Financial Data and Key Metrics Changes - The company achieved over €500,000,000 in adjusted EBITDA over the last twelve months, with adjusted EBITDA growth of 4% to €133,000,000 and an adjusted EBITDA margin expansion of 70 basis points year over year to reach 21% [4][10][22] - Revenue for the quarter was up 1% year over year, reaching $631,000,000, which was above guidance midpoint [10][20] - Free cash flow generated in the quarter was $27,000,000, although it declined year over year due to one-time elements from the previous year [22] Business Line Data and Key Metrics Changes - Total transaction volume increased by 1% on a workday adjusted basis, with total transaction value (TTV) growing 3% to $7,900,000,000 [9][10] - The company reported a high customer retention rate of 95% over the last twelve months, with total new wins value reaching €3,200,000,000, including €2,200,000,000 from SME customers [5][10] Market Data and Key Metrics Changes - Transaction growth in The Americas reached 2% in May and June, while EMEA transactions improved dramatically to 3% during the same period [13] - Air transactions stabilized in May and June after a decline in April, with hotel transactions showing a 4% growth in May and June, outpacing air transactions [11][12] Company Strategy and Development Direction - The company is focused on efficiency gains and driving operating leverage, with a strong emphasis on increasing hotel revenues and digital transactions [12][21] - The pending acquisition of CWT is expected to create significant value, with anticipated net synergies of approximately $155,000,000 over three years [8][39] Management's Comments on Operating Environment and Future Outlook - Management noted that macroeconomic uncertainty impacted demand in April but improved in May and June, leading to confidence in the demand environment moving forward [10][11] - The company raised and narrowed its full-year 2025 guidance, expecting revenue growth of 2% to 4% year over year, with a midpoint of $2,488,000,000 [25][26] Other Important Information - The company has nearly $1,000,000,000 in available liquidity and plans to initiate a stock repurchase program under a previously announced $300,000,000 authorization [7][29] - The acquisition of CWT is valued at $540,000,000 on a cash-free, debt-free basis, with a portion of the consideration funded through cash on hand [9][28] Q&A Session Summary Question: Will ongoing share gains continue in the second half of the year? - Management confirmed that continued share gains are expected in the second half, driven by increased sales and marketing investments to accelerate net new wins [33] Question: Do you have visibility into CWT's 2025 performance? - Management stated that detailed information about CWT's financial performance will be available post-close, with an update expected during the Q3 results announcement [37] Question: What drove the deceleration in APAC? - The deceleration in APAC was primarily driven by Australia, influenced by the timing of tariffs and the mining vertical [42] Question: Are the declines in April recoverable? - Management indicated that the declines in April were due to macroeconomic uncertainty and not necessarily recoverable, as companies became more confident in planning in May and June [45]

Financial Data and Key Metrics Changes - The company achieved over €500,000,000 in adjusted EBITDA over the last twelve months, with adjusted EBITDA growth of 4% to €133,000,000 and an adjusted EBITDA margin expansion of 70 basis points year over year to reach 21% [4][11][22] - Revenue for the quarter was up 1% year over year, reaching $631,000,000, which was above guidance midpoint [11][20] - Total transaction value (TTV) grew 3% on a workday adjusted basis to reach $7,900,000,000, driven by transaction growth and higher average ticket prices [11][22] Business Line Data and Key Metrics Changes - Total new wins value reached €3,200,000,000 over the last twelve months, with €2,200,000,000 from SME customers, and a high customer retention rate of 95% [5][11] - Air transactions stabilized in May and June after a decline in April, while hotel transactions grew by 4% in May and June, outpacing air transactions [12][13] - Transaction growth for global multinational customers was up 3% in May and June, while SME customers saw a 2% growth, a significant improvement from April [12][14] Market Data and Key Metrics Changes - Transaction growth in The Americas reached 2% in May and June, while EMEA transactions improved dramatically to 3% [14] - The company noted that industries with greater exposure to tariffs, such as mining and oil, continued to see slower demand, while technology and financial services showed strong performance [15][17] - The meetings and events business is performing well, with an anticipated 5% year-over-year increase in the number of meetings in the second half of the year [17] Company Strategy and Development Direction - The company is focused on efficiency gains and driving operating leverage, which is reflected in flat adjusted operating expenses and strong margin expansion [4][22] - The pending acquisition of CWT is expected to create significant value, with an anticipated $155,000,000 in identified net synergies over three years [6][9][40] - The company plans to accelerate share repurchases and maintain a strong balance sheet post-acquisition [7][29] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the improved demand environment, noting that macroeconomic uncertainty seems to be moderating [16] - The company raised and narrowed its full-year 2025 guidance, expecting revenue growth of 2% to 4% year over year, with a midpoint of $2,488,000,000 [25][26] - Management indicated that the second half of the year is expected to show continued share gains and improved transaction growth, particularly in the SME segment [34][35] Other Important Information - The company has nearly $1,000,000,000 in available liquidity and has reduced net debt, with a leverage ratio of 1.6 times as of June 30, 2025 [6][23] - The acquisition of CWT is valued at $540,000,000 on a cash-free, debt-free basis, with $50,000,000 of shares to be issued to CWT shareholders [9][10] Q&A Session Summary Question: Does the ongoing low single-digit FX neutral revenue growth underwrite ongoing share gains? - Management confirmed that continued share gains are expected in the second half of the year, with increased sales and marketing investments to accelerate net new wins [33][34] Question: Do you have visibility into CWT's 2025 performance? - Management stated that detailed information about CWT's financial performance will be provided post-close, with an expectation of $155,000,000 in net synergies over three years [39][40] Question: What drove the deceleration in APAC? - The deceleration in APAC was primarily driven by Australia, influenced by the timing of tariffs and the mining vertical [44] Question: Are the declines in April recoverable? - Management indicated that April's weaker transaction volumes were driven by macroeconomic uncertainty, and those transactions are not necessarily recoverable [47] Question: How are July trends looking? - Management reported positive trends in July, consistent with guidance for the second half of the year, but emphasized the importance of September for Q3 volumes [52]

Core Viewpoint - Global Business Travel Group, Inc. (GBTG) reported quarterly earnings of $0.03 per share, exceeding the Zacks Consensus Estimate of $0.02 per share, but down from $0.07 per share a year ago, indicating a 50% earnings surprise [1] Financial Performance - GBTG posted revenues of $631 million for the quarter ended June 2025, surpassing the Zacks Consensus Estimate by 0.71% and showing a slight increase from $625 million year-over-year [2] - Over the last four quarters, the company has exceeded consensus EPS estimates two times and revenue estimates two times [2] Stock Performance - GBTG shares have declined approximately 32.8% since the beginning of the year, contrasting with the S&P 500's gain of 7.6% [3] - The stock currently holds a Zacks Rank 3 (Hold), indicating expected performance in line with the market in the near future [6] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is $0.04 on revenues of $583.85 million, and for the current fiscal year, it is $0.21 on revenues of $2.42 billion [7] - The trend of estimate revisions for GBTG was mixed ahead of the earnings release, which may change following the recent report [6] Industry Context - The Internet - Software industry, to which GBTG belongs, is currently ranked in the top 32% of over 250 Zacks industries, suggesting a favorable outlook compared to lower-ranked industries [8]

Q2 2025 Financial Highlights - Revenue grew 1% YOY to $631 million[17] - Adjusted EBITDA grew 4% YOY to $133 million, reaching >$500 million over LTM[17] - Adjusted EBITDA margin expansion of 70 bps YOY to 21%[17] - Free Cash Flow generation of $27 million[17] FY 2025 Guidance - FY revenue growth guidance of 2% – 4%[17] - Adjusted EBITDA growth of 6% – 13%[17] - Adjusted EBITDA Margin guidance of 20.5% - 21.5%[39] - Free Cash Flow guidance of $140 million - $160 million[39] CWT Acquisition - CWT acquisition now expected to close in Q3 2025[17, 19] - CWT shareholders will own ~10% of the combined company upon closing[20] Balance Sheet - Net Debt down $70 million YOY[17] - Leverage ratio lowered to 1.6x[17]

Q2 2025 Earnings Release Overview [Executive Summary & Highlights](index=1&type=section&id=Executive%20Summary%20%26%20Highlights) Amex GBT exceeded Q2 2025 expectations, raising full-year guidance, expanding margins, and maintaining strong customer retention - **Financial results exceeded expectations**, leading to **raised and narrowed full-year 2025 guidance**[1](index=1&type=chunk)[2](index=2&type=chunk) - **Adjusted EBITDA margin expanded by 70 basis points year-over-year to 21%**, reflecting efficiency and growth investment[2](index=2&type=chunk)[3](index=3&type=chunk) - **CWT acquisition expected to close in Q3 2025** after DOJ litigation dismissal[2](index=2&type=chunk)[3](index=3&type=chunk) - **Customer retention rate remained high at 95% (LTM)**, with **$3.2 billion in LTM Total New Wins Value**[3](index=3&type=chunk) [Q2 2025 Financial Performance](index=2&type=section&id=Q2%202025%20Financial%20Performance) Q2 2025 saw **revenue grow 1% to $631 million**, **Adjusted EBITDA increase 4% to $133 million**, and **net debt reduce to $780 million**, despite a **48% decline in net income** [Key Financial Metrics](index=2&type=section&id=Key%20Financial%20Metrics) Key Q2 2025 metrics include **2% TTV growth to $7.9 billion**, **1% revenue increase to $631 million**, and **4% Adjusted EBITDA growth to $133 million**, despite declines in operating and net income Q2 2025 Financial Summary (vs Q2 2024) | Metric | Q2 2025 | Q2 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Total Transaction Value (TTV) | $7,891M | $7,724M | +2% | | Revenue | $631M | $625M | +1% | | Operating income | $34M | $42M | -21% | | Net income | $15M | $27M | -48% | | Adjusted EBITDA | $133M | $127M | +4% | | Adjusted EBITDA Margin | 21% | 20% | +70 bps | | Free Cash Flow | $27M | $49M | -45% | [Detailed Financial Analysis](index=2&type=section&id=Detailed%20Financial%20Analysis) Revenue growth was driven by **Product and Professional Services**, while **net income declined 48%** due to various factors; **Adjusted EBITDA grew 4%**, and **Free Cash Flow decreased 45%**, with **net debt improving to 1.6x leverage** - **Revenue increased 1% to $631 million**, primarily from **4% growth in Product and Professional Services Revenue** and favorable FX[5](index=5&type=chunk) - **Net income decreased 48% to $15 million**, due to lower operating income, unfavorable FX, and higher taxes, partially offset by earnout derivative movements[8](index=8&type=chunk) - **Free Cash Flow decreased 45% to $27 million**, impacted by prior-year one-time working capital benefits and increased capital expenditures[10](index=10&type=chunk) - **Net Debt decreased to $780 million**, improving the **leverage ratio to 1.6x** from 1.8x since year-end 2024[11](index=11&type=chunk) [Full-Year 2025 Guidance](index=4&type=section&id=Full-Year%202025%20Guidance) Amex GBT raised and narrowed its **full-year 2025 guidance**, projecting **2-4% revenue growth**, **6-13% Adjusted EBITDA growth**, and **$140-160 million Free Cash Flow**, excluding CWT acquisition impact - The **updated full-year 2025 guidance excludes the CWT acquisition's financial impact**, with closure expected in Q3 2025[12](index=12&type=chunk) Full-Year 2025 Guidance | Metric | Low | Midpoint | High | | :--- | :--- | :--- | :--- | | Revenue | $2.460B (+2% YoY) | $2.488B (+3% YoY) | $2.515B (+4% YoY) | | Adjusted EBITDA | $505M (+6% YoY) | $523M (+9% YoY) | $540M (+13% YoY) | | Adjusted EBITDA Margin | 20.5% (+80bps YoY) | 21.0% (+130bps YoY) | 21.5% (+180bps YoY) | | Free Cash Flow | $140M | $150M | $160M | [Consolidated Financial Statements](index=6&type=section&id=Consolidated%20Financial%20Statements) This section presents the **unaudited consolidated financial statements** for the period ended June 30, 2025, including **Statement of Operations, Balance Sheet, and Cash Flows**, prepared under GAAP [Consolidated Statements of Operations](index=6&type=section&id=Consolidated%20Statements%20of%20Operations) Q2 2025 Statement of Operations reports **$631 million revenue**, **$34 million operating income**, and **$15 million net income**, or **$0.03 diluted EPS** Q2 2025 Statement of Operations Highlights (in millions) | Line Item | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Revenue | $631 | $625 | | Total operating expenses | $597 | $583 | | Operating income | $34 | $42 | | Net income | $15 | $27 | | Diluted EPS | $0.03 | $0.06 | [Consolidated Balance Sheets](index=7&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2025, the balance sheet shows **total assets of $3.87 billion**, **total liabilities of $2.66 billion**, and **total shareholders' equity of $1.21 billion** Balance Sheet Highlights (as of June 30, 2025) | Category | Amount (in millions) | | :--- | :--- | | **Assets** | | | Cash and cash equivalents | $601 | | Total current assets | $1,517 | | Goodwill | $1,250 | | **Total Assets** | **$3,871** | | **Liabilities & Equity** | | | Total current liabilities | $915 | | Long-term debt, net | $1,362 | | **Total Liabilities** | **$2,664** | | **Total Shareholders' Equity** | **$1,207** | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, **net cash from operating activities was $110 million**, resulting in a **net increase in cash of $57 million** Six Months Ended June 30, 2025 Cash Flow Summary (in millions) | Cash Flow Category | Amount | | :--- | :--- | | Net cash from operating activities | $110 | | Net cash used in investing activities | $(30) | | Net cash used in financing activities | $(48) | | Effect of exchange rate changes | $25 | | **Net increase in cash** | **$57** | [Non-GAAP Financial Measures and Reconciliations](index=9&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Reconciliations) This section defines and reconciles **non-GAAP financial measures** like **Adjusted EBITDA, Free Cash Flow, and Net Debt**, explaining their utility as supplemental metrics for investors [Explanation of Non-GAAP Measures](index=9&type=section&id=Explanation%20of%20Non-GAAP%20Measures) Non-GAAP measures like **Adjusted EBITDA** and **Free Cash Flow** are used to compare performance by excluding non-core items, with specific definitions provided - Management utilizes **non-GAAP financial measures** for evaluating operations, forecasting results, and allocating capital investments[33](index=33&type=chunk) - **Adjusted EBITDA excludes non-core costs** including restructuring, M&A, non-cash equity compensation, and earnout liability fair value movements[35](index=35&type=chunk) - **Free Cash Flow** is defined as **net cash from operating activities less capital expenditures**, serving as a key liquidity measure[42](index=42&type=chunk)[43](index=43&type=chunk) [Tabular Reconciliations](index=12&type=section&id=Tabular%20Reconciliations) This section provides **detailed tabular reconciliations** for key non-GAAP metrics, including **Net Income to Adjusted EBITDA** and **Net Cash from Operating Activities to Free Cash Flow** Reconciliation of Net Income to Adjusted EBITDA (Q2 2025, in millions) | Description | Amount | | :--- | :--- | | **Net income** | **$15** | | Interest, Taxes, D&A | $85 | | EBITDA | $100 | | Restructuring, M&A, and other adjustments | $33 | | **Adjusted EBITDA** | **$133** | Reconciliation of Net Cash from Operating Activities to Free Cash Flow (Q2 2025, in millions) | Description | Amount | | :--- | :--- | | Net cash from operating activities | $57 | | Less: Purchase of property and equipment | $(30) | | **Free Cash Flow** | **$27** | [Other Information](index=9&type=section&id=Other%20Information) This section provides **supplementary information**, including a **glossary of terms**, a **forward-looking statements disclaimer**, and a **legal disclaimer** regarding American Express [Glossary of Terms](index=9&type=section&id=Glossary%20of%20Terms) This glossary defines **key operational and financial terms** like **Total Transaction Value (TTV)** and **Yield** for investor clarity - **Total Transaction Value (TTV)** is the total price paid by travelers for bookings, net of cancellations and refunds[29](index=29&type=chunk) - **Yield** is a performance metric calculated as **total revenue divided by Total Transaction Value (TTV)**[31](index=31&type=chunk) [Forward-Looking Statements & Disclaimer](index=16&type=section&id=Forward-Looking%20Statements%20%26%20Disclaimer) This section includes **forward-looking statements** and a **disclaimer** outlining **risks and uncertainties**, such as geopolitical conflicts and the CWT acquisition, and clarifies the relationship with American Express - The report includes **forward-looking statements** on financial position, strategy, and guidance, subject to significant risks and uncertainties[56](index=56&type=chunk) - **Key risks** encompass geopolitical conflicts, macroeconomic conditions, **CWT acquisition integration**, and shifts in global travel demand[57](index=57&type=chunk)[58](index=58&type=chunk) - A **disclaimer clarifies American Express is not responsible** for statements made by Global Business Travel Group, Inc. in this release[59](index=59&type=chunk)

Financial Data and Key Metrics Changes - The company reported a 15% growth in adjusted EBITDA, with a margin expansion of 260 basis points and a 9% increase in free cash flow [5][7][20] - Total transaction volume increased by 4%, while total transaction value (TTV) grew by 5% to €8.3 billion, driven by transaction growth and modestly higher average ticket prices and hotel room rates [9][10] - Revenue reached €621 million for the quarter, up 4% on a constant currency basis, although it was 2% on a reported basis due to foreign exchange impacts [20][21] Business Line Data and Key Metrics Changes - Transaction growth was stronger among global multinational customers, up 6%, while small and medium enterprises (SMEs) saw slower growth at 2% [11][12] - Hotel transactions grew by 5%, outpacing air transactions which grew by 2%, reflecting a strategic focus on increasing hotel bookings [13][14] - The company maintained a high customer retention rate of 96% over the last twelve months, with new wins valued at €3.2 billion [15][16] Market Data and Key Metrics Changes - Transaction growth was 3% in The Americas, 4% in EMEA, and 7% in Asia Pacific, indicating stronger performance in the Asia Pacific region [14][70] - The meetings and events business showed a 2% year-over-year increase in the number of meetings and an 8% increase in spend for the full year 2025 [32][61] Company Strategy and Development Direction - The company is focused on maintaining strong earnings growth, margin expansion, and cash generation, with a commitment to investing in technology and automation to drive future growth [6][25][29] - A capital allocation strategy is in place to prioritize cash generation, deleveraging, and investments in areas that enhance customer value [40][41][42] - The company amended its merger agreement with CWT to reduce the purchase price and the number of shares to be issued, reflecting a strategic approach to M&A in a challenging environment [18][42] Management's Comments on Operating Environment and Future Outlook - Management acknowledged increased economic uncertainty but emphasized strong Q1 results and a solid guide for Q2, focusing on share gains, margin expansion, and cash generation [7][8][25] - The company expects business travel demand from its premium customer base to grow above GDP, with a focus on operating efficiency and disciplined cost management [25][39] - Management indicated that the macroeconomic environment is currently weaker but stable, with expectations for flat transaction growth for the full year [31][37] Other Important Information - Adjusted operating expenses declined by 1% year over year, demonstrating effective cost control and productivity gains [22][23] - The company received two credit rating upgrades from Moody's and S&P, reflecting strong momentum [24] Q&A Session Summary Question: Have you witnessed any trade down in accommodations by your underlying clients? - Management noted no significant trade down, with premium and international volumes holding up better than domestic [47][48] Question: Can you comment on SME wins and transaction values? - Management acknowledged that while SME wins rose, organic growth in that segment remains lower due to tightened spending controls [50][51] Question: What is the next milestone for the CWT merger process? - The fact discovery process is expected to complete in early June, with a trial set for September 8 [52] Question: How has the macro environment evolved intra-quarter? - Management indicated that most customers are in a wait-and-see mode, with only a moderate change in travel policies [59][61] Question: What steps can be taken to increase the value proposition to clients? - Management emphasized that the company helps customers save money and provides comprehensive content, which strengthens its value proposition in a challenging environment [66] Question: Can you contrast U.S. volumes versus rest of world volumes? - Management reported that the U.S. saw slower performance compared to EMEA and Asia Pacific, primarily due to domestic travel trends [70][72]

Group 1 - Global Business Travel Group, Inc. (GBTG) reported quarterly earnings of $0.16 per share, exceeding the Zacks Consensus Estimate of $0.10 per share, compared to break-even earnings per share a year ago, representing an earnings surprise of 60% [1] - The company posted revenues of $621 million for the quarter ended March 2025, missing the Zacks Consensus Estimate by 1.79%, and showing a slight increase from year-ago revenues of $610 million [2] - GBTG shares have declined approximately 25.8% since the beginning of the year, while the S&P 500 has decreased by 3.9% [3] Group 2 - The earnings outlook for GBTG is mixed, with the current consensus EPS estimate for the coming quarter at $0.11 on revenues of $654.02 million, and $0.39 on revenues of $2.52 billion for the current fiscal year [7] - The Zacks Industry Rank indicates that the Internet - Software sector is currently in the top 35% of over 250 Zacks industries, suggesting a favorable environment for stocks in this category [8]

Financial Data and Key Metrics Changes - The company reported a 15% growth in adjusted EBITDA, with a margin expansion of 260 basis points and a 9% increase in free cash flow [4][6][21] - Total transaction volume increased by 4%, while total transaction value (TTV) grew by 5% to reach €8.3 billion [9][10] - Revenue rose by 4% to €621 million, driven by solid transaction growth and increased demand for products and services [9][21] Business Line Data and Key Metrics Changes - Transaction growth was stronger with global multinational customers, up 6%, while small and medium enterprises (SME) saw slower growth at 2% [11][12] - Hotel transactions grew by 5%, outpacing air transactions which grew by 2% [13] - The company maintained a high customer retention rate of 96% over the last twelve months [15] Market Data and Key Metrics Changes - Transaction growth was 3% in The Americas, 4% in EMEA, and 7% in Asia Pacific [14] - The U.S. air TTV growth was 3%, consistent with major U.S. airlines' commentary on corporate spend growth [12] - The meetings and events business saw a 2% year-over-year increase in the number of meetings and an 8% increase in spend for full year 2025 [33][60] Company Strategy and Development Direction - The company is focused on maintaining strong earnings growth, margin expansion, and cash generation despite economic uncertainty [5][6] - Continued investment in technology transformation, including automation and AI, is aimed at improving customer experience and productivity [16][30] - The capital allocation strategy includes a $300 million share buyback authorization and a focus on M&A opportunities [43][44] Management's Comments on Operating Environment and Future Outlook - Management noted more economic uncertainty and less visibility for the full year but expressed confidence in the company's long-term growth prospects [6][25] - The company expects business travel demand from its premium customer base to grow above GDP, with a focus on share gains and operating efficiency [25][39] - Adjusted EBITDA is expected to grow faster than revenue, with a full-year midpoint adjusted EBITDA guidance of $510 million, representing a 7% growth [40][41] Other Important Information - The company received two credit rating upgrades during the quarter, reflecting strong momentum [24] - Adjusted operating expenses declined by 1% year-over-year, demonstrating effective cost control [19][23] - The merger agreement with CWT was amended to reduce the purchase price and the number of shares issued [19][43] Q&A Session Summary Question: Have you witnessed any trade down in accommodations by your underlying clients? - Management indicated that premium and international volumes held up better than domestic, with a slight increase in average ticket prices and hotel rates [47][48] Question: Can you comment on SME wins and transaction values? - Management noted that while SME wins rose, organic growth in the SME segment has been lower due to tightened spending controls [50][51] Question: What is the next milestone for the CWT merger process? - The fact discovery process will be complete in early June, with a trial set for September 8, aiming for closure by the end of 2025 [52] Question: How has the macro environment evolved intra-quarter? - Management observed a stable trend in transaction growth, with most customers in a wait-and-see mode regarding travel policies and budgets [58][60] Question: What steps can be taken to increase the value proposition to clients? - Management emphasized that the company helps customers save money and provides comprehensive content access, which strengthens its value proposition in a weaker economic environment [64]

Financial Performance - Q1 2025 Adjusted EBITDA increased by 15% year-over-year to $141 million[19, 23] - Q1 2025 Free Cash Flow increased by 9% year-over-year to $26 million[19] - Q1 2025 revenue grew by 4% year-over-year on a constant currency, WDA basis (2% reported), reaching $621 million[19, 23, 38] - Adjusted EBITDA margin expanded by 260 bps year-over-year in Q1 2025[19, 35, 38] Business Growth and Customer Retention - Last Twelve Months (LTM) Total New Wins Value accelerated to $3.2 billion, including $2.3 billion from SME[19, 30] - The company has a 96% LTM customer retention rate[19, 30] - Digital transactions grew by 5%, with 81% of transactions processed through digital channels[34] Financial Outlook - Q2 2025 revenue guidance is between $615 million and $635 million, with a midpoint of $625 million[52] - Q2 2025 Adjusted EBITDA guidance is between $125 million and $135 million, with a midpoint of $130 million[52] - Full-year 2025 revenue guidance is between $2.38 billion and $2.48 billion, with a midpoint of $2.43 billion[56] - Full-year 2025 Adjusted EBITDA guidance is between $480 million and $540 million, with a midpoint of $510 million[56] - Full-year 2025 Free Cash Flow guidance midpoint is $140 million[59]

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Consolidated%20Financial%20Statements) The company reported a **$75 million** net income in Q1 2025, a turnaround from a **$19 million** loss, with assets at **$3,785 million** and positive cash flow, while its CWT merger faces DOJ review Consolidated Balance Sheet Highlights (in $ millions) | Account | March 31, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$3,785** | **$3,624** | | Cash and cash equivalents | $552 | $536 | | Accounts receivable, net | $717 | $571 | | Goodwill | $1,217 | $1,201 | | **Total Liabilities** | **$2,658** | **$2,567** | | Long-term debt, net | $1,365 | $1,365 | | Earnout derivative liabilities | $59 | $133 | | **Total Shareholders' Equity** | **$1,127** | **$1,057** | Consolidated Statements of Operations Highlights (in $ millions, except per share data) | Account | Three months ended March 31, 2025 | Three months ended March 31, 2024 | | :--- | :--- | :--- | | Revenue | $621 | $610 | | Total operating expenses | $566 | $594 | | **Operating income** | **$55** | **$16** | | Fair value movement on earnout derivative liabilities | $74 | $18 | | **Net income (loss)** | **$75** | **($19)** | | Diluted income (loss) per share | $0.16 | ($0.04) | Consolidated Statements of Cash Flows Highlights (in $ millions) | Activity | Three months ended March 31, 2025 | Three months ended March 31, 2024 | | :--- | :--- | :--- | | Net cash from operating activities | $53 | $49 | | Net cash used in investing activities | ($18) | ($25) | | Net cash used in financing activities | ($25) | ($10) | | **Net increase in cash, cash equivalents and restricted cash** | **$16** | **$9** | - The company agreed to acquire CWT for approximately **$540 million** (cash and 50 million shares), with the U.S. Department of Justice filing a suit to block the merger, while the U.K. CMA approved the transaction[23](index=23&type=chunk)[24](index=24&type=chunk)[25](index=25&type=chunk) [Notes to the Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) Notes detail the pending CWT merger, disaggregated revenue, debt refinancing, and significant changes in derivative liabilities and share repurchases Disaggregated Revenue (in $ millions) | Revenue Type | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Travel revenue | $499 | $492 | | Product and professional services revenue | $122 | $118 | | **Total revenue** | **$621** | **$610** | - In February 2025, the company repriced its Initial Term Loans, reducing the interest rate margin by **0.50%** to **2.50%**, resulting in a **$2 million** loss on early extinguishment[49](index=49&type=chunk) - The fair value of earnout derivative liabilities decreased from **$133 million** at year-end 2024 to **$59 million** as of March 31, 2025, resulting in a **$74 million** recognized gain for Q1 2025[73](index=73&type=chunk)[101](index=101&type=chunk) - In Q1 2025, the company granted **6 million RSUs** and **774,644 PSUs**, incurring **$19 million** in equity-based compensation expense, with **$128 million** unrecognized compensation remaining[75](index=75&type=chunk)[79](index=79&type=chunk)[83](index=83&type=chunk) - The company repurchased **182,676 shares** of Class A common stock for **$2 million** in Q1 2025, with **$298 million** remaining under the repurchase program[85](index=85&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes **2%** revenue growth to increased transaction volume, with operating income surging to **$55 million** and Adjusted EBITDA rising **15%** to **$141 million**, while liquidity improved through debt repricing Key Operating and Financial Metrics (in $ millions, except percentages) | Metric | Q1 2025 | Q1 2024 | Change | Change % | | :--- | :--- | :--- | :--- | :--- | | TTV | $8,349 | $8,105 | $244 | 3% | | Transaction Growth | 6% | 3% | n/m | n/m | | Revenue | $621 | $610 | $11 | 2% | | Operating income | $55 | $16 | $39 | 251% | | Net income (loss) | $75 | ($19) | $94 | n/m | | Adjusted EBITDA | $141 | $123 | $18 | 15% | | Adjusted EBITDA margin | 23% | 20% | 260 bps | 13% | | Free Cash Flow | $26 | $24 | $2 | 9% | - Revenue growth was driven by a **3%** increase in Transaction Growth and TTV, partially offset by an **8bps** yield decline to **7.4%** and a **$7 million** adverse foreign exchange impact[157](index=157&type=chunk) - Operating expenses decreased **5%** year-over-year, primarily due to a **$14 million** reduction in cost of revenue from productivity and an **$18 million** decrease in G&A expenses from lower M&A costs[138](index=138&type=chunk)[159](index=159&type=chunk)[163](index=163&type=chunk) - The company repriced term loans in February 2025, reducing the interest rate margin by **50 bps** and expecting **$7 million** in annual interest savings, leading to credit rating upgrades by S&P to 'BB-' and Moody's to 'B1'[172](index=172&type=chunk)[188](index=188&type=chunk)[191](index=191&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages interest rate and foreign currency risks by fixing **$900 million** of notional debt at **4.2%** via swaps and hedging **$270 million** in intercompany balances with forward contracts - To manage interest rate risk, the company entered into new interest rate swaps, fixing the rate at approximately **4.2%** on a notional amount of **$900 million**[201](index=201&type=chunk) - To manage foreign currency risk, the company entered into foreign currency forward contracts with an aggregate notional value of approximately **$270 million** to hedge intercompany balances[202](index=202&type=chunk) [Item 4. Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[204](index=204&type=chunk) - No material changes occurred to the company's internal control over financial reporting during the quarter[205](index=205&type=chunk) [PART II. OTHER INFORMATION](index=38&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course litigation, but management believes no pending proceedings will materially affect its financial condition or results - Management believes no pending litigation will have a material adverse effect on the company's operations, financial condition, or cash flows[208](index=208&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) No material changes occurred to the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes occurred to the risk factors previously presented in the Annual Report on Form 10-K for the three months ended March 31, 2025[209](index=209&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) In Q1 2025, the company repurchased **182,676 shares** of Class A common stock for approximately **$1.5 million**, with **$298.5 million** remaining under the repurchase program Share Repurchases for Q1 2025 | Period | Total Shares Purchased | Average Price Paid Per Share | Approximate Value Remaining Under Program | | :--- | :--- | :--- | :--- | | Jan 2025 | - | - | $300,000,000 | | Feb 2025 | 140,000 | $8.31 | $298,836,600 | | Mar 2025 | 42,676 | $7.98 | $298,496,046 | | **Total** | **182,676** | | **$298,496,046** | [Item 5. Other Information](index=39&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during Q1 2025 - No directors or officers adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2025[214](index=214&type=chunk)