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Jefferies:稳定币与支付_我们学到的 10 件事
2025-07-01 00:40
Summary of Key Points from the Research Report Industry Overview - The report focuses on the payments ecosystem, particularly the impact of stablecoins on cross-border payments and the competitive landscape involving major players like Visa (V), Mastercard (MA), and Corpay (CPAY) [1][2]. Core Insights 1. **Stablecoins and Cross-Border Payments**: - Stablecoins do not provide significant speed or cost advantages for most cross-border flows, as G10 currencies dominate these transactions, making them already efficient [2]. - 80%+ of cross-border flows involve G10 currencies, with spreads in highly liquid currency pairs being as low as <1 basis point [2]. 2. **Last-Mile Conversion Issues**: - Stablecoins fail to address the last-mile conversion into fiat currency, which is essential for payments to be deposited into bank accounts [2]. - 95% of CPAY's cross-border revenue is linked to foreign exchange (FX) conversion, primarily in G20 currencies [2]. 3. **Business Adoption of Stablecoins**: - There is a growing willingness among consumers in volatile currency markets to hold stablecoins, but businesses still require local fiat for operations [2]. - The risk lies in businesses becoming more comfortable with holding balances in stablecoins [2]. 4. **FX Conversion Spreads**: - Spreads on FX conversion into exotic currencies are unlikely to compress with the rise of stablecoins, as liquidity remains a critical factor [2]. - In some markets, converting stablecoins can be more expensive than traditional currency conversions [2]. 5. **Disintermediation Risks**: - The disintermediation of traditional providers like CPAY in favor of crypto-native providers is deemed unlikely, as existing providers have established customer relationships and can integrate stablecoins more seamlessly [2]. 6. **Treasury Management Efficiency**: - Stablecoins can enhance treasury management and pre-funding of accounts in local markets, potentially improving margins [2]. 7. **Peer-to-Peer Remittance**: - Stablecoins may reduce basis risk for peer-to-peer remittance companies, potentially lowering consumer pricing by minimizing the time gap between fund availability and settlement [2]. 8. **Consumer Payment Risks**: - There is little belief that stablecoins pose a significant risk to Visa and Mastercard in consumer payments, as the current payment systems are convenient and secure [2]. Company-Specific Insights - **Corpay, Inc. (CPAY)**: - Price target set at $375 based on approximately 15x FY26E EPS estimate. Risks include fuel price volatility, FX fluctuations, regulatory changes, and competition [4]. - **Mastercard, Inc. (MA)**: - Price target set at $655 based on approximately 35x CY26E EPS estimate. Risks include macroeconomic factors, consumer spending, regulatory issues, and competition [5]. - **Payoneer Global Inc. (PAYO)**: - Price target set at $8.50 based on approximately 12x FY26 adjusted EBITDA estimate. Risks include macroeconomic conditions, consumer spending, competition, customer concentration, fraud, and data security [6]. - **Visa, Inc. (V)**: - Price target set at $410 based on approximately 32x FY26E EPS estimate. Risks include macroeconomic factors, consumer spending, regulatory issues, and competition [7]. Additional Considerations - The report highlights a significant investor interest in the payments sector, particularly regarding stablecoins and their implications for traditional payment systems [3]. - The analysis emphasizes the importance of understanding the liquidity dynamics and regulatory environment surrounding stablecoins and traditional payment methods [2][4][5][6][7].
Corpay (CPAY) Earnings Call Presentation
2025-06-24 05:50
Acquisitions - Corpay signed a definitive agreement to acquire GPS Capital Markets LLC for $725 million[5, 16] - The GPS acquisition is expected to close on January 1, 2025[6, 16] - Corpay expects to close the Paymerang acquisition on July 1, 2024, for approximately $475 million[9, 16] - These acquisitions are expected to increase existing Corporate Payments revenue by approximately 15%[12] Financial Performance and Projections - GPS Capital Markets LLC has experienced approximately 19% revenue CAGR since 2016 and has a mid 40% EBITDA margin[6, 7] - Paymerang has experienced over 20% annual revenue growth and is profitable[10] - Corpay anticipates Corporate Payments revenue to be between $1.325 billion and $1.425 billion[13] - With the acquisitions of GPS and Paymerang, Corporate Payments revenue is projected to increase by 15%, reaching between $1.525 billion and $1.625 billion[13] - Corpay expects its Corporate Payments business to approach approximately $2 billion in revenue in 2026[14] Capital Allocation - Corpay expects to deploy approximately $2.1 billion in capital[16] - Approximately $900 million is allocated for share repurchases year-to-date[16]
Why Is Corpay (CPAY) Up 0.3% Since Last Earnings Report?
ZACKS· 2025-06-05 16:37
Company Overview - Corpay shares have increased by approximately 0.3% since the last earnings report, underperforming the S&P 500 [1] - Recent estimates for Corpay have trended downward over the past month [2] Performance Metrics - Corpay has a subpar Growth Score of D and a similar score for momentum, with a value grade of C, placing it in the middle 20% for this investment strategy [3] - The overall aggregate VGM Score for Corpay is D, indicating a lack of strong performance across multiple investment strategies [3] Outlook - The downward trend in estimates suggests a negative shift in expectations for Corpay, which currently holds a Zacks Rank 3 (Hold) [4] - An in-line return is anticipated for Corpay in the upcoming months [4] Industry Comparison - Corpay is part of the Zacks Financial Transaction Services industry, where MasterCard has seen a gain of 3.1% over the past month [5] - MasterCard reported revenues of $7.25 billion for the last quarter, reflecting a year-over-year increase of 14.2%, with EPS rising from $3.31 to $3.73 [5] - MasterCard's expected earnings for the current quarter are $4.05 per share, indicating a year-over-year change of 12.8% [6]
Corpay (CPAY) FY Conference Transcript
2025-06-04 17:22
Summary of Corpay (CPAY) FY Conference Call - June 04, 2025 Company Overview - **Company**: Corpay (CPAY) - **Industry**: FinTech, specifically focusing on B2B payments - **Revenue**: $4 billion in the previous year, projected to reach $4.4 billion in 2025 - **Free Cash Flow**: Expected to be between $1.4 billion and $1.5 billion in 2025 - **Geographic Focus**: Primarily operates in the U.S., North America, Brazil, the U.K., Europe, and Australia/New Zealand [7][8] Core Business Segments 1. **Corporate Payments** - Represents about 35% of total revenue - Growing at a rate of 15% to 20% annually - Focused on construction, transportation, logistics, and business services [11][12] - 60% of corporate payments are international, 40% domestic [14] 2. **Vehicle Payments** - Accounts for nearly 50% of revenue - Split into international, Brazil, and North America segments - 80% of vehicle payments are in the fuel space, with plans to diversify into other payment categories [17][18] 3. **Lodging Payments** - Represents just under 15% of overall revenue - Serves blue-collar workers, airlines, and insurance businesses [20][22] Financial Performance - **Revenue Growth**: 17% CAGR since IPO, with 19% growth in profits - **EBITDA Margins**: Mid-50s percentage, with fluctuations during acquisitions [24][25] - **Organic Revenue Growth Target**: 10% annually, with EBITDA expected to grow in the low to mid-teens [26][27] Strategic Initiatives - **Partnership with Mastercard**: Investment of $300 million for a stake in the cross-border payment business, expected to close in H2 2025 [31] - **Acquisition of Avid Exchange**: Investment of $550 million for a one-third stake, focusing on domestic payables [35] - **Focus on Financial Institutions**: Aiming to increase revenue from institutional clients, currently less than 10% of total revenue [34] Market Opportunity - **Total Addressable Market (TAM)**: B2B payments market estimated at $60 trillion, with Corpay holding only 2% to 3% market share [2][41] - **Retention Rate**: Over 92%, with improvements expected from enhanced client experience initiatives [48] Key Takeaways - Corpay is positioned as a leading provider in the corporate payments space with significant growth potential - The company is focused on strategic partnerships and acquisitions to enhance its service offerings and market reach - Continued emphasis on organic growth and capital allocation to maximize shareholder value [41][42]
SHAREHOLDER ALERT: Purcell & Lefkowitz LLP Announces Shareholder Investigation of Corpay, Inc. (NYSE: CPAY)
Prnewswire· 2025-05-27 12:00
Core Viewpoint - Purcell & Lefkowitz LLP is investigating Corpay, Inc. to determine if its directors breached fiduciary duties related to recent corporate actions [1] Group 1 - The investigation is on behalf of Corpay's shareholders [1] - Shareholders interested in their rights and options can contact Purcell & Lefkowitz LLP for more information [1] - The law firm specializes in representing shareholders affected by securities fraud and corporate misconduct [2]
Corpay (CPAY) FY Conference Transcript
2025-05-20 13:00
Summary of Corpay (CPAY) FY Conference Call - May 20, 2025 Company Overview - **Company**: Corpay (CPAY) - **Event**: FY Conference Call - **Date**: May 20, 2025 Key Points Industry and Economic Outlook - The current economic environment is stable with no significant negative trends impacting the business at this time [3][4] - Political factors are creating some market churn, but Corpay's volumes and trends are steady and in line with expectations [4] Corporate Payments Segment - Corpay's corporate payments business consists of domestic payables and international payments, with a 60% to 40% split between cross-border and domestic payments [6] - Direct business accounts for approximately 90% of domestic payables revenue, indicating strong customer engagement and retention [7] Partnership with Mastercard - Corpay has entered into a partnership with Mastercard, which includes a $300 million investment for a 3% stake in Corpay's cross-border unit [9] - This partnership aims to enhance Corpay's visibility and access to tier two and tier three banks, where many international payments are made inefficiently in USD [11][12] - The collaboration is expected to contribute 2-3 percentage points to cross-border revenue growth by 2026 [13][14] Investment in Avid Exchange - Corpay has invested approximately $550 million for a one-third stake in Avid Exchange, partnering with TPG as the majority owner [16][17] - The investment aims to leverage Corpay's existing scale and expertise to drive growth in Avid Exchange [18] M&A Strategy - Corpay maintains a high appetite for mergers and acquisitions, focusing on strategic acquisitions that enhance core capabilities and shareholder value [24][25] - The company is looking to invest in corporate payment space opportunities that are accretive to earnings [26] Vehicle Payments Business - Corpay has shifted its focus to larger, healthier customers in the vehicle payments sector, moving away from micro-SMBs [29][30] - The company reports solid same-store sales trends and improved customer retention, with a churn rate of less than 7.5% [33][34] - The goal is to achieve 20% sales growth, contributing to 10% organic growth year-over-year [35] Brazil Market Strategy - Corpay has expanded its presence in Brazil through acquisitions of Gringo and ZapPay, enhancing its vehicle debt management offerings [46][48] - The Brazilian market is characterized by a high reliance on vehicles, and the new acquisitions have added 20 million incremental users to Corpay's platform [51] Lodging Segment Performance - The lodging segment faced a tough comparison in Q1 due to prior year events and has seen some softness in customer demand [56][57] - The company believes that its products provide cost savings and better oversight for customers, with expectations of mid-single-digit growth in the back half of the year [58] Non-Core Divestitures - Corpay is considering divesting non-core assets totaling approximately $2 billion to focus on growth areas that drive shareholder value [62][64] Electric Vehicle (EV) Strategy - Corpay has prepared to service fleet customers transitioning to electric vehicles, particularly in Europe, but notes that the EV market is currently not a hot topic [69][71] - The company is agnostic to fuel types and is positioned to support both petrol and electric vehicles [72][73] Additional Insights - The company is actively monitoring the macroeconomic environment and adjusting its strategies accordingly, particularly in the vehicle payments and corporate payments sectors [2][3] - Corpay's focus on strategic partnerships and acquisitions is aimed at enhancing its market position and driving long-term growth [24][25][26]
Corpay Stock Jumps 25% in a Year: Here's What You Should Know
ZACKS· 2025-05-19 15:50
Core Insights - Corpay, Inc. (CPAY) has experienced a 25% increase in share value over the past year, outperforming the Zacks S&P 500 composite's growth of 13.6% [1] Revenue and Earnings Outlook - CPAY's revenues are projected to grow by 11.3% year-over-year in 2025 and 10.6% in 2026, while earnings are expected to rise by 10.4% in 2025 and 16% in 2026 [3] - The company raised its 2025 revenue guidance to a range of $4.38-$4.46 billion, up from the previous estimate of $4.35-$4.45 billion, indicating continuous improvement from the third quarter of 2024's expectation of $3.98-$4.01 billion [4] Organic Revenue Growth - CPAY's organic revenues increased by 13% in 2022, 10% in 2023, and surged by 20% in 2024, driven by higher transaction volumes and revenues per transaction [5] Marketing and Sales Strategy - The company employs a multi-channel approach to expand its customer base, utilizing digital channels, direct sales forces, and strategic partnerships, which enhances the efficiency of its sales team [6] Acquisition Strategy - CPAY actively acquires companies to broaden its customer base and service offerings, with notable acquisitions including GPS Capital Markets and PayByPhone, which enhance its corporate payments and vehicle payment solutions [7][8]
Corpay and Computer Guidance Corporation Release New Case Study Highlighting Integrated AP Automation
Prnewswire· 2025-05-19 13:00
Core Insights - Corpay and Computer Guidance Corporation have released a joint case study highlighting their integrated accounts payable automation solution for S.T. Wooten, a construction firm [1][4] - The partnership aims to modernize and streamline back-office operations for construction companies through secure payment automation within existing ERP systems [2][3] Company Overview - Computer Guidance Corporation provides a leading construction enterprise resource planning (ERP) solution, serving thousands of clients across North America, with over 20% of clients on top ENR lists [5] - Corpay is a global S&P 500 corporate payments company that processes 1.9 billion transactions annually and is the number one B2B commercial Mastercard issuer in North America [6][7] Solution Features - The integrated solution is built on a flexible, API-based framework that allows real-time data exchange between Corpay's payment automation platform and Computer Guidance's eCMS ERP system, enhancing visibility and accuracy while reducing manual processing [3][4] - The case study emphasizes the benefits of reducing payment friction, strengthening vendor relationships, and allowing accounts payable teams to focus on strategic initiatives [4][5] Market Impact - The collaboration between Corpay and Computer Guidance aims to simplify workflows, improve control, and drive meaningful cost savings for construction finance teams [5] - The unified spend management platform, Corpay Complete, offers various solutions including Payments Automation and Invoice Automation, which help clients automate and secure business payments [7]
Corpay Q1 Earnings Beat on Corporate Payment Solutions, Revenues Miss
ZACKS· 2025-05-15 15:26
Core Insights - Corpay, Inc. (CPAY) reported strong first-quarter 2025 results, with a notable increase in corporate payment solutions sales, leading to an 8.1% rise in share price since the earnings release on May 6 [1] Financial Performance - CPAY achieved adjusted earnings per share of $4.51, slightly exceeding the Zacks Consensus Estimate, reflecting a 10% year-over-year growth [2] - Total revenues reached $1 billion, marking a 7.5% increase from the previous year, although it slightly missed the consensus estimate [2] Segment Performance - The vehicle payments segment generated revenues of $487.1 million, a slight decline from the previous year, and fell short of the estimated $506.7 million; however, significant growth was noted in Brazil due to increased toll tag sales and improvements in electric vehicle offerings in the U.K. and Europe [3] - The corporate payments segment saw revenues of $352.7 million, a 33% year-over-year increase, surpassing the estimated $335.7 million, driven by strong sales of corporate payment solutions and improved payables revenues [4] - The lodging payments segment reported revenues of $110.2 million, a slight decrease from the year-ago quarter, but better than the estimated $115.8 million, attributed to low airline revenues and volume softness [5]
Corpay, Inc.(CPAY) - 2025 Q1 - Quarterly Report
2025-05-12 20:59
[Part I - Financial Information](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20FINANCIAL%20STATEMENTS) Corpay's Q1 2025 financial results show revenue and net income growth, asset expansion, and negative operating cash flow [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to **$18.55 billion** by March 31, 2025, driven by receivables and goodwill, with equity also growing - Total assets increased by **$590.8 million** from December 31, 2024, to March 31, 2025[11](index=11&type=chunk) - Goodwill increased from **$5.98 billion** to **$6.19 billion** during the quarter, reflecting recent acquisition activity[11](index=11&type=chunk) - Total debt (current and noncurrent notes payable, lines of credit, and securitization facility) increased from **$7.99 billion** to **$8.17 billion**[11](index=11&type=chunk) [Consolidated Statements of Income](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Income) Q1 2025 revenues grew **7.5%** to **$1.006 billion**, with operating income and net income also increasing significantly Income Statement Item | Income Statement Item | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | **Revenues, net** | $1,005,667 | $935,251 | | **Operating Income** | $427,124 | $397,338 | | **Net Income Attributable to Corpay** | $243,233 | $229,769 | | **Diluted EPS** | $3.40 | $3.12 | [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Income) Total comprehensive income for Q1 2025 significantly increased to **$351.2 million**, primarily due to positive foreign currency translation gains - Foreign currency translation gains were **$153.6 million** in Q1 2025, compared to losses of **$96.1 million** in Q1 2024[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Statements%20of%20Cash%20Flows) Q1 2025 saw a **$74.2 million** net cash outflow from operations, increased investing cash use for acquisitions, and cash provided by financing activities Cash Flow Activity | Cash Flow Activity (in thousands) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Net cash (used in) provided by operating activities** | $(74,151) | $350,184 | | **Net cash used in investing activities** | $(183,918) | $(102,344) | | **Net cash provided by (used in) financing activities** | $142,297 | $(158,551) | - Cash used for acquisitions was **$153.7 million** in Q1 2025, up from **$56.3 million** in Q1 2024[19](index=19&type=chunk) - Cash used for common stock repurchases decreased significantly to **$58.7 million** in Q1 2025 from **$288.8 million** in Q1 2024[19](index=19&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Notes detail accounting policies, revenue by segment, the **$153.7 million** Gringo acquisition, debt amendments, derivatives, and post-quarter strategic investments Revenue by Segment | Revenue by Segment (Q1 2025) | Amount (in millions) | % of Total | | :--- | :--- | :--- | | **Vehicle Payments** | $487.1 | 48% | | **Corporate Payments** | $352.7 | 35% | | **Lodging Payments** | $110.2 | 11% | | **Other** | $55.7 | 6% | - In February 2025, the Company acquired 100% of Gringo, a Brazil-based vehicle compliance payment company, for approximately **$153.7 million**[50](index=50&type=chunk) - Subsequent to quarter-end, the company announced a strategic partnership with Mastercard, including a **$300 million** investment by Mastercard for a **2.8%** interest in Corpay's Cross-Border business, and a **$550 million** minority investment in the acquisition of AvidXchange[98](index=98&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk) Financial Metric | Financial Metric | Q1 2025 | Q1 2024 | Change | | :--- | :--- | :--- | :--- | | **Revenues, net** | $1,005.7M | $935.3M | +7.5% | | **Operating Income** | $427.1M | $397.3M | +7.5% | | **Net Income Attributable to Corpay** | $243.2M | $229.8M | +5.9% | | **Diluted EPS** | $3.40 | $3.12 | +9.0% | Balance Sheet Item | Balance Sheet Item | March 31, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | $18,547.8M | $17,957.0M | | **Total Liabilities** | $15,053.7M | $14,811.0M | | **Total Equity** | $3,494.1M | $3,146.0M | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management reported strong Q1 2025 results with **7.5%** consolidated revenue growth, driven by **9%** organic growth, despite macroeconomic headwinds, maintaining robust liquidity Non-GAAP Metric | Non-GAAP Metric (Q1 2025) | Amount (in millions) | Change vs. Q1 2024 | | :--- | :--- | :--- | | **Adjusted Net Income** | $322.9 | +7.2% | | **Adjusted EBITDA** | $555.4 | +7.5% | | **Adjusted EBITDA Margin** | 55.2% | Flat | - Organic revenue growth was **9%**, driven by increases in spend and transaction volumes, and new sales initiatives[137](index=137&type=chunk) - Macroeconomic headwinds, primarily unfavorable foreign exchange rates of ~**$42 million**, negatively impacted consolidated revenues by approximately **$51 million**[138](index=138&type=chunk)[139](index=139&type=chunk) [Results of Operations](index=32&type=section&id=Results%20of%20Operations) Q1 2025 consolidated revenue grew **7.5%** to **$1.006 billion**, driven by **32.9%** surge in Corporate Payments, while Vehicle and Lodging Payments saw declines Segment Performance | Segment Performance (Q1 2025 vs Q1 2024) | Revenue Change | Operating Income Change | | :--- | :--- | :--- | | **Vehicle Payments** | -1.4% | +2.0% | | **Corporate Payments** | +32.9% | +29.8% | | **Lodging Payments** | -1.0% | -8.5% | | **Other** | -13.7% | -10.2% | - Corporate Payments growth was driven by a **19%** increase in spend volume and approximately **$36 million** in revenue from recent acquisitions[151](index=151&type=chunk) - Vehicle Payments revenue was negatively impacted by **$36 million** from unfavorable FX rates and **$9 million** from the disposition of the merchant solutions business[149](index=149&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20capital%20resources) Corpay maintained **$2.8 billion** in liquidity, increased Term Loan B by **$750 million**, used cash for acquisitions and repurchases, and announced future strategic investments - Total liquidity stood at approximately **$2.8 billion** at quarter-end[157](index=157&type=chunk) - In February 2025, the company amended its Credit Agreement to increase Term Loan B commitments by **$750 million**, using the proceeds to pay down the revolving credit facility[165](index=165&type=chunk) - The company has a stock repurchase program with **$1.2 billion** of remaining authorization as of March 31, 2025[179](index=179&type=chunk) [Management's Use of Non-GAAP Financial Measures](index=38&type=section&id=Management%27s%20Use%20of%20Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP metrics like Adjusted Net Income (**$322.9 million**) and Adjusted EBITDA (**$555.4 million**), used to assess core performance and organic growth Reconciliation to Adjusted Net Income | Reconciliation to Adjusted Net Income (Q1 2025, in thousands) | Amount | | :--- | :--- | | **Net income attributable to Corpay (GAAP)** | **$243,233** | | Stock-based compensation | $18,366 | | Amortization | $66,066 | | Integration and deal related costs | $11,389 | | Other adjustments | $11,488 | | Income tax effect of adjustments | $(27,616) | | **Adjusted net income attributable to Corpay (Non-GAAP)** | **$322,926** | Reconciliation to Adjusted EBITDA | Reconciliation to Adjusted EBITDA (Q1 2025, in millions) | Amount | | :--- | :--- | | **Net income (GAAP)** | **$243.9** | | Provision for income taxes | $83.6 | | Interest expense, net | $93.9 | | Depreciation and amortization | $92.2 | | Other adjustments | $5.7 | | **EBITDA (Non-GAAP)** | **$519.3** | | Stock-based compensation | $18.4 | | Other addbacks | $17.7 | | **Adjusted EBITDA (Non-GAAP)** | **$555.4** | [Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=Item%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) No material changes to the company's market risk profile were reported as of March 31, 2025, compared to the 2024 Form 10-K disclosures - There have been no material changes to the company's market risk from that disclosed in the 2024 Form 10-K[203](index=203&type=chunk) [Controls and Procedures](index=44&type=section&id=Item%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were not effective as of March 31, 2025, due to a material weakness in IT general controls, with a remediation plan underway - The CEO and CFO concluded that disclosure controls and procedures were not effective as of March 31, 2025[204](index=204&type=chunk) - The ineffectiveness is due to a material weakness in IT general controls related to user access management over certain IT systems[205](index=205&type=chunk) - A remediation plan is underway, focusing on enhancing IT compliance oversight, training, documentation, and system controls. The material weakness will not be considered remediated until the new controls have operated effectively for a sufficient period[208](index=208&type=chunk)[209](index=209&type=chunk) [Part II - Other Information](index=46&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) [Legal Proceedings](index=46&type=section&id=Item%201.%20LEGAL%20PROCEEDINGS) A shareholder derivative lawsuit was dismissed, while an ongoing FTC lawsuit regarding marketing practices is under appeal, with no estimable loss range - A consolidated shareholder derivative lawsuit was dismissed on April 1, 2025, and as of the filing date, no appeal had been filed[215](index=215&type=chunk) - The FTC lawsuit, alleging unfair and deceptive practices, is ongoing. The case is under appeal in the Eleventh Circuit following a district court's summary judgment ruling that found liability but denied the FTC's claim for monetary relief[216](index=216&type=chunk)[217](index=217&type=chunk) - The company is currently unable to predict the outcome or estimate the possible losses resulting from the ongoing legal proceedings[219](index=219&type=chunk) [Risk Factors](index=47&type=section&id=Item%201A.%20RISK%20FACTORS) No material changes in the company's risk factors were reported from those disclosed in the 2024 Annual Report on Form 10-K - There have been no material changes in risk factors from those disclosed in the company's 2024 Annual Report on Form 10-K[220](index=220&type=chunk) [Unregistered Sales of Equity Securities and Issuer Purchases of Equity Securities](index=47&type=section&id=Item%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%2C%20USE%20OF%20PROCEEDS%20AND%20ISSUER%20PURCHASE%20OF%20EQUITY%20SECURITIES) In Q1 2025, the company repurchased **157,234** shares for **$58.7 million** to satisfy employee tax obligations, with **$1.2 billion** remaining in its repurchase program - In Q1 2025, the company withheld **157,234** shares to satisfy employee tax obligations, effectively repurchasing them for a total of approximately **$58.7 million**[223](index=223&type=chunk) - As of March 31, 2025, **$1.2 billion** remained available for future repurchases under the company's publicly announced stock repurchase program[221](index=221&type=chunk) [Defaults Upon Senior Securities](index=47&type=section&id=Item%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This section is not applicable for the current reporting period [Mine Safety Disclosures](index=47&type=section&id=Item%204.%20MINE%20SAFETY%20DISCLOSURES) This section is not applicable for the current reporting period [Other Information](index=47&type=section&id=Item%205.%20OTHER%20INFORMATION) No director or executive officer adopted, modified, or terminated a Rule 10b5-1 trading plan during the quarter - No director or executive officer adopted, modified, or terminated a Rule 10b5-1 trading plan during the reported period[225](index=225&type=chunk) [Exhibits](index=48&type=section&id=Item%206.%20EXHIBITS) This section lists exhibits filed with the Form 10-Q, including corporate governance documents, credit agreements, and certifications