Certara, Inc.
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 6, 2025
CERT$12.05-1.1%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0001827090-25-000036
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001827090-25-000048
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 154 previous paragraphs and 156 current paragraphs.
110 unchanged; 40 reworded; 6 added; 4 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 28 previous and 28 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
On October 1, 2025, the U.S. federal government experienced a shutdown, resulting in certain regulatory agencies, including the U.S. Food and Drug Administration (“FDA”) and the U.S. Securities and Exchange Commission (“SEC”), furloughing employees and temporarily suspending various activities. We have not experienced any material impacts to our operations or financials but continue to monitor the impacts. If the government shutdown continues for an extended period, it could increase uncertainty in the overall economic environment and adversely impact business operations across multiple industries, including the pharmaceutical industry. Prolonged delays or disruptions in regulatory reviews, approvals, or filings could adversely affect our operations, financial condition, and results of operations.
Current report
(k)Represents expense related to a non-recurring employment litigation and settlement outside the normal course of business.
Current report
Benefits from Income Taxes
Current report
Nine Months Ended September 30, 2025 Versus Nine Months Ended September 30, 2024
Current report
Net Income (Loss)
Current report
On July 4, 2025, the United States enacted the One Big Beautiful Bill Act (the “OBBBA”), which includes changes to U.S. tax law such as significant amendments to the U.S. federal income tax code. Key provisions include the permanent reinstatement of immediate expensing for domestic research expenditures, the restoration of full expensing for qualified machinery, equipment and other short-lived assets, and several modifications to existing international tax provisions. These provisions were enacted subsequent to the end of third quarter of 2025 and therefore are not reflected in the accompanying condensed consolidated financial statements. The Company is in the process of evaluating the impact of the OBBBA.
Removed paragraphs (4)
Previous report
The current purchase price allocation for Chemaxon is preliminary. The primary areas of the preliminary purchase price allocation that are not yet finalized relate to the fair value of deferred taxes and residual goodwill. The Company expects to continue to obtain information to assist in determining the fair values of the net assets acquired at the acquisition date during the measurement period. Any adjustments to the preliminary purchase price allocation identified during the measurement period, which will not exceed one year from the acquisition date, will be accounted for prospectively.
Previous report
Provision for Income Taxes
Previous report
Net Loss
Previous report
Six Months Ended June 30, 2025 Versus Six Months Ended June 30, 2024
Reworded paragraphs (40)
Previous wording
(k)Represents the income tax effect of the non-GAAP adjustments calculated using the applicable statutory rate by jurisdiction.
Current wording
(l)Represents the income tax effect of the non-GAAP adjustments calculated using the applicable statutory rate by jurisdiction.
Previous wording
(l)Represents potentially dilutive shares that were included from our GAAP diluted weighted average common shares outstanding.
Current wording
(m)Represents potentially dilutive shares that were included from our GAAP diluted weighted average common shares outstanding.
Previous wording
We have included the results of operations of acquired companies in our condensed consolidated results of operations from the date of their respective acquisitions, which impacts the comparability of our results of operations when comparing results for the three and six months ended June 30, 2025 to the three and six months ended June 30, 2024, respectively.
Current wording
We have included the results of operations of acquired companies in our condensed consolidated results of operations from the date of their respective acquisitions, which impacts the comparability of our results of operations when comparing results for the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2024, respectively.
Previous wording
Total revenues increased $11.3 million, or 12%, to $104.6 million for the three months ended June 30, 2025 as compared to the same period in 2024. The overall revenue growth was primarily due to an increase in revenue from our technology-enabled services and software product offerings, driven by strong demand from existing customers, expansion of relationships with existing customers and new customers as well as growth from business acquisition, which increased by $5.3 million.
Current wording
Total revenues increased $9.8 million, or 10%, to $104.6 million for the three months ended September 30, 2025 as compared to the same period in 2024. The overall revenue growth was primarily driven by growth from a business acquisition, which increased revenue by $5.8 million, as well as increased revenue from our technology-enabled services and software product offerings, driven by strong demand from existing customers, expansion of relationships with existing customers and new customers.
Previous wording
Software revenues increased $8.5 million, or 22%, to $46.7 million for the three months ended June 30, 2025 as compared to the same period in 2024, primarily driven by growth from business acquisition, which increased by $5.1 million, as well as strong demand within existing customers, and expansion of relationships with existing customers.
Current wording
Software revenues increased $7.9 million, or 22%, to $43.8 million for the three months ended September 30, 2025 as compared to the same period in 2024, primarily driven by growth from a business acquisition, which increased revenue by $5.6 million, as well as strong demand within existing customers and expansion of relationships with existing customers.
Previous wording
Services revenues increased $2.8 million, or 5%, to $57.9 million for the three months ended June 30, 2025 as compared to the same period in 2024, primarily attributed to continued growth in technology-enabled services with existing and new customers.
Current wording
Services revenues increased $1.9 million, or 3%, to $60.8 million for the three months ended September 30, 2025 as compared to the same period in 2024, primarily attributed to continued growth in technology-enabled services with existing and new customers.
Previous wording
Cost of revenues increased $0.9 million, or 2%, to $40.7 million for the three months ended June 30, 2025 as compared to the same period in 2024. The increase was primarily due to a $1.3 million increase in intangible assets amortization, a $1.2 million increase in license and service cost, a $0.7 million increase in professional and consulting expense, and a $0.1 million increase in equipment and software expense, partially offset by a $1.3 million decrease in in employee-related costs, and a $1.2 million decrease in stock-based compensation costs.
Current wording
Cost of revenues increased $2.5 million, or 7%, to $39.7 million for the three months ended September 30, 2025 as compared to the same period in 2024. The increase was primarily due to a $1.2 million increase in intangible assets amortization, a $0.7 million increase in professional and consulting expense, a $0.7 million increase in license cost, and a $0.2 million increase in equipment and software expense, partially offset by a $0.4 million decrease in employee-related costs.
Previous wording
Sales and marketing expenses increased by $1.8 million, or 15%, to $14.0 million for the three months ended June 30, 2025 as compared to the same period in 2024. Sales and marketing expenses increased primarily due to a $1.5 million increase in employee-related costs mainly resulting from head count growth driven by acquisitions along with investment to build the commercial organization, and a $0.1 million increase in marketing expense.
Current wording
Sales and marketing expenses increased by $1.7 million, or 15%, to $13.0 million for the three months ended September 30, 2025 as compared to the same period in 2024. Sales and marketing expenses increased primarily due to a $1.7 million increase in employee-related costs mainly resulting from head count growth driven by acquisitions along with investment to build the commercial organization, and a $0.3 million increase in stock-based compensation costs, partially offset by a $0.2 million decrease in marketing expense and a $0.2 million decrease in commission expense.
Previous wording
Research and development expenses decreased by $0.1 million, or 1%, to $9.0 million for the three months ended June 30, 2025 as compared to the same period in 2024. The decrease in research and development expenses was primarily due to a $1.3 million increase in capitalized cost in R&D, a $0.7 million decrease in stock-based compensation costs, a $0.2 million decrease in license cost, and a $0.1 million decrease in professional and consulting expense, partially offset by a $2.3 million increase in employee-related costs, mainly resulting from head count growth associated with investments in software development, including AI integration across our product portfolio.
Current wording
Research and development expenses increased by $2.0 million, or 24%, to $10.3 million for the three months ended September 30, 2025 as compared to the same period in 2024. The increase in research and development expenses was primarily due to a $3.5 million increase in employee-related costs mainly resulting from head count growth associated with investments in software development, including AI integration across our product portfolio, and a $0.2 million increase in professional and consulting expense, partially offset by a $1.2 million increase in capitalized cost in R&D, a $0.2 million decrease in stock-based compensation costs, and a $0.2 million decrease in license cost.
Previous wording
General and administrative expenses decreased by $10.9 million, or 39%, to $17.2 million for the three months ended June 30, 2025 as compared to the same period in 2024. The decrease in general and administrative expenses was primarily due to an $8.5 million reduction related to remeasurement changes in the fair value of contingent consideration, a $2.6 million decrease in transaction costs primarily due to significant refinancing expenses for a term loan and revolving line of credit incurred in the same quarter of the prior year, a $1.3 million decrease in employee-related costs primarily due to decrease in organizational restructure expense, and a $0.7 million decrease in provision for credit allowance, partially offset by a $1.1 million increase in professional and consulting expense, a $0.7 million increase in equipment and software expense, a $0.3 million increase in stock-based compensation costs, and a $0.3 million increase in facility and lease-related expense.
Current wording
General and administrative expenses increased by $2.6 million, or 12%, to $24.6 million for the three months ended September 30, 2025 as compared to the same period in 2024. The increase in general and administrative expenses was primarily due to a $1.3 million increase in stock-based compensation costs, a $0.7 million increase in equipment and software expense, a $0.7 million increase in provision for credit allowance, a $0.5 million increase in miscellaneous operation expenses, a $0.3 million increase in employee-related costs, a $0.3 million reduction related to remeasurement changes in the fair value of contingent consideration, and a $0.2 million increase in public company and transaction expenses, partially offset by a $1.2 million decrease in lease abandonment expense, and a $0.2 million decrease in executive recruiting expense.
Previous wording
Amortization and depreciation expense increased by $1.0 million, or 7%, to $14.2 million for the three months ended June 30, 2025 as compared to the same period in 2024. The increase in depreciation and amortization expense was primarily due to a $1.0 million net increase in intangible assets amortization, which included a $1.6 million increase in amortization of capitalized software, partially offset by a $0.6 million decrease in amortization of acquired intangible assets. In addition, depreciation expense for fixed assets decreased $0.1 million, primarily due to a $0.1 million decrease in depreciation of furniture and fixture.
Current wording
Amortization and depreciation expense increased by $0.6 million, or 4%, to $14.0 million for the three months ended September 30, 2025 as compared to the same period in 2024. The increase in depreciation and amortization expense was primarily due to a $0.7 million net increase in intangible assets amortization, which included a $1.3 million increase in amortization of capitalized software, partially offset by a $0.5 million decrease in amortization of acquired intangible assets. In addition, depreciation expense for fixed assets decreased $0.1 million, primarily due to a $0.1 million decrease in depreciation of computer equipment and furniture and fixture.
Previous wording
Interest expense decreased by $0.8 million, or 14%, to $4.8 million for the three months ended June 30, 2025, as compared to the same period in 2024. The change in interest expense was primarily due to a $1.2 million decrease in interest from our floating rate term loan debt, primarily due to a decline in market interest rates and a reduced base margin rate resulting from the refinancing of the term loan, and a $0.2 million decrease related with the amortization of debt issuance cost, partially offset by a $0.6 million decrease in gain from our interest swap hedge activities.
Current wording
Interest expense decreased by $0.2 million, or 3%, to $5.0 million for the three months ended September 30, 2025, as compared to the same period in 2024. The change in interest expense was primarily due to a $0.8 million decrease in interest from our floating rate term loan debt, primarily due to a decline in market interest rates and a reduced base margin rate resulting from the refinancing of the term loan, and a $0.1 million decrease in other various items, partially offset by a $0.8 million decrease in gain from our interest swap hedge activities.
Previous wording
Net other income decreased by $0.8 million to $1.5 million for the three months ended June 30, 2025 as compared to the same period in 2024. The decrease in net other income was primarily due to a $1.2 million decrease in interest income, along with a $0.3 million increase in miscellaneous expense, partially offset by $0.7 million increase in gain from remeasurement related to the fluctuation of the foreign currency rate.
Current wording
Net other income increased by $0.8 million to $1.7 million for the three months ended September 30, 2025 as compared to the same period in 2024. The increase in net other income was primarily due to a $2.7 million increase in gain from remeasurement related to the fluctuation of the foreign currency rate, partially offset by a $1.3 million decrease in interest income, and a $0.6 million increase in other expense.
Previous wording
Our income tax expense was $8.2 million, resulting in an effective income tax rate of 131% for the three months ended June 30, 2025 as compared to an income tax expense of $0.3 million, or an effective income tax rate of (2)%, for the same period in 2024. Our income tax expense for the three months ended June 30, 2025 and 2024 was primarily due to the tax effects of U.S. pre-tax income, the relative mix of domestic and international earnings, the impact of non-deductible items, adjustments to the valuation allowances, the effects of tax elections made for U.K. earnings, and discrete tax items.
Current wording
Our income tax benefit was $1.8 million, resulting in an effective income tax rate of 671% for the three months ended September 30, 2025 as compared to an income tax benefit of $0.3 million, or an effective income tax rate of 17%, for the same period in 2024. Our income tax benefit for the three months ended September 30, 2025 and 2024 was primarily due to the tax effects of U.S. pre-tax income, the relative mix of domestic and international earnings, the impact of non-deductible items, adjustments to the valuation allowances, the effects of tax elections made for U.K. earnings, and discrete tax items.
Previous wording
Net loss was $2.0 million representing a $10.6 million increase in net income for the three months ended June 30, 2025 as compared to a net loss of $12.6 million for the same period of 2024. The increase in net income was primarily due to a $11.3 million increase in revenue, a $8.2 million decrease in operating expenses, partially offset by a $7.9 million increase in tax expense and a $0.9 million increase in cost of revenue.
Current wording
Net income was $1.5 million representing a $2.9 million increase in net income for the three months ended September 30, 2025 as compared to a net loss of $1.4 million for the same period of 2024. The increase in net income was primarily due to a $9.8 million increase in revenue, a $1.5 million increase in tax benefit, and a $1.0 million decrease in total other net expense, partially offset by a $6.9 million increase in operating expenses, and a $2.5 million increase in cost of revenue.
Previous wording
The following table summarizes our unaudited statements of operations data for the six months ended at June 30, 2025 and 2024:
Current wording
The following table summarizes our unaudited statements of operations data for the nine months ended September 30, 2025 and 2024:
Previous wording
Total revenues increased $20.6 million, or 11%, to $210.6 million for the six months ended June 30, 2025 as compared to the same period in 2024. The overall revenue growth was primarily due to an increase in revenue from our technology-enabled services and software product offerings, driven by growth from business acquisition, which increased by $11.2 million, as well as strong demand from existing customers, expansion of relationships with existing customers and new customers.
Current wording
Total revenues increased $30.4 million, or 11%, to $315.2 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The overall revenue growth was primarily driven by growth from a business acquisition, which increased revenue by $17.0 million, as well as increased revenue from our technology-enabled services and software product offerings, driven by strong demand from existing customers, expansion of relationships with existing customers and new customers.
Previous wording
Software revenues increased $15.6 million, or 20%, to $93.1 million for the six months ended June 30, 2025 as compared to the same period in 2024, primarily driven by by growth from business acquisition, which increased by $10.6 million, as well as strong demand within existing customers, and expansion of relationships with existing customers.
Current wording
Software revenues increased $23.5 million, or 21%, to $136.9 million for the nine months ended September 30, 2025 as compared to the same period in 2024, primarily driven by growth from a business acquisition, which increased revenue by $16.2 million, as well as strong demand within existing customers, and expansion of relationships with existing customers.
Previous wording
Services revenues increased $5.1 million, or 4%, to $117.5 million for the six months ended June 30, 2025 as compared to the same period in 2024, primarily attributed to continued growth in technology-enabled services with existing and new customers.
Current wording
Services revenues increased $6.9 million, or 4%, to $178.3 million for the nine months ended September 30, 2025 as compared to the same period in 2024, primarily attributed to continued growth in technology-enabled services with existing and new customers.
Previous wording
Cost of revenues increased $3.2 million, or 4%, to $82.2 million for the six months ended June 30, 2025 as compared to the same period in 2024. The increase was primarily due to a $2.5 million increase in intangible assets amortization, a $1.8 million increase in license and service cost, a $0.8 million increase in professional and consulting expense, a $0.5 million increase related to executive recruiting expenses, and a $0.3 million increase in equipment and software expense, partially offset by a $1.3 million decrease in employee related costs, and a $1.3 million decrease in stock-based compensation costs.
Current wording
Cost of revenues increased $5.7 million, or 5%, to $122.0 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase was primarily due to a $3.7 million increase in intangible assets amortization, a $2.4 million increase in license and service cost, a $1.5 million increase in professional and consulting expense, a $0.5 million increase related to executive recruiting expenses, and a $0.5 million increase in equipment and software expense, partially offset by a $1.7 million decrease in employee related costs and a $1.2 million decrease in stock-based compensation costs.
Previous wording
Sales and marketing expenses increased by $3.8 million, or 17%, to $26.7 million for the six months ended June 30, 2025 as compared to the same period in 2024. Sales and marketing expenses increased primarily due to a $3.5 million increase in employee-related costs mainly resulting from head count growth driven by investment to build the commercial organization along with acquisitions, a $0.2 million increase in stock-based compensation costs, a $0.2 million increase in equipment and software expense, and a $0.1 million increase in sales commission and bonus, partially offset by a $0.2 million decrease in travel related expenses.
Current wording
Sales and marketing expenses increased by $5.5 million, or 16%, to $39.7 million for the nine months ended September 30, 2025 as compared to the same period in 2024. Sales and marketing expenses increased primarily due to a $5.1 million increase in employee-related costs mainly resulting from head count growth driven by investment to build the commercial organization along with acquisitions, a $0.6 million increase in stock-based compensation costs, and a $0.3 million increase in equipment and software expense, partially offset by a $0.2 million decrease in travel related expenses, a $0.2 million decrease in professional and consulting expense, and a $0.1 million decrease in marketing expense.
Previous wording
Research and development expenses decreased by $1.6 million, or 7%, to $19.5 million for the six months ended June 30, 2025 as compared to the same period in 2024. The decrease in research and development expenses was primarily due to a $3.6 million increase in capitalized cost in R&D, reflecting strategic investments, a $1.4 million decrease in stock-based compensation costs, and a $0.4 million decrease in licensing cost, and a $0.3 million decrease in professional and consulting expense, partially offset by a $4.1 million increase in employee-related costs, mainly resulting from head count growth associated with investments in software development, including AI integration across our product portfolio.
Current wording
Research and development expenses increased by $0.4 million, or 1%, to $29.8 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase in research and development expenses was primarily due to a $7.6 million increase in employee-related costs, mainly resulting from head count growth associated with investments in software development, including AI integration across our product portfolio, partially offset by a $4.8 million increase in capitalized cost in R&D, reflecting strategic investments, a $1.6 million decrease in stock-based compensation costs, a $0.6 million decrease in licensing cost, and a $0.1 million decrease in professional and consulting expense.
Previous wording
General and administrative expenses decreased by $14.2 million, or 28%, to $36.8 million for the six months ended June 30, 2025 as compared to the same period in 2024. The decrease in general and administrative expenses was primarily due to a $11.6 million decrease related to remeasurement changes in the fair value of contingent consideration, a $2.6 million decrease in transaction costs primarily due to significant refinancing expenses for a term loan and revolving line of credit incurred in the same period of the prior year, a $1.1 million decrease in stock-based compensation costs, a $0.7 million decrease in merger and acquisition cost, a $0.5 million decrease in employee-related costs primarily due to lower organizational restructure expense, a $0.4 million decrease in provision for credit allowance, and a $0.2 million decrease in executive recruiting expense, partially offset by a $2.2 million increase in professional and consulting expense, and an $0.8 million increase in equipment and software expense.
Current wording
General and administrative expenses decreased by $11.6 million, or 16%, to $61.5 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The decrease in general and administrative expenses was primarily due to a $11.3 million decrease related to remeasurement changes in the fair value of contingent consideration, a $2.4 million decrease in transaction costs primarily due to significant refinancing expenses for a term loan and revolving line of credit incurred in the same period of the prior year, a $2.0 million decrease in lease abandonment expense, a $0.8 million decrease in merger and acquisition cost, and a $0.5 million decrease in executive recruiting expense, partially offset by a $2.3 million increase in professional and consulting expense, a $1.6 million increase in equipment and software expense, a $0.6 million increase in miscellaneous operation expenses, a $0.4 million increase in facility and lease related expenses, a $0.3 million increase in public company expense, a $0.3 million increase in provision for credit allowance, and a $0.3 million increase in travel related expense.
Previous wording
Amortization and depreciation expense increased by $1.9 million, or 7%, to $28.1 million for the six months ended June 30, 2025 as compared to the same period in 2024. The increase in depreciation and amortization expense was primarily due to a net $2.0 million increase in intangible assets amortization, which included a $3.1 million increase in amortization of capitalized software, partially offset by a $1.1 million decrease in amortization of acquired intangible assets. In addition, depreciation expense for fixed assets decreased $0.1 million, primarily due to a $0.1 million decrease in depreciation of furniture and fixture.
Current wording
Amortization and depreciation expense increased by $2.5 million, or 6%, to $42.1 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase in depreciation and amortization expense was primarily due to a net $2.7 million increase in intangible assets amortization, which included a $4.4 million increase in amortization of capitalized software, partially offset by a $1.7 million decrease in amortization of acquired intangible assets. In addition, depreciation expense for fixed assets decreased $0.2 million, primarily due to a $0.2 million decrease in depreciation of furniture and fixture, as well as leasehold improvements.
Previous wording
Interest expense decreased by $1.7 million, or 15%, to $9.6 million for the six months ended June 30, 2025, as compared to the same period in 2024. The change in interest expense was primarily due to a $2.6 million decrease in interest from our floating rate term loan debt, primarily due to a decline in market interest rates and a reduced base margin rate resulting from the refinancing of the term loan, and a $0.5 million decrease related with the amortization of debt issuance cost, partially offset by a $1.2 million decrease in gain from our interest swap hedge activities.
Current wording
Interest expense decreased by $1.9 million, or 11%, to $14.6 million for the nine months ended September 30, 2025, as compared to the same period in 2024. The change in interest expense was primarily due to a $3.4 million decrease in interest from our floating rate term loan debt, primarily due to a decline in market interest rates and a reduced base margin rate resulting from the refinancing of the term loan, and a $0.5 million decrease related to the amortization of debt issuance cost, partially offset by a $1.9 million decrease in gain from our interest swap hedge activities.
Previous wording
Net other income decreased by $0.7 million to $3.2 million for the six months ended June 30, 2025 as compared to the same period in 2024. The decrease in net other income was primarily due to a $2.2 million decrease in interest income, and $0.2 million increase in other miscellaneous expense, partially offset by a $1.6 million increase in gain from remeasurement related to the fluctuation of the foreign currency rate.
Current wording
Net other income increased by $0.1 million to $5.0 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase in net other income was primarily due to a $4.3 million increase in gain from remeasurement related to the fluctuation of the foreign currency rate, partially offset by a $3.5 million decrease in interest income and a $0.7 million increase in other expense.
Previous wording
Our income tax expense was $8.0 million, resulting in an effective income tax rate of 74% for the six months ended June 30, 2025 as compared to an income tax benefit of $0.4 million, or an effective income tax rate of 3%, for the same period in 2024. Our income tax benefit for the six months ended June 30, 2025 and 2024 was primarily due to the tax effects of U.S. pre-tax income, the relative mix of domestic and international earnings, the impact of non-deductible items, adjustments to the valuation allowances, the effects of tax elections made for U.K. earnings, and discrete tax items.
Current wording
Our income tax expense was $6.2 million, resulting in an effective income tax rate of 59% for the nine months ended September 30, 2025, as compared to an income tax benefit of $0.7 million, or an effective income tax rate of 4%, for the same period in 2024. Our income tax expense for the nine months ended September 30, 2025 and 2024 was primarily due to the tax effects of U.S. pre-tax income, the relative mix of domestic and international earnings, the impact of non-deductible items, adjustments to the valuation allowances, the effects of tax elections made for U.K. earnings, and discrete tax items.
Previous wording
Net income was $2.8 million representing a $20.0 million increase in net income for the six months ended June 30, 2025 as compared to a net loss of $17.3 million for the same period of 2024. The increase in net income was primarily due to a $20.6 million increase in revenue, a $10.1 million decrease in operating expenses, a $1.7 million decrease in interest expense, partially offset by an $8.5 million increase in tax expense, a $3.2 million increase in cost of revenue, and a $0.7 million decrease in net other income.
Current wording
Net income was $4.3 million representing a $22.9 million increase in net income for the nine months ended September 30, 2025 as compared to a net loss of $18.6 million for the same period of 2024. The increase in net income was primarily due to a $30.4 million increase in revenue, a $3.2 million decrease in operating expenses, a $1.9 million decrease in interest expense, partially offset by an $7.0 million increase in tax expense and a $5.7 million increase in cost of revenue.
Previous wording
We have consistently generated positive cash flow from operations, providing $35.2 million and $14.1 million as a source of funds for the six months ended June 30, 2025 and 2024, respectively. Our additional liquidity comes from several sources: maintaining adequate balances of cash and cash equivalents, issuing common stock, and accessing credit facilities and revolving lines of credit. The following table provides a summary of the major sources of liquidity for the six- and 12-month periods ended at June 30, 2025 and December 31, 2024 and as of June 30, 2025 and December 31, 2024.
Current wording
We have consistently generated positive cash flow from operations, providing $67.5 million and $31.1 million as a source of funds for the nine months ended September 30, 2025 and 2024, respectively. Our additional liquidity comes from several sources: maintaining adequate balances of cash and cash equivalents, issuing common stock, and accessing credit facilities and revolving lines of credit. The following table provides a summary of the major sources of liquidity for the nine- and 12-month periods ended at September 30, 2025 and December 31, 2024 and as of September 30, 2025 and December 31, 2024.
Previous wording
(a) Net cash from operating activities for six months ended June 30, 2025 and twelve months ended December 31, 2024.
Current wording
(a) Net cash from operating activities for nine months ended September 30, 2025 and twelve months ended December 31, 2024.
Previous wording
(b) Cash balances as of June 30, 2025 and December 31, 2024 included $62.3 million and $45.8 million in cash and cash equivalents, respectively, held outside of the United States.
Current wording
(b) Cash balances as of September 30, 2025 and December 31, 2024 included $71.7 million and $45.8 million in cash and cash equivalents, respectively, held outside of the United States.
Previous wording
On April 11, 2025, our Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to $100.0 million of its common stock. During the second quarter ended June 30, 2025, we repurchased 1,793,279 shares of our common stock for a total purchase price of $25.0 million. As of June 30, 2025, approximately $75.0 million remained available under the stock repurchase program.
Current wording
On April 11, 2025, our Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to $100.0 million of its common stock. During the nine months ended September 30, 2025, we repurchased 3,023,677 shares of our common stock for a total purchase price and fees of $38.7 million. As of September 30, 2025, approximately $61.3 million net after fees, remained available under the stock repurchase program.
Previous wording
Our other material cash requirements from known contractual obligations are principal and interest payments on long term debt. We also have future cash obligations of $16.9 million for lease contracts, which have remaining terms of one to nine years.
Current wording
Our other material cash requirements from known contractual obligations are principal and interest payments on long term debt. We also have future cash obligations of $16.2 million for lease contracts, which have remaining terms of one to nine years.
Previous wording
Our cash flows from operating activities primarily include net income adjusted for (i) non-cash items included in net income, such as provisions (recoveries) for credit losses, depreciation and amortization, stock-based compensation, deferred taxes, and other non-cash items and (ii) changes in the balances of operating assets and liabilities. Net cash provided by operating activities in the first six months of 2025 was $35.2 million, compared to $14.1 million in the same period of 2024. The $21.1 million increase in cash from operating activities was primarily driven by an increase in cash-adjusted net income, a decrease in accounts receivable, and a lower cash outflows related to prepaid and other assets, partially offset by lower cash inflows from deferred revenues and increase cash outflow in accrued expenses and other liabilities.
Current wording
Our cash flows from operating activities primarily include net income adjusted for (i) non-cash items included in net income, such as provisions (recoveries) for credit losses, depreciation and amortization, stock-based compensation, deferred taxes, and other non-cash items and (ii) changes in the balances of operating assets and liabilities. Net cash provided by operating activities in the first nine months of 2025 was $67.5 million, compared to $31.1 million in the same period of 2024. The $36.4 million increase in cash from operating activities was primarily driven by an increase in cash-adjusted net income, a decrease in accounts receivable, a decrease in cash outflow in accrued expenses and other liabilities, and lower cash outflows related to prepaid and other assets, partially offset by lower cash inflows from deferred revenues.
Previous wording
Net cash used by investing activities in the first six months of 2025 was $12.7 million, an increase of $3.0 million, compared to $9.7 million in the same period of 2024. The change in investing activities was primarily due to a $3.5 million increase in cash utilized in capitalized software development costs to support our growth, and a $0.5 million decrease in cash outflow for capital expenditure.
Current wording
Net cash used in investing activities in the first nine months of 2025 was $19.5 million, an increase of $4.3 million, compared to $15.2 million in the same period of 2024. The change in investing activities was primarily due to a $4.8 million increase in cash utilized in capitalized software development costs to support our growth and a $0.5 million decrease in cash outflow for capital expenditure.
Previous wording
Net cash used by financing activities in the first six months of 2025 was $44.7 million, compared to $14.1 million in the same period of 2024. The $30.6 million increase in cash outflow in financing activities was primarily due to a $25.0 million increase in cash used for repurchasing the company's common stock, a $6.3 million decrease in cash inflow from debt refinancing activities, a $2.8 million increase in cash payments for contingent consideration related to a business acquisition, a $0.7 million increase in prepayments on term loan debt, partially offset by a $3.1 million decrease in cash payments associated with share awards vested and withheld for payroll tax and a $1.2 million decrease in payment for debt refinancing fees.
Current wording
Net cash used by financing activities in the first nine months of 2025 was $59.2 million, compared to $19.7 million in the same period of 2024. The $39.5 million increase in cash outflow in financing activities was primarily due to a $38.7 million increase in cash used in connection with repurchasing the Company's common stock, a $6.3 million decrease in cash inflow from debt refinancing activities, and a $0.7 million increase in prepayments on term loan debt, partially offset by a $3.1 million decrease in cash payments associated with share awards vested and withheld for payroll tax, a $1.9 million decrease in cash payments for contingent consideration related to a business acquisition, and a $1.2 million decrease in payment for debt refinancing fees.
Previous wording
All obligations under the Credit Agreement, and the guarantees of those obligations, are secured on a first lien basis, subject to certain exceptions, by substantially all of our assets and the assets of the other guarantors. As of June 30, 2025, we were in compliance with the covenants of the Credit Agreement.
Current wording
All obligations under the Credit Agreement, and the guarantees of those obligations, are secured on a first lien basis, subject to certain exceptions, by substantially all of our assets and the assets of the other guarantors. As of September 30, 2025, we were in compliance with the covenants of the Credit Agreement. Additionally, in October 2025, the Company entered into a Sixth Amendment to its Credit Agreement, which, among other changes, reduces the applicable rate for existing term loans. For further details on the Sixth Amendment, see Note 14, “Subsequent Event”.
Previous wording
As of June 30, 2025, we had $297.0 million of outstanding borrowings on the term loan, and $100.0 million of availability under the revolving credit facility under the Credit Agreement.
Current wording
As of September 30, 2025, we had $296.3 million of outstanding borrowings on the term loan, and $100.0 million of availability under the revolving credit facility under the Credit Agreement.
Previous wording
There have been no material changes to our contractual obligations during the six months ended June 30, 2025 from those disclosed in our 2024 Annual Report, except for payments made in the ordinary course of business.
Current wording
There have been no material changes to our contractual obligations during the nine months ended September 30, 2025 from those disclosed in our 2024 Annual Report, except for payments made in the ordinary course of business.
Previous wording
We recorded income tax expense of $8.0 million for the six months ended June 30, 2025 and income tax benefit $0.4 million for the six months ended June 30, 2024.
Current wording
We recorded income tax expense of $6.2 million for the nine months ended September 30, 2025 and income tax benefit $0.7 million for the nine months ended September 30, 2024.