credit Agreement and the Residual Finance Credit Facility established during the quarter ended September 30, 2025.

Previous wording

Interest expense of $42.1 million for the six months ended June 30, 2026, decreased by $4.2 million, or 9.0%, from $46.2 million for the six months ended June 30, 2025, due to decreased SOFR rates and beneficial changes in margin from the recent refinancing which was partially offset by increased outstanding balances of the 2024 Credit Agreement and the Residual Finance Credit Facility established during the quarter ended September 30, 2025.

Current wording

Interest expense of $63.3 million for the nine months ended September 30, 2026, decreased by $5.4 million, or 7.9%, from $68.7 million for the nine months ended September 30, 2025, due to beneficial changes in margin from the recent refinancing which was partially offset by increased outstanding balances of the 2024 Credit Agreement and the Residual Finance Credit Facility established during the quarter ended September 30, 2025.

Previous wording

We compute our interim period income tax expense by using a forecasted EAETR and adjust for any discrete items arising during the interim period and any changes in our projected full-year business interest expense and taxable income. The EAETR for 2026 is 27.7% and includes the income tax provision on pre-tax income. The effective tax rate for 2026 changed primarily due to a year over year change in the discrete tax benefit associated with stock-based compensation vestings.

Current wording

We compute our interim period income tax expense by using a forecasted EAETR and adjust for any discrete items arising during the interim period and any changes in our projected full-year business interest expense and taxable income. The EAETR for 2026 is 27.2% and includes the income tax provision on pre-tax income. The effective tax rate for 2026 changed primarily due to a prior year decrease in the valuation allowance against certain business interest carry over deferred tax assets.

Previous wording

The CODM's review of segment performance and allocation of resources are based on Adjusted EBITDA (a non-GAAP financial measure). Adjusted EBITDA at each segment level includes revenues of the segment, less costs of revenue (excluding depreciation and amortization) and operating expenses that are directly related those revenues. Operating overhead and shared costs are managed centrally and included in corporate segment.

Current wording

The CODM's review of segment performance and allocation of resources are based on Adjusted EBITDA (a non-GAAP financial measure). Adjusted EBITDA at each segment level includes revenues of the segment, less costs of revenue (excluding depreciation and amortization) and operating expenses that are directly related to those revenues. Operating overhead and shared costs are managed centrally and included in corporate segment.

Previous wording

Revenue from our Merchant Solutions segment was $175.8 million for the three months ended June 30, 2026, compared to $163.2 million for the three months ended June 30, 2025. The increase of $12.5 million, or 7.7%, was primarily driven by acquisition related activity, an increase in merchant card fee rate, and increased total card processing dollar value which was partially offset by a decrease in total card transaction count. The Company's merchant card fee revenue from the Merchant Solutions segment ($171.9 million for three months ended June 30, 2026 and $158.8 million for the three months ended June 30, 2025) as a percentage of total card processing dollar value during the three months ended June 30, 2026 increased to 0.88% from 0.84% as compared to the three months ended June 30, 2025.

Current wording

Revenue from our Merchant Solutions segment was $179.6 million for the three months ended September 30, 2026, compared to $161.9 million for the three months ended September 30, 2025. The increase of $17.8 million, or 11.0%, was primarily driven by acquisition related activity, an increase in merchant card fee rate and total card processing dollar value which was partially offset by a decrease in total card transaction count. The Company's merchant card fee revenue from the Merchant Solutions segment ($176.2 million for three months ended September 30, 2026 and $157.2 million for the three months ended September 30, 2025) as a percentage of total card processing dollar value during the three months ended September 30, 2026 increased to 0.91% from 0.85% as compared to the three months ended September 30, 2025.

Previous wording

Revenue from our Merchant Solutions segment was $337.6 million for the six months ended June 30, 2026, compared to $314.9 million for the six months ended June 30, 2025. The increase of $22.6 million, or 7.2%, was primarily driven by acquisition related activity, an increase in merchant card fee rate, and increased total card processing dollar value. The Company's merchant card fee revenue from the Merchant Solutions segment ($330.4 million for six months ended June 30, 2026 and $306.3 million for the six months ended June 30, 2025) as a percentage of total card processing dollar value during the six months ended June 30, 2026 increased to 0.87% from 0.84% as compared to the six months ended June 30, 2025.

Current wording

Revenue from our Merchant Solutions segment was $517.2 million for the nine months ended September 30, 2026, compared to $476.8 million for the nine months ended September 30, 2025. The increase of $40.4 million, or 8.5%, was primarily driven by acquisition related activity, an increase in merchant card fee rate and total card processing dollar value which was partially offset by a decrease in total card transaction count. The Company's merchant card fee revenue from the Merchant Solutions segment ($506.6 million for nine months ended September 30, 2026 and $463.5 million for the nine months ended September 30, 2025) as a percentage of total card processing dollar value during the nine months ended September 30, 2026 increased to 0.89% from 0.84% as compared to the nine months ended September 30, 2025.

Previous wording

Adjusted EBITDA from our Merchant Solutions segment was $30.9 million for the three months ended June 30, 2026, compared to $27.7 million for the three months ended June 30, 2025. The increase of $3.1 million, or 11.3% was primarily driven by an increase in revenue and the Boom Commerce acquisition, which was partially offset by mix related margin compression, and increase in other operating expenses.

Current wording

Adjusted EBITDA from our Merchant Solutions segment was $32.6 million for the three months ended September 30, 2026, compared to $27.7 million for the three months ended September 30, 2025. The increase of $4.9 million, or 17.7% was primarily driven by an increase in revenue and acquisition related activity, which was partially offset by mix related margin compression, and increase in other operating expenses.

Previous wording

Adjusted EBITDA from our Merchant Solutions segment was $58.6 million for the six months ended June 30, 2026, compared to $53.5 million for the six months ended June 30, 2025. The increase of $5.2 million, or 9.7% was primarily driven by an increase in revenue and the Boom Commerce acquisition, which was partially offset by mix related margin compression, and increase in other operating expenses.

Current wording

Adjusted EBITDA from our Merchant Solutions segment was $91.3 million for the nine months ended September 30, 2026, compared to $81.2 million for the nine months ended September 30, 2025. The increase of $10.1 million, or 12.4% was primarily driven by an increase in revenue and acquisition related activity, which was partially offset by mix related margin compression, and increase in other operating expenses.

Previous wording

Revenue from our Payables segment was $30.4 million for the three months ended June 30, 2026, compared to $25.0 million for the three months ended June 30, 2025. The increase of $5.4 million, or 21.6% was primarily driven by increased buyer funded card processing dollar value, supplier funded issuing dollar value, and interest from higher account balances which was partially offset by a decrease in ACH transaction count.

Current wording

Revenue from our Payables segment was $31.6 million for the three months ended September 30, 2026, compared to $25.2 million for the three months ended September 30, 2025. The increase of $6.5 million, or 25.7% was primarily driven by increased buyer funded card processing dollar value, supplier funded issuing dollar value, and interest from higher account balances which was partially offset by a decrease in ACH transaction count and incentive income.

Previous wording

Revenue from our Payables segment was $62.9 million for the six months ended June 30, 2026, compared to $49.0 million for the six months ended June 30, 2025. The increase of $13.9 million, or 28.4% was primarily driven by increased buyer funded card processing dollar value, certain incentive income, ACH transaction count, supplier funded issuing dollar value, and interest from higher account balances.

Current wording

Revenue from our Payables segment was $94.5 million for the nine months ended September 30, 2026, compared to $74.1 million for the nine months ended September 30, 2025. The increase of $20.4 million, or 27.5% was primarily driven by increased buyer funded card processing dollar value, certain incentive income, supplier funded issuing dollar value, ACH transaction count, and interest from higher account balances.

Previous wording

Adjusted EBITDA from our Payables segment was $3.1 million for the three months ended June 30, 2026, compared to $3.8 million for the three months ended June 30, 2025.The decrease in Adjusted EBITDA of $0.7 million or 17.5% was contributed by $0.8 million in the buyer funded business, driven by mix related margin compression, which was partially offset by increased processing volume. The decrease in Adjusted EBITDA was partially offset by a $0.1 million increase in the supplier funded business, driven by increase in operating income.

Current wording

Adjusted EBITDA from our Payables segment was $3.9 million for the three months ended September 30, 2026, compared to $3.5 million for the three months ended September 30, 2025. The increase in Adjusted EBITDA of $0.5 million or 13.6% was contributed by $0.7 million in the buyer funded business, driven by increased processing volume partially offset by mix related margin compression. The increase in Adjusted EBITDA was partially offset by a $0.2 million decrease in the supplier funded business, driven by the decrease in incentive income.

Previous wording

Adjusted EBITDA from our Payables segment was $8.6 million for the six months ended June 30, 2026, compared to $7.3 million for the six months ended June 30, 2025.The increase in Adjusted EBITDA of $1.3 million or 17.5% was contributed by $2.3 million in the supplier funded business, driven by increase in revenues and operating income, which was partially offset by a decrease of $1.0 million in the buyer funded business, driven by mix related margin compression partially offset by increased processing volume.

Current wording

Adjusted EBITDA from our Payables segment was $12.5 million for the nine months ended September 30, 2026, compared to $10.7 million for the nine months ended September 30, 2025. The increase in Adjusted EBITDA of $1.7 million or 16.3% was contributed by $2.0 million in the supplier funded business, driven by increase in revenues including incentive income, which was partially offset by a decrease of $0.3 million in the buyer funded business, driven by mix related margin compression.

Previous wording

(1) This represents the average total account balance in the Treasury Solutions segment, and excludes the deposits maintained in the Merchant Solutions and Payables segments. The total account and deposit balances as of June 30, 2026 and 2025, were $1.8 billion and $1.4 billion, respectively.

Current wording

(1) This represents the average total account balance in the Treasury Solutions segment, and excludes the deposits maintained in the Merchant Solutions and Payables segments. The total account and deposit balances as of September 30, 2026 and 2025, were $2.0 billion and $1.6 billion, respectively.

Previous wording

Revenue from our Treasury Solutions segment was $60.5 million for the three months ended June 30, 2026, compared to $52.7 million for the three months ended June 30, 2025. The increase of $7.9 million, or 14.9%, was primarily driven by an increase in average billed clients and average total account balances, the acquisition of Sila, and growth in interest income due to higher balances of permissible investments offset by a reduction in interest rates and decreased average monthly enrollments.

Current wording

Revenue from our Treasury Solutions segment was $60.3 million for the three months ended September 30, 2026, compared to $55.7 million for the three months ended September 30, 2025. The increase of $4.6 million, or 8.2%, was primarily driven by an increase in average billed clients and average total account balances and growth in interest income due to higher balances of permissible investments partially offset by decreased average monthly enrollments.

Previous wording

Revenue from our Treasury Solutions segment was $119.4 million for the six months ended June 30, 2026, compared to $102.7 million for the six months ended June 30, 2025. The increase of $16.6 million, or 16.2%, was primarily driven by an increase in average billed clients and average total account balances, the acquisition of Sila, and growth in interest income due to higher balances of permissible investments offset by a reduction in interest rates and decreased average monthly enrollments.

Current wording

Revenue from our Treasury Solutions segment was $179.6 million for the nine months ended September 30, 2026, compared to $158.4 million for the nine months ended September 30, 2025. The increase of $21.2 million, or 13.4%, was primarily driven by an increase in average billed clients and average total account balances, acquisition related activity, and growth in interest income due to higher balances of permissible investments partially offset by decreased average monthly enrollments.

Previous wording

Our working capital, defined as current assets less current liabilities, was $151.8 million at June 30, 2026 and $76.7 million at June 30, 2025. As of June 30, 2026, we had cash totaling $120.3 million compared to $50.6 million at June 30, 2025. These cash balances do not include restricted cash of $17.4 million and $14.2 million at June 30, 2026 and June 30, 2025, respectively, which reflects cash accounts holding customer settlement funds, cash reserves for potential losses and other contractual restricted cash balances. The current portion of long-term debt included in current liabilities was $3.1 million and $4.3 million at June 30, 2026 and June 30, 2025, respectively. At June 30, 2026, we had availability of approximately $100.0 million under our revolving credit facility.

Current wording

Our working capital, defined as current assets less current liabilities, was $155.3 million at September 30, 2026 and $82.0 million at September 30, 2025. As of September 30, 2026, we had cash totaling $135.6 million compared to $57.0 million at September 30, 2025. These cash balances do not include restricted cash of $16.0 million and $13.0 million at September 30, 2026 and September 30, 2025, respectively, which reflects cash accounts holding customer settlement funds, cash reserves for potential losses and other contractual restricted cash balances. The current portion of long-term debt included in current liabilities was $5.7 million and $10.0 million at September 30, 2026 and September 30, 2025, respectively. At September 30, 2026, we had availability of approximately $100.0 million under our revolving credit facility.

Previous wording

The following table and discussion reflect our changes in cash flows for the comparative six month periods.

Current wording

The following table and discussion reflect our changes in cash flows for the comparative nine month periods.

Previous wording

Net cash provided by operating activities was $55.3 million for the six months ended June 30, 2026 compared to $27.1 million for the six months ended June 30, 2025. The $28.2 million increase was driven by an increase in net income and favorable non-cash adjustments and changes in the operating assets and liabilities.

Current wording

Net cash provided by operating activities was $98.0 million for the nine months ended September 30, 2026 compared to $63.2 million for the nine months ended September 30, 2025. The $34.8 million increase was driven by favorable non-cash adjustments and changes in the operating assets and liabilities.

Previous wording

Net cash used in investing activities was $203.0 million for the six months ended June 30, 2026, compared to $21.1 million of cash used in investing activities for the six months ended June 30, 2025. For the six months ended June 30, 2026, investing activities included the $12.6 million additions to property, equipment and software, $3.0 million related to net funding of new loans to ISOs and ISVs, $185.0 million net short-term investments of MTL funds, and $2.4 million related to residual purchases and investments in unconsolidated entities. For the six months ended June 30, 2025, net cash used in investing activities included additions to property, equipment and software of $13.0 million, $1.4 million related to net funding of new loans to ISOs and ISVs, $4.5 million related to the acquisition of a business and $2.3 million investments in unconsolidated entities.

Current wording

Net cash used in investing activities was $547.2 million for the nine months ended September 30, 2026, compared to $151.9 million of cash used in investing activities for the nine months ended September 30, 2025. For the nine months ended September 30, 2026, investing activities included the acquisition of a business, net of cash acquired of $11.5 million, $20.4 million additions to property, equipment and software, $4.1 million related to net funding of new loans to ISOs and ISVs, $500.0 million net short-term investments of MTL funds, and $11.2 million related to residual purchases, investments in unconsolidated entities and earn-outs related to an asset acquisition. For the nine months ended September 30, 2025, investing activities included acquisitions of businesses, net of cash acquired of $77.4 million, additions to property, equipment and software of $19.0 million, $5.1 million related to net funding of new loans to ISOs, and $46.7 million in short-term investments of MTL funds and $3.9 million related to residual purchases and investments in unconsolidated entities.

Previous wording

Net cash provided by financing activities was $83.2 million and $178.1 million for the six months ended June 30, 2026 and 2025, respectively. The net cash provided by financing activities for the six months ended June 30, 2026, included borrowings under the Residual Finance credit facility of $7.7 million and changes in the net obligations for funds held on the behalf of customers of $77.4 million, offset by $0.2 million of cash used for the repayment of the Residual Finance credit facility, $1.5 million of cash used to purchase shares withheld for taxes, and $0.1 million for a deferred consideration payment. The net cash used in financing activities for the six months ended June 30, 2025, included changes in the net obligations for funds held on the behalf of customers of $190.9 million and proceeds from the exercise of stock options of $0.3 million offset by $10.0 million of cash used for the unscheduled repayment of the term loan principal, $2.3 million of cash used to purchase shares withheld for taxes and $0.8 million for payments of deferred consideration.

Current wording

Net cash provided by financing activities was $222.5 million and $288.6 million for the nine months ended September 30, 2026 and 2025, respectively. The net cash provided by financing activities for the nine months ended September 30, 2026, included borrowings under the Residual Finance Credit Facility of $9.5 million and changes in the net obligations for funds held on the behalf of customers of $215.2 million, offset by $0.2 million of cash used for the repayment of the Residual Finance Credit Facility, $1.8 million of cash used to purchase shares withheld for taxes, and $0.2 million for a deferred consideration payment. The net cash used in financing activities for the nine months ended September 30, 2025, included borrowings under the Second Amendment to the 2024 Credit Agreement and the Residual Finance Credit Facility of $1.0 billion, proceeds from the exercise of stock options of $0.4 million and changes in the net obligations for funds held on the behalf of customers of $247.5 million, offset by $945.5 million of cash used for the repayment of the term loan facility due to refinancing, $4.7 million in debt issuance and modification costs paid for the Second Amendment to the 2024 Credit Agreement, $3.0 million of cash used to purchase shares withheld for taxes, $19.8 million for the accelerated deferred consideration payments, and $6.0 million used to repurchase NCI in one of the subsidiaries.