Core Viewpoint - i3 Verticals, Inc. plans to participate in four upcoming investor conferences, indicating active engagement with the investment community and potential for increased visibility and investor interest [1]. Group 1: Conference Participation - The company will attend the Baird Silicon Slopes Technology Summit on February 26, 2026, with participants including Clay Whitson (CSO) and Geoff Smith (CFO) [1]. - i3 Verticals will also participate in Raymond James & Associates' 47th Annual Institutional Investors Conference on March 2, 2026, at 7:30 A.M. EST [1].

Financial Position - As of December 31, 2025, the company had $37.5 million in cash and cash equivalents and $400.0 million available under its 2023 Senior Secured Credit Facility, maintaining compliance with financial covenants[258]. - Cash and cash equivalents as of December 31, 2025, were $37.5 million, with available borrowing capacity of $400.0 million under the 2023 Senior Secured Credit Facility[293]. - The consolidated interest coverage ratio was 94.9x and the total leverage ratio was 0.0x as of December 31, 2025, indicating strong financial health[319]. - The company maintained a consolidated interest coverage ratio of 94.9x and a total leverage ratio of 0.0x as of December 31, 2025, in compliance with financial covenants[295]. - The 2023 Senior Secured Credit Facility provides aggregate commitments of $400.0 million, with the ability to seek additional commitments based on consolidated EBITDA[306]. - The 2023 Senior Secured Credit Facility consists of a $400 million revolving credit facility, with no borrowings outstanding as of December 31, 2025[344]. - The interest rate on the 2023 Senior Secured Credit Facility is based on Term SOFR plus an applicable margin of 2.00% to 3.00%[343]. - The company is in compliance with financial covenants, maintaining a minimum consolidated interest coverage ratio of 3.0 to 1.0 and a maximum total leverage ratio of 5.0 to 1.0[344]. - As of December 31, 2025, the company had contractual obligations totaling $26.645 million, with $12.391 million due within one year[324]. Revenue and Income - The company generates revenue from software and related services, including subscriptions, recurring services, and volume-based payment processing fees[268]. - Annualized recurring revenue (ARR) for the three months ended December 31, 2025, was $169.6 million, an increase of 8.4% from $156.4 million in the same period of 2024[278]. - Total revenue for the three months ended December 31, 2025, was $52.7 million, a 0.9% increase from $52.2 million in the same period of 2024, driven by a $3.3 million increase in recurring revenues[282]. - Net income from continuing operations for the three months ended December 31, 2025, was $1.1 million, a decrease of 61.1% from $2.8 million in the same period of 2024[281]. - The company’s net income decreased from $3.1 million for the three months ended December 31, 2024, to $0.9 million for the same period in 2025[302]. Expenses - Operating expenses for the three months ended December 31, 2025, totaled $51.1 million, an increase of 1.8% from $50.2 million in the same period of 2024[281]. - Selling, general and administrative expenses encompass salaries, professional services, and other operational costs[271]. - Selling, general and administrative expenses rose by 1.9% to $27.0 million for the three months ended December 31, 2025, driven by increased personnel costs[284]. - Other costs of services include personnel costs for software installation and customer support, as well as losses from chargebacks[270]. - Other costs of services increased by 12.9% to $17.6 million for the three months ended December 31, 2025, primarily due to a $1.6 million increase in software costs[283]. Cash Flow - Net cash provided by operating activities increased by $2.6 million to $14.1 million for the three months ended December 31, 2025, compared to $11.5 million for the same period in 2024[300]. - Net cash used in financing activities increased by $30.0 million to $40.5 million for the three months ended December 31, 2025, from $10.5 million for the same period in 2024, primarily due to a $26.7 million increase in stock repurchase payments[304]. - Net cash used in investing activities increased by $0.4 million to $1.8 million for the three months ended December 31, 2025, compared to $1.4 million for the same period in 2024[303]. - The company’s net cash provided by operating activities was impacted by a $4.9 million increase in cash from changes in net operating assets and liabilities during the three months ended December 31, 2025[301]. Business Transactions - The company completed the sale of its Healthcare RCM Business for $96.3 million in cash on May 5, 2025, reclassifying the results as discontinued operations[259][260]. - The sale of the Merchant Services Business was finalized on September 20, 2024, for approximately $439.5 million in cash, also reflected as discontinued operations[261][263]. - A recent acquisition effective January 1, 2026, involved a business in the transportation market for $60.0 million in cash, with potential contingent consideration of up to $20.0 million based on financial performance[265]. - The company repurchased $90.8 million in aggregate principal amount of its Exchangeable Notes for $87.4 million on January 18, 2024[321]. - The company announced a new share repurchase program authorizing the repurchase of up to $60.0 million of Class A common stock[329]. - The previous share repurchase program, which authorized up to $50.0 million, has been fully expended[332]. - Under the August 2025 Share Repurchase Program, the company repurchased 1,522,838 shares at an average price of $24.88, totaling $38.3 million[334]. - The August 2024 Share Repurchase Program resulted in the repurchase of 1,573,881 shares at an average price of $23.86, totaling $38.0 million[337]. Economic Environment - The company operates in a challenging economic environment characterized by inflationary pressures and elevated interest rates, impacting financial results[257]. - A 10% change in foreign currency exchange rates would not have had a material impact on the company's consolidated results for the three months ended December 31, 2025[345]. Valuation and Fair Value - The company uses a Monte Carlo simulation to assess the fair value of contingent consideration related to acquisitions[326].

Financial Data and Key Metrics Changes - Revenue for Q1 2026 increased by 1% to $52.7 million from $52.2 million in Q1 2025, reflecting an 8% growth in recurring revenues, partially offset by a $3 million decline in non-recurring professional services and software license revenues [8][10] - Annual recurring revenues rose by 8% to $169.6 million for Q1 2026 compared to $156.4 million for Q1 2025, with 80% of revenues coming from recurring sources [8][10] - Adjusted EBITDA declined by $1 million to $13.6 million for Q1 2026 from $14.6 million for Q1 2025, with adjusted EBITDA as a percentage of revenues at 25.8% for Q1 2026 versus 27.9% for Q1 2025 [9][10] Business Line Data and Key Metrics Changes - SaaS revenue led with over 24% growth, marking four consecutive quarters of over 20% growth [4][8] - Transaction-based revenue grew by 12%, while payments revenue increased by 8% [8] - Maintenance revenues declined by 8%, reflecting a shift towards SaaS and new sales [8] Market Data and Key Metrics Changes - The company operates in the transportation market and has expanded its geographic reach through a recent acquisition, enhancing its position in ongoing modernization initiatives [12][13] - The company is currently active in 30 states and four Canadian provinces within the transportation market [13][17] Company Strategy and Development Direction - The company remains focused on recurring revenue sources and disciplined capital deployment, with expectations for continued growth in 2026 [4][6] - The recent acquisition is expected to significantly enhance the company's offerings in the transportation market, particularly in insurance verification [12][13] - The company is also investing in AI-enabled solutions to enhance its product offerings and improve customer engagement [17][18] Management's Comments on Operating Environment and Future Outlook - Management noted that while recurring revenue sources are strong, there are headwinds in professional services revenue, which is expected to decline [20][22] - The long-term expectation for organic revenue growth remains high single-digit, with recurring revenues expected to grow at a double-digit rate for FY 2026 [11][22] - Management expressed optimism about the future, citing strong demand for technology solutions in justice tech and transportation markets [16][17] Other Important Information - The company has a strong balance sheet with $37 million in cash and no debt, and it has a $400 million revolving credit facility available for acquisitions and stock repurchases [10][11] - The company expects adjusted diluted earnings per share to be in the range of $1.08-$1.16 for FY 2026 [11] Q&A Session Summary Question: Update on FY 2026 outlook and organic growth - Management confirmed that organic growth has slightly ticked down, primarily due to professional services revenue [20][21] Question: Recurring revenue growth expectations - Management affirmed that recurring revenue growth is expected to remain in the 8%-10% range for the year [22] Question: Capital allocation strategy regarding buybacks and M&A - Management indicated that they have been opportunistic with buybacks and believe their stock is undervalued [23][24] Question: Details on the new acquisition's market share and revenue model - Management highlighted the acquisition's strong market presence and potential for growth, noting it is not currently transactional but has opportunities for integration with payments [27][28] Question: Drivers of SaaS revenue growth and sustainability - Management expects organic SaaS growth to remain above 20%, driven by various market segments [34][35] Question: Thoughts on AI adoption and its impact on GovTech - Management acknowledged the slow adoption of AI in GovTech due to regulatory concerns but sees potential for growth in AI-enabled solutions [38][39]

Financial Data and Key Metrics Changes - Revenue for Q1 2026 increased by 1% to $52.7 million from $52.2 million in Q1 2025, reflecting expectations [8] - Recurring revenue grew by 8% to $169.6 million compared to $156.4 million in Q1 2025, constituting 80% of total revenue [8] - SaaS revenue led with over 24% growth, marking four consecutive quarters of over 20% growth [4][8] - Adjusted EBITDA declined by $1 million to $13.6 million, with a margin of 25.8% compared to 27.9% in Q1 2025 [9] Business Line Data and Key Metrics Changes - Professional services and software license revenues declined by $3 million, impacting overall revenue growth [8] - Maintenance revenues decreased by 8%, attributed to a shift towards SaaS and new sales [8] Market Data and Key Metrics Changes - Transaction-based revenue grew by 12%, and payments revenue increased by 8% [8] - The company is well-positioned in the transportation market, with a focus on software solutions for public sector needs [5][12] Company Strategy and Development Direction - The company announced a new acquisition in the transportation market, enhancing its geographic reach and product offerings [10][12] - The focus remains on recurring revenue sources, with expectations for double-digit growth in FY 2026 [11] - The company is exploring opportunities in AI to enhance product offerings and improve operational efficiency [19][40] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the long-term growth potential, despite a modest revenue increase in Q1 2026 [4] - The company anticipates a rebound in non-recurring professional service revenues in FY 2027 and beyond [11] - There are expectations for continued strong demand in justice tech and transportation markets [17][18] Other Important Information - The company maintains a strong balance sheet with $37 million in cash and no debt, and a $400 million revolving credit facility available for acquisitions [10] - The acquisition was valued at $60 million, with a multiple of approximately 15x EBITDA, reflecting the target's strong growth and margins [10][50] Q&A Session Summary Question: Update on FY 2026 outlook and organic growth - Management confirmed a slight decline in organic growth, primarily due to professional services revenue adjustments [21][22] Question: Recurring revenue growth expectations - Management reiterated expectations for recurring revenue growth of 8%-10% for FY 2026, excluding the impact of acquisitions [23] Question: Capital allocation strategy regarding buybacks and M&A - Management indicated a significant buyback of shares in the last quarter and emphasized an opportunistic approach to buybacks while pursuing M&A [24][25] Question: Details on the new acquisition's market share and revenue model - The acquisition is expected to enhance market presence and is currently not transactional, with potential for future integration into existing services [28][29] Question: Drivers of SaaS revenue growth and sustainability - Management expects organic SaaS growth to remain above 20%, driven by various market segments [35][36] Question: AI adoption and its impact on GovTech - Management discussed the challenges and potential of AI adoption in GovTech, highlighting the need for frameworks and policies [39][40]

Financial Data and Key Metrics Changes - Revenue for Q1 2026 increased by 1% to $52.7 million from $52.2 million in Q1 2025, reflecting expectations [7] - Recurring revenue grew by 8% to $169.6 million compared to $156.4 million in Q1 2025, making up 80% of total revenue [8] - Adjusted EBITDA declined by $1 million to $13.6 million for Q1 2026, with a margin of 25.8% compared to 27.9% in Q1 2025 [9][10] - Adjusted diluted earnings per share from continuing operations was $0.26 for Q1 2026 [9] Business Line Data and Key Metrics Changes - SaaS revenue led growth with over 24%, marking four consecutive quarters of over 20% growth [4] - Transaction-based revenue grew by 12%, while payments revenue increased by 8% [8] - Professional services and maintenance revenues declined, with maintenance revenues down by 8% [8] Market Data and Key Metrics Changes - The company operates in the transportation market and has expanded its geographic reach through recent acquisitions [12] - The i3 Verticals Transportation Platform is now live in 30 states and 4 Canadian provinces [17] Company Strategy and Development Direction - The company is focused on recurring revenue sources and has made a strategic acquisition to enhance its position in the transportation market [4][5] - There is an emphasis on leveraging AI to improve product offerings and customer engagement [18] - The long-term expectation for organic revenue growth remains high single-digit, with recurring revenues expected to grow at a double-digit rate for FY 2026 [11] Management's Comments on Operating Environment and Future Outlook - Management noted that while professional services revenue is expected to decline, they anticipate a rebound in fiscal 2027 and beyond [11] - The company remains well-capitalized and is focused on disciplined capital deployment, including potential stock repurchases [5][10] - Management expressed optimism about the growth prospects of the recent acquisition and its integration into existing operations [12][27] Other Important Information - The company has a strong balance sheet with $37 million in cash and no debt [10] - Guidance for FY 2026 includes revenues of $223 million to $224 million and adjusted EBITDA of $61 million to $66.5 million [10] Q&A Session Summary Question: Update on FY 2026 outlook and organic growth - Management confirmed that organic growth has slightly ticked down, primarily due to professional services revenue [20] Question: Recurring revenue growth expectations - Management reiterated expectations for recurring revenue growth of 8%-10% for the year [21] Question: Capital allocation strategy regarding buybacks and M&A - Management indicated that they bought back a significant number of shares and will continue to be opportunistic with buybacks [22][23] Question: Details on the new acquisition's market share and revenue model - Management highlighted the acquisition's strong market presence and potential for growth, noting it is not currently transactional but could evolve [26][27] Question: Drivers of SaaS revenue growth and sustainability - Management expects organic SaaS growth to remain above 20%, driven by various markets including utilities and public administration [33][34] Question: Thoughts on AI adoption and its impact on GovTech - Management acknowledged that while AI adoption is progressing, regulatory frameworks may slow down its proliferation in GovTech [37][38]

Q1 FISCAL YEAR 2026 Supplemental Information 1 Revenue Composition(1) | ($ in thousands) | | | | | | | | | | Quarter Ended | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | December 31, 2025 | | September 30, 2025 | | June 30, 2025 | | March 31, 2025 | | December 31, 2024 | | September 30, 2024 | | June 30, 2024 | | March 31, 2024 | | December 31, 2023 | | Software and related service revenue | | | | | | | | | | | | | ...

i3 VERTICALS REPORTS FIRST QUARTER 2026 FINANCIAL RESULTS Completes Acquisition of Motor Vehicle Insurance Verification Software Company NASHVILLE, Tenn. (February 5, 2026) – i3 Verticals, Inc. (Nasdaq: IIIV) ("i3 Verticals" or the "Company") today reported its financial results for the fiscal first quarter ended December 31, 2025. 1. As a result of the sale of the Company's merchant services business (the "Merchant Services Business"), which was completed on September 20, 2024, and the sale of the Company' ...

Core Viewpoint - i3 Verticals, Inc. will release its financial results for the first quarter ended December 31, 2025, on February 5, 2026, after the Nasdaq market close [1] Financial Results Announcement - The financial results will be discussed in a conference call scheduled for February 6, 2026, at 8:30 a.m. ET [1] - Participants can listen to the call live by dialing (844) 887-9399 [1]

Core Insights - i3 Verticals, Inc. is a technology and integrated payments company serving small and medium-sized businesses across various sectors, including education, healthcare, and public sector [1] - The company faces competition in the payment processing and technology sectors [1] Financial Performance - i3 Verticals has a Return on Invested Capital (ROIC) of 0.26%, indicating minimal efficiency in generating returns from investments [2][6] - The company's Weighted Average Cost of Capital (WACC) is 8.55%, suggesting that it pays a high rate for its capital [2][6] - The ROIC to WACC ratio of 0.03 indicates that i3 Verticals struggles to generate returns that exceed its cost of capital [2] Peer Comparison - International Money Express, Inc. (IMXI) and OneSpan Inc. (OSPN) have a ROIC to WACC ratio of 2.06, demonstrating superior capital utilization compared to i3 Verticals [3][6] - nLIGHT, Inc. (LASR) and Repay Holdings Corporation (RPAY) exhibit negative ROIC to WACC ratios of -1.25 and -1.34, respectively, indicating challenges in covering their cost of capital [4][6] - PC Connection, Inc. (CNXN) has a ROIC to WACC ratio of 1.06, suggesting a moderate level of efficiency in generating returns above its cost of capital [5]

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