Core Insights - The company is focused on the development of transcript-related projects, indicating a commitment to enhancing their offerings in this area [1] - The publication of thousands of quarterly earnings calls per quarter suggests a significant volume of content being generated and shared with readers [1] - The ongoing growth and expansion of coverage highlight the company's strategic direction towards increasing its market presence in transcript services [1]

Core Viewpoint - Radiant Logistics, Inc. reported an earnings per share (EPS) of $0.10, exceeding estimates, while revenue of $220.58 million fell short of expectations [1][6] Financial Performance - The company achieved an EPS of $0.10, surpassing the estimated EPS of $0.075 [1][6] - Actual revenue was $220.58 million, slightly below the estimated $223.705 million [1][6] Strategic Initiatives - RLGT is making significant progress in green-field and strategic operating partner acquisitions, positioning itself for future growth [2] - The strategic focus is crucial as market conditions improve, potentially leading to better financial outcomes [2] Market Valuation - The company has a price-to-earnings (P/E) ratio of approximately 18.87, indicating how the market values its earnings [3][6] - A price-to-sales ratio of 0.37 suggests a relatively low market valuation compared to its revenue, which may attract investors [3] Valuation Ratios - The enterprise value to sales ratio is 0.43, reflecting total valuation in relation to sales [4] - The enterprise value to operating cash flow ratio is 33.67, providing insight into cash flow generation relative to valuation [4] Investment Returns - RLGT has an earnings yield of 5.3%, offering a return on investment based on its earnings [4] Financial Stability - The company maintains a moderate debt level with a debt-to-equity ratio of 0.36, indicating a balanced financing approach [5][6] - A current ratio of 1.49 suggests a healthy liquidity position, ensuring sufficient current assets to cover current liabilities [5]

Financial Data and Key Metrics Changes - For the fiscal year ended June 30, 2025, the company generated $38.8 million in adjusted EBITDA, an increase of $7.6 million or 24.4% compared to the prior year [3] - The net income attributable to Radiant Logistics for the quarter ended June 30, 2025, was $4.9 million on revenues of $220.6 million, representing a 2.6% increase in net income compared to the same quarter in the previous year [8] - Adjusted net income for the 12 months ended June 30, 2025, was $30.9 million, up 36.6% from $22.6 million in the prior year [10] Business Line Data and Key Metrics Changes - The year-over-year improvement in adjusted EBITDA was primarily driven by acquisitions, which contributed $6 million in adjusted EBITDA for the fiscal year [3] - The company completed three Greenfield acquisitions and three strategic operating partner conversions in fiscal 2025 [6] Market Data and Key Metrics Changes - The company noted ongoing volatility in the U.S. trade negotiations and tariffs, which may impact business operations in the near term [4] - There is a continued shift away from China to Southeast Asia and Mexico, which the company believes will benefit from the changing trade dynamics [13] Company Strategy and Development Direction - The company aims to deliver profitable growth through a combination of organic and acquisition initiatives while re-leveraging its balance sheet [5] - The recent acquisition of WePort in Mexico is seen as a strategic move to expand the company's North American footprint and support existing customers [7] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the prospects for global trade resuming as tariff disputes are resolved, while remaining nimble in response to any changes [4] - The company is focused on building a unified sales organization to leverage cross-sell opportunities and enhance customer engagement [59] Other Important Information - The company maintains a strong balance sheet with approximately $23 million in cash and only $20 million drawn on its $200 million credit facility [5] - Management indicated that the depreciation and amortization expense decreased due to the end of the amortization period for a significant past acquisition [21] Q&A Session Summary Question: How has changing trade policy affected the business, particularly in Mexico? - Management noted that trade policy remains fluid, with customers navigating tariffs and supply chain challenges, but they expect Mexico to benefit from these dynamics [13] Question: What are the near-term expectations for adjusted EBITDA and margins? - Management indicated that the lower adjusted EBITDA was due to less pull forward in inventory compared to previous periods [17] Question: Is there a capacity limitation on acquisitions? - Management stated that there is no true constraint on acquisition candidates, but integration capacity is a consideration [27] Question: What is the target leverage for the balance sheet? - Management indicated a normalized target leverage of around 2.5 times, with flexibility for temporary increases for the right transactions [35] Question: How does the company view the recent acquisition of WePort amid tariff uncertainties? - Management described the acquisition as opportunistic, enhancing their international capabilities and supporting existing customer needs [36] Question: What should be expected in terms of customer engagement and new business wins? - Management highlighted the importance of cross-selling opportunities and the positive feedback from customers regarding new technology initiatives [59]

Financial Data and Key Metrics Changes - For the fiscal year ended June 30, 2025, the company reported adjusted EBITDA of $38.8 million, an increase of $7.6 million or 24.4% compared to the prior year [3][10] - Net income for the 12 months ended June 30, 2025, was $17.3 million on revenues of $902.7 million, representing a 125% increase in net income compared to the previous year [9][10] - Adjusted net income for the same period was $30.9 million, up approximately $8.3 million or 36.6% year-over-year [10] Business Line Data and Key Metrics Changes - The company’s acquisitions contributed $6 million in adjusted EBITDA for the fiscal year, primarily from several strategic acquisitions made throughout the year [3][5] - Adjusted EBITDA for the three months ended June 30, 2025, was $7.9 million, a decrease of approximately $1.2 million or 13.1% compared to the same period in 2024 [9] Market Data and Key Metrics Changes - The company noted ongoing volatility in the market due to U.S. trade negotiations and tariffs, which have affected customer supply chain management [4][15] - There is a continued shift in sourcing from China to Southeast Asia and Mexico, which the company expects to benefit from in the long term [13][32] Company Strategy and Development Direction - The company aims to deliver profitable growth through a combination of organic growth and acquisitions, while maintaining a strong balance sheet [5][64] - The recent acquisition of WePort in Mexico is seen as a strategic move to enhance the company’s North American footprint and support existing customers [7][14] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about future growth opportunities despite current market volatility, emphasizing the importance of supporting customers through changing trade dynamics [4][64] - The company is focused on leveraging its technology and expanding its service offerings to enhance customer relationships and drive growth [60] Other Important Information - The company has approximately $23 million in cash and only $20 million drawn from its $200 million credit facility, indicating a strong financial position [5] - Management highlighted the importance of integrating new acquisitions effectively to maximize their potential [28] Q&A Session Summary Question: Impact of changing trade policy on business, especially regarding Mexico - Management noted that trade policies remain fluid, with customers navigating tariffs and supply chain strategies [12][15] Question: Adjusted EBITDA performance and margin concerns - Management indicated that the decrease in adjusted EBITDA was due to less pull-forward activity compared to previous periods [16][17] Question: Capacity limitations for future acquisitions - Management stated that there are no true constraints on acquisition candidates, but integration capacity is a consideration [27][28] Question: Expectations for the upcoming peak season - Management anticipates a muted peak season due to ongoing trade uncertainties, but sees growth opportunities in Mexico [32] Question: Target leverage ratio for the balance sheet - Management indicated a normalized target leverage of around 2.5 times, with flexibility for temporary increases for the right transactions [36] Question: Future outlook for new acquisitions and customer feedback - Management expressed excitement about cross-selling opportunities and the positive feedback from customers regarding new technology [58][60]

Financial Data and Key Metrics Changes - For the fiscal year ended June 30, 2025, the company generated $38.8 million in adjusted EBITDA, an increase of $7.6 million or 24.4% compared to the prior year, primarily driven by acquisition efforts [3][10] - The net income for the quarter ended June 30, 2025, was $4.9 million on revenues of $220.6 million, representing a slight increase of 2.6% from the previous year [8][9] - Adjusted net income for the same quarter was $5.5 million, down 21.8% from $7.0 million in the prior year [9][10] - For the 12 months ended June 30, 2025, net income was $17.3 million on revenues of $902.7 million, a significant increase of 125% compared to the previous year [10] Business Line Data and Key Metrics Changes - The company completed three Greenfield acquisitions and three strategic operating partner conversions in fiscal 2025, contributing to the overall growth in adjusted EBITDA [6][7] - The acquisition of WePort in Mexico is expected to enhance the company's capabilities and support its North American footprint [7] Market Data and Key Metrics Changes - The company anticipates continued volatility in the near term due to ongoing U.S. trade negotiations and tariffs, but expects a surge in global trade once disputes are resolved [4][5] - There is a noted shift in sourcing from China to Southeast Asia and Mexico, which the company believes will benefit from the changing trade dynamics [13] Company Strategy and Development Direction - The company aims to deliver profitable growth through a combination of organic and acquisition initiatives while maintaining a strong balance sheet [5][6] - The focus is on leveraging technology and expanding the sales organization to enhance cross-selling opportunities and customer engagement [57] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the company's prospects, emphasizing the importance of a robust North American footprint and global service partner network [62] - The company is preparing for a muted peak season due to ongoing tariff uncertainties but remains committed to supporting customers through these challenges [31] Other Important Information - The company has approximately $23 million in cash and only $20 million drawn on its $200 million credit facility, indicating a strong financial position [5] Q&A Session Summary Question: Impact of changing trade policy on business, especially in Mexico - Management noted that trade policy remains fluid, with customers navigating tariffs and supply chain challenges, but sees Mexico benefiting from these dynamics [12][13] Question: Management of business amidst import volatility - Management indicated that customers are struggling with supply chain management due to volatility, leading to inventory adjustments [15] Question: EBITDA margins and quarter performance - Management attributed lower EBITDA margins to a lack of pull-forward in the current quarter compared to previous periods [16][17] Question: Depreciation and amortization changes - Management clarified that the decrease in depreciation and amortization was due to the end of the amortization period for a previous acquisition [21][22] Question: Capacity for future acquisitions - Management expressed confidence in their ability to pursue multiple acquisitions, citing low leverage and a strong capital structure [26][28] Question: Expectations for year-end activity amidst tariff situations - Management anticipates a muted peak season but expects continued growth in Mexico and Southeast Asia as customers diversify their supply chains [30][31] Question: Target leverage for balance sheet - Management indicated a normalized target leverage of around 2.5 times, with flexibility for temporary increases for the right transactions [35] Question: Tax rate and adjustments - Management explained that the tax rate for the quarter was adjusted due to an overestimate in the prior period, resulting in a slight benefit [48][49]

Financial Data and Key Metrics Changes - For the fiscal year ended June 30, 2025, the company reported adjusted EBITDA of $38.8 million, an increase of $7.6 million or 24.4% compared to the prior year, primarily driven by acquisition efforts [3][10] - Net income for the quarter ended June 30, 2025, was $4.9 million on revenues of $220.6 million, representing a slight increase of 2.6% in net income compared to the same quarter in the previous year [8][9] - Adjusted net income for the fiscal year was $30.9 million, up 36.6% from $22.6 million in the prior year [10] Business Line Data and Key Metrics Changes - The company completed three Greenfield acquisitions and three strategic operating partner conversions in fiscal 2025, contributing significantly to the adjusted EBITDA growth [5][10] - Acquisitions generated $6 million in adjusted EBITDA for the year, highlighting the impact of strategic acquisitions on financial performance [3] Market Data and Key Metrics Changes - The company noted ongoing volatility in trade and tariffs affecting business operations, particularly in relation to U.S.-Mexico trade dynamics [4][12] - There is a continued shift away from China to Southeast Asia and Mexico, which the company expects to benefit from in the long term [12][33] Company Strategy and Development Direction - The company aims to deliver profitable growth through a combination of organic and acquisition initiatives while maintaining a strong balance sheet [5][10] - The recent acquisition of WePort in Mexico is seen as a strategic move to enhance the company's North American footprint and support existing customers [6][39] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about future growth opportunities despite near-term volatility due to trade negotiations [4][64] - The company is focused on leveraging technology and expanding its service offerings to enhance customer relationships and drive growth [58][64] Other Important Information - The company maintains a strong balance sheet with approximately $23 million in cash and only $20 million drawn from a $200 million credit facility [5] - Management indicated that the depreciation and amortization expense has decreased due to the end of amortization related to a significant past acquisition [21][39] Q&A Session Summary Question: Impact of changing trade policy on business, especially regarding Mexico - Management noted that trade policy remains fluid, with customers navigating tariffs and supply chain adjustments, and emphasized the importance of supporting customers during this period [12][13] Question: Adjusted EBITDA performance and margin concerns - Management indicated that the lower adjusted EBITDA was due to less pull-forward activity in the current quarter compared to previous periods [16][17] Question: Capacity limitations for future acquisitions - Management stated that there are no true constraints on acquisition candidates, but integration capacity is a consideration [27][29] Question: Expectations for the upcoming peak season - Management anticipates a muted peak season due to ongoing trade uncertainties but expects continued growth in sourcing from Southeast Asia and Mexico [31][32] Question: Target leverage ratio for the balance sheet - Management indicated a normalized target leverage of approximately 2.5 times, with flexibility for temporary increases for the right transactions [37][38] Question: Overview of customer feedback and future business outlook - Management highlighted the importance of cross-selling opportunities and the positive feedback received from customers regarding new technology offerings [58][61]

Core Insights - Radiant Logistics reported adjusted earnings per share of 11 cents for its fiscal fourth quarter, which was 3 cents lower year-over-year but 3 cents above consensus estimates [1] - The company experienced consolidated revenue of $221 million, reflecting a 7% year-over-year increase, although it fell short of analysts' expectations by $3 million [2] - The CEO indicated that the company anticipates near-term volatility due to ongoing U.S. trade and tariff negotiations [2] Financial Performance - Adjusted EBITDA for the quarter was $7.9 million, representing a 13% decline year-over-year, while full-year adjusted EBITDA for fiscal 2025 was $38.8 million, an increase of $7.6 million year-over-year [3] - The company executed six acquisitions during the year, including three agent stations, contributing $6 million to the year-over-year EBITDA increase [3] Strategic Moves - Radiant Logistics acquired an 80% stake in Mexico City-based Weport, a transportation and logistics provider, for an undisclosed amount [4] - The company ended the quarter with $23 million in cash and a $20 million outstanding balance on a $200 million credit facility, positioning itself to fund future acquisitions and share repurchases [5] Market Outlook - The CEO expressed optimism about a potential surge in global trade once tariff disputes are resolved, emphasizing the company's strategy to remain agile in response to tariff announcements [5] - Shares of Radiant Logistics (NYSE: RLGT) declined by 2.6% in after-hours trading following the earnings report [6]

Market Performance - U.S. equities experienced a significant surge on September 15th, 2025, with the S&P 500 closing at an all-time high of approximately 6615 points, up by about 0.52% [2] - The Nasdaq Composite Index also reached a new record close, gaining 0.9%, while the Dow Jones Industrial Average increased by 0.1% [2] - The market's strong performance was attributed to investor optimism ahead of a widely anticipated interest rate cut by the Federal Reserve [1][3] Federal Reserve Expectations - The Federal Reserve is expected to announce a 25 basis point reduction in the federal funds rate during its FOMC meeting on September 16th and 17th, 2025, bringing the target range to approximately 4.00%-4.25% [4] - The meeting is significant due to ongoing inflation concerns and a weakening labor market, with the Fed also set to release its updated Summary of Economic Projections [5] Corporate Developments - Tesla's CEO Elon Musk purchased approximately $1 billion worth of Tesla stock, leading to a surge of over 5% in the company's shares [7] - Alphabet's stock rose by over 4%, pushing its market capitalization above $3 trillion for the first time [7] - Intel's shares advanced nearly 3% to 4% after announcing a trimmed fiscal 2025 non-GAAP operating expenses forecast following the sale of a 51% stake in its Altera business for approximately $3.3 billion [11] Earnings Announcements - Upcoming earnings reports include Dave & Buster's Entertainment, Inc. and Radiant Logistics, Inc., which are expected to provide insights into corporate performance [8] - RH reported a second-quarter fiscal 2025 earnings of $2.93 per share, missing consensus estimates, leading to a decline of 4.6% in its shares [11] - Super Micro Computer gained 2.4% after announcing large-scale shipments of Nvidia Blackwell Ultra systems [11]

[Cautionary Statement About Forward-Looking Statements](index=4&type=section&id=CAUTIONARY%20STATEMENT%20ABOUT%20FORWARD-LOOKING%20STATEMENTS) This section highlights that the report contains forward-looking statements subject to various known and unknown risks and uncertainties - The report contains forward-looking statements related to future events, business, financial performance, and condition, which are not guarantees and are subject to known and unknown risks, uncertainties, and assumptions[11](index=11&type=chunk) - Actual results may differ materially due to factors such as relationships with strategic operating partners, acquisition integration, transportation costs, macroeconomic factors, cyber incidents, and internal control over financial reporting[11](index=11&type=chunk) [PART I](index=5&type=section&id=PART%20I) This part provides a comprehensive overview of the company's business, including its operations, strategies, competitive landscape, and risk factors [Business Overview](index=5&type=section&id=ITEM%201.%20BUSINESS) Radiant Logistics, Inc. operates as a leading non-asset-based third-party logistics (3PL) company, providing technology-enabled global transportation and value-added logistics services primarily in the United States and Canada [Competitive Strengths](index=5&type=section&id=Competitive%20Strengths) The company's strengths include a non-asset-based model, strong partner support, diverse customer base, and advanced information technology - Operates a **non-asset-based business model**, minimizing fixed operating costs, offering competitive pricing, flexible solutions, and strong cash flow characteristics[19](index=19&type=chunk) - Provides significant advantages to strategic operating partners, including operating authority, technology, sales/marketing support, working capital access, and global brand recognition[20](index=20&type=chunk) - Maintains a **diverse customer base** across various industries, with no single customer or strategic operating partner representing more than **10% of consolidated revenue**, reducing concentration risks[22](index=22&type=chunk) - Leverages advanced information technology resources for real-time shipment information, customer connectivity, centralized transportation management, and proprietary global trade management for SKU-level visibility[23](index=23&type=chunk) [Industry Overview](index=8&type=section&id=Industry%20Overview) The highly fragmented logistics industry sees increasing demand for efficient 3PLs, with non-asset-based models offering cost-effectiveness and flexibility - The logistics industry is highly fragmented, with increasing demand for efficient and cost-effective third-party logistics providers due to businesses minimizing inventory, globalizing trade, and needing time-definite delivery[27](index=27&type=chunk)[31](index=31&type=chunk) - Non-asset-based companies like Radiant Logistics are often able to serve customers less expensively and with greater flexibility than asset-based competitors[29](index=29&type=chunk) US and Canada 3PL Market Size | Market | Estimated Annual Size | | :----- | :-------------------- | | US & Canada 3PL | ~$336.3 billion | [Growth Strategy](index=8&type=section&id=Our%20Growth%20Strategy) The company aims for comprehensive multimodal transportation and logistics services through organic growth and strategic acquisitions of non-asset-based providers - The company's objective is to provide comprehensive multimodal transportation and logistics services through organic growth and strategic acquisitions of non-asset-based providers[30](index=30&type=chunk)[33](index=33&type=chunk) - Since 2006, Radiant Logistics has completed **33 acquisitions**, including significant additions like Wheels Group Inc. (Radiant Canada) in 2015 and Navegate, Inc. in 2021, expanding geographical and service offerings[30](index=30&type=chunk)[32](index=32&type=chunk)[34](index=34&type=chunk) - The acquisition strategy targets both third-party businesses and strategic operating partners, leveraging market fragmentation and offering liquidity or growth opportunities to smaller companies[35](index=35&type=chunk)[36](index=36&type=chunk) [Operating Strategy](index=11&type=section&id=Our%20Operating%20Strategy) The operating strategy focuses on maximizing efficiencies through central integration and a relationship-oriented approach with customers - A key element is maximizing operational efficiencies by integrating general and administrative functions into a central back-office platform, reducing redundancies, and allowing acquired companies to focus on sales and operations growth[37](index=37&type=chunk) - Emphasizes a relationship-oriented approach with customers, designing solutions and identifying resources for their supply chain strategies to foster greater customer satisfaction and reduce business development expense[38](index=38&type=chunk) [Operations](index=11&type=section&id=Operations) The company offers diverse domestic and international freight forwarding and brokerage services, leveraging a vast carrier network as a non-asset-based provider - Offers domestic and international freight forwarding and freight brokerage services, including air, ocean, truckload, LTL, and intermodal, across North America[39](index=39&type=chunk) - As a non-asset-based provider, the company arranges shipments through a vast carrier network, generating gross margin from the difference between customer charges and payments to transportation providers[40](index=40&type=chunk) - Organized into two geographic operating segments (U.S. and Canada), providing both freight forwarding and freight brokerage capabilities, along with value-added services like MM&D, CHB, and GTM[41](index=41&type=chunk)[45](index=45&type=chunk) [Information Services](index=13&type=section&id=Information%20Services) Continuous enhancement of information systems and migration to a common platform are key, offering proprietary global trade management for SKU-level visibility - A primary business strategy component is the continuous enhancement of information systems and the migration of acquired companies and strategic operating partners to a common set of customer-facing and back-office applications[46](index=46&type=chunk) - Utilizes SAP TM and Cargowise for forwarding, TEDS, Megatrans, Revenova, and Profit Tools for brokerage, and Highjump for warehousing, with plans to transition to a singular SAP-based platform[47](index=47&type=chunk) - Offers a proprietary global trade management platform that provides SKU-level visibility from manufacturing in Asia through final delivery in the U.S., differentiating its market position[46](index=46&type=chunk) [Sales and Marketing](index=13&type=section&id=Sales%20and%20Marketing) Services are marketed through a network of company-owned and strategic operating partner locations, leveraging collective resources for broader brand recognition - Services are primarily marketed through a network of Company-owned and strategic operating partner locations across North America, each staffed with operational employees to support sales and customer service[48](index=48&type=chunk) - Strategic operating partners rely on the company for operating authority, technology, sales and marketing support, access to working capital, carrier networks, and collective purchasing power, enabling broader brand recognition[48](index=48&type=chunk) [Competition and Business Conditions](index=15&type=section&id=Competition%20and%20Business%20Conditions) The logistics business is intensely competitive and impacted by domestic and international trade volumes, economic conditions, and global events - The logistics business is directly impacted by domestic and international trade volumes, which are influenced by economic and political conditions, work stoppages, currency fluctuations, and global events[49](index=49&type=chunk) - The global transportation and logistics services industry is intensely competitive, with competition based on rates, service quality, scope of operations, geographic coverage, information technology, and price[50](index=50&type=chunk) - The company competes against asset-based and other non-asset-based third-party logistics companies, consultants, information technology vendors, and shippers' transportation departments, some of which have substantially greater financial resources[50](index=50&type=chunk) [Regulation](index=15&type=section&id=Regulation) Interstate and international freight transportation is highly regulated, with specific agencies overseeing air, surface, and ocean forwarding, as well as customs brokerage - Interstate and international transportation of freight is highly regulated, with non-compliance potentially leading to substantial fines or revocation of operating permits[51](index=51&type=chunk) - Air freight forwarding is regulated by the Federal Aviation Administration and Transportation Security Administration, while surface freight forwarding is subject to the Federal Motor Carrier Safety Administration and Surface Transportation Board[52](index=52&type=chunk)[53](index=53&type=chunk) - Ocean forwarding operations are regulated and licensed by the Federal Maritime Commission, and United States customs brokerage operations are subject to the licensing requirements of the Bureau of Customs and Border Protection[55](index=55&type=chunk)[56](index=56&type=chunk) [Environmental, Social, and Governance Initiatives (ESG)](index=15&type=section&id=Environmental,%20Social,%20and%20Governance%20Initiatives) The company's ESG strategy, overseen by the Board and an ESG Steering Committee, includes expanding GHG emissions inventory, setting SBTi-aligned targets, and fostering a socially responsible culture - The Board of Directors oversees ESG-related matters, with an ESG Steering Committee and Task Force guiding strategy based on materiality assessment and International Financial Reporting Standards (IFRS) sustainability standards[59](index=59&type=chunk) - In 2025, the company expanded its GHG emissions inventory to include upstream and downstream Scope 3 sources, building on completed Scope 1 and 2 data, with future targets expected to align with the Science Based Targets initiative (SBTi)[60](index=60&type=chunk) - Ongoing strategic initiatives include annual GHG emissions inventory reporting, establishing SBTi-aligned reduction targets, engaging with suppliers, customers, and partners, and evaluating cost-effective pathways to achieve **100% renewable electricity** for company-owned operations[60](index=60&type=chunk) - Committed to being a socially responsible employer, fostering a culture of employee engagement and inclusion, and acting as a good corporate citizen, including a long-term partnership with the American Heart Association[61](index=61&type=chunk) [Human Capital](index=17&type=section&id=Human%20Capital) The company is committed to fostering a positive and inclusive employee culture to create a high-performance environment - The company is committed to fostering a positive and engaging culture of employee inclusion and belonging, aiming to create a high-performance environment where all people can thrive[62](index=62&type=chunk) Employee Count (as of June 30, 2025) | Category | Count | | :------- | :---- | | Total Employees | 1,026 | | Full-time Employees | 988 | | Unionized Employees | 0 | [Available Information](index=17&type=section&id=Available%20Information) SEC filings, including Annual Reports on Form 10-K, are available free of charge on the company's website and the SEC website - The company maintains a website (www.radiantdelivers.com) where SEC filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and proxy statements, are posted free of charge[64](index=64&type=chunk) - These reports are also available free of charge on the SEC website at www.sec.gov[64](index=64&type=chunk) [Risk Factors](index=18&type=section&id=ITEM%201A.%20RISK%20FACTORS) This section outlines significant risks that could materially and adversely affect Radiant Logistics' business, financial condition, or results of operations [Business-Specific Risks](index=18&type=section&id=Risks%20Related%20to%20our%20Business) Key business risks include dependence on strategic partners, IT system reliance, economic downturns, and foreign exchange exposure - Dependence on maintaining and expanding the existing strategic operating partner network, which contributed approximately **42% of consolidated adjusted gross profit in fiscal year 2025**[67](index=67&type=chunk) - Reliance on information technology systems for efficient operations and growth, with risks including cybersecurity attacks, data loss, service interruptions, and the need for timely and cost-effective system enhancements[70](index=70&type=chunk)[73](index=73&type=chunk) - Vulnerability to economic recessions, downturns, interest rate fluctuations, and inflation, which can reduce freight volumes, impact customer payments, and affect carrier availability[78](index=78&type=chunk) - Exposure to foreign exchange risk and compliance with foreign regulatory requirements due to growing international operations, which accounted for **45% of adjusted gross profit in fiscal year 2025**[107](index=107&type=chunk)[110](index=110&type=chunk) [Acquisition Strategy Risks](index=33&type=section&id=Risks%20Related%20to%20our%20Acquisition%20Strategy) Acquisition risks include scarcity of targets, competition, limited financial resources, and difficulties in integrating acquired businesses - Scarcity of desirable acquisition targets and intense competition from larger, well-financed entities, potentially leading to unfavorable terms or an inability to complete acquisitions[124](index=124&type=chunk) - Limited financial resources for acquisitions without additional financing, which may involve issuing equity or debt, potentially diluting existing stockholders or being constrained by credit facility terms[125](index=125&type=chunk) - Difficulties in integrating the operations, personnel, and assets of acquired businesses, which may disrupt existing operations, divert resources, and lead to potential loss of strategic operating partners or key employees[133](index=133&type=chunk) [Common Stock Risks](index=37&type=section&id=Risks%20Related%20to%20our%20Common%20Stock) Risks related to common stock include price fluctuations, anti-takeover provisions, significant insider influence, and no anticipated cash dividends - The market price of common stock may fluctuate significantly due to various factors, including variations in earnings, competitor performance, public announcements, regulatory changes, and general market conditions[141](index=141&type=chunk) - Provisions in the company's certificate of incorporation, bylaws, and Delaware law could deter a change in management or make a contested takeover more difficult, even if favored by a majority of stockholders[144](index=144&type=chunk) - The Founder, Chairman, and CEO, Bohn H. Crain, beneficially owns approximately **20% of outstanding common stock**, allowing him to exert substantial influence over management and matters requiring stockholder approval[146](index=146&type=chunk) - The company does not anticipate paying cash dividends on its common stock in the foreseeable future, and its ability to pay dividends is further limited by the terms of its credit facility[152](index=152&type=chunk) [Unresolved Staff Comments](index=40&type=section&id=ITEM%201B.%20UNRESOLVED%20STAFF%20COMMENTS) This item indicates that there are no unresolved staff comments from the SEC - Not Applicable[154](index=154&type=chunk) [Cybersecurity](index=40&type=section&id=ITEM%201C.%20CYBERSECURITY) Cybersecurity, data privacy, and data protection are critical to Radiant Logistics' business, with processes integrated into overall risk management and board oversight - Cybersecurity, data privacy, and data protection are critical to the business, with processes for assessing, identifying, and managing material risks integrated into overall risk management[155](index=155&type=chunk)[156](index=156&type=chunk) - The cybersecurity program is structured around strategy, execution, management, oversight, and user training, guided by the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF)[157](index=157&type=chunk) - The company utilizes a Network Operations and Security Center (NOSC) for **24x7 endpoint monitoring** and engages third-party cybersecurity service providers to assess and enhance its practices and assist with system protection[159](index=159&type=chunk)[160](index=160&type=chunk) - Management, led by the Chief Technology Officer (CTO), is responsible for day-to-day cybersecurity risk management, with regular reporting to the Audit and Executive Oversight Committee (AEOC)[163](index=163&type=chunk) - The Board of Directors, through the AEOC, provides risk management oversight for the cybersecurity program, reviewing controls, security, and contingency plans[164](index=164&type=chunk)[165](index=165&type=chunk) - The company experienced two cyber incidents (December 2021 ransomware and March 2024 Canadian subsidiary breach) which caused operational disruptions but systems were restored, leading to enhanced security measures[169](index=169&type=chunk) [Properties](index=44&type=section&id=ITEM%202.%20PROPERTIES) Radiant Logistics' principal executive offices are in Renton, Washington, with over 100 leased operating locations across North America and internationally - The company's principal executive offices are located in Renton, Washington[171](index=171&type=chunk) - The network comprises over **100 operating locations**, including company-owned offices and warehouses in leased facilities across the United States (e.g., Long Beach, Woodridge, Miami), Canada (e.g., Surrey, Calgary, Brampton), and other international locations (Shanghai, Cebu City, Mexico City)[171](index=171&type=chunk)[174](index=174&type=chunk)[175](index=175&type=chunk) - Current offices and warehouses are believed to be adequately covered by insurance and sufficient to support operations for the foreseeable future[171](index=171&type=chunk) [Legal Proceedings](index=44&type=section&id=ITEM%203.%20LEGAL%20PROCEEDINGS) The company is subject to routine legal actions, but management is not aware of any material pending or threatened proceedings - The company and its subsidiaries may be subject to legal actions and claims arising from contracts or other matters in the ordinary course of business[172](index=172&type=chunk)[353](index=353&type=chunk) - Management is not aware of any pending or threatened legal proceedings that are considered other than routine, and believes their ultimate disposition will not be material to financial position, results of operations, and liquidity[172](index=172&type=chunk)[353](index=353&type=chunk) [Mine Safety Disclosures](index=44&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to Radiant Logistics, Inc. - Not applicable[173](index=173&type=chunk) [PART II](index=46&type=section&id=PART%20II) This part covers market information for common equity, management's discussion and analysis, market risk disclosures, and financial statements [Market for Common Equity, Stockholder Matters & Issuer Purchases](index=46&type=section&id=ITEM%205.%20MARKET%20FOR%20REGISTRANT'S%20COMMON%20EQUITY,%20RELATED%20STOCKHOLDER%20MATTERS%20AND%20ISSUER%20PURCHASES%20OF%20EQUITY%20SECURITIES) Radiant Logistics' common stock trades on the NYSE American under 'RLGT,' with 47,143,178 shares outstanding and no anticipated cash dividends - The company's common stock trades on the NYSE American under the symbol **"RLGT"**[177](index=177&type=chunk) Stockholder Information (as of September 8, 2025) | Metric | Value | | :------- | :---- | | Stockholders of Record | 64 | | Shares Outstanding | 47,143,178 | - The company has never declared or paid cash dividends on its common stock and does not anticipate doing so in the foreseeable future, with any future determination subject to board discretion and credit facility restrictions[178](index=178&type=chunk)[152](index=152&type=chunk) Issuer Purchases of Equity Securities (Three months ended June 30, 2025) | Period | Total Shares Purchased | Average Price Paid per Share | Total Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Shares Yet to Be Purchased under Plans or Programs | | :----------------- | :--------------------- | :------------------------- | :---------------------------------------------------------- | :---------------------------------------------------------- | | April 1 − 30, 2025 | 16,357 | $5.50 | 16,357 | 4,660,235 | | May 1 − 31, 2025 | — | — | — | 4,660,235 | | June 1 − 30, 2025 | — | — | — | 4,660,235 | | **Total** | **16,357** | **$5.50** | **16,357** | **4,660,235** | Comparative Stock Performance (Investment value as of June 30, assuming $100 invested on June 30, 2020) | Index | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | :------------------------------- | :--- | :--- | :--- | :--- | :--- | :--- | | Radiant Logistics, Inc. | $100 | $176 | $189 | $171 | $145 | $155 | | Dow Jones Transportation Average | $100 | $162 | $143 | $169 | $168 | $168 | | Russell 2000 Index | $100 | $160 | $118 | $131 | $142 | $151 | [RESERVED](index=47&type=section&id=ITEM%206.%20%5BRESERVED%5D) This item is reserved and contains no information - This item is reserved[184](index=184&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=48&type=section&id=ITEM%207.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) The MD&A provides an overview of Radiant Logistics' financial condition and results, detailing performance metrics, critical accounting estimates, and a comparative analysis of fiscal years 2025 and 2024 [Performance Metrics](index=49&type=section&id=Performance%20Metrics) Key performance indicators include transportation revenue, adjusted gross profit, EBITDA, and adjusted EBITDA, all subject to seasonal trends - The principal source of income is freight forwarding and freight brokerage services, with transportation revenue representing the total dollar value of services sold to customers[191](index=191&type=chunk) - Adjusted gross profit, a non-GAAP financial measure, is the primary indicator of the company's ability to source, add value, and resell services provided by third-parties, and is considered a key performance measure by management[192](index=192&type=chunk) - EBITDA and adjusted EBITDA, also non-GAAP measures, are used to analyze results by eliminating non-cash charges and are closely monitored for financial flexibility and investor discussions[194](index=194&type=chunk)[195](index=195&type=chunk) - Operating results are subject to seasonal trends, with the first and third fiscal quarters traditionally weaker, influenced by market conditions, holiday seasons, consumer demand, and economic factors[196](index=196&type=chunk) [Critical Accounting Estimates](index=49&type=section&id=Critical%20Accounting%20Estimates) Key accounting estimates involve revenue recognition, fair value of acquired assets and liabilities, goodwill impairment, intangible asset amortization, and contingent consideration valuation - Key accounting estimates include revenue recognition, fair value of acquired assets and liabilities, assessment of recoverability of long-lived assets, goodwill and intangible assets, and fair value of contingent consideration[197](index=197&type=chunk) - Revenue recognition for transportation services is satisfied over time, based on estimated transit period, average revenue per shipment, and percentage of completion, requiring significant management judgment[198](index=198&type=chunk) - Goodwill is reviewed for impairment annually as of April 1st, or more frequently if circumstances indicate, using qualitative or quantitative assessments to compare fair value to carrying amount[199](index=199&type=chunk)[273](index=273&type=chunk) - Definite-lived intangible assets, such as customer-related assets, trade names, licenses, and developed technology, are amortized using the straight-line method over periods of up to **15 years**[200](index=200&type=chunk)[278](index=278&type=chunk) - Contingent consideration for acquisitions is measured quarterly at fair value using projected future financial results and discounted with Level 3 inputs, with changes recognized in the consolidated statements of comprehensive income[202](index=202&type=chunk)[281](index=281&type=chunk) [Results of Operations (Fiscal Year 2025 vs. 2024)](index=50&type=section&id=Results%20of%20Operations) This section analyzes the company's financial performance for fiscal years 2025 and 2024, detailing changes in revenues, costs, adjusted gross profit, and operating expenses Revenues, Cost of Transportation, and Adjusted Gross Profit by Segment (FY2025 vs. FY2024) | (In thousands) | FY2025 Total | FY2024 Total | Change ($) | Change (%) | | :-------------------------------- | :----------- | :----------- | :--------- | :--------- | | **Revenues** | | | | | | Transportation | $854,385 | $753,248 | $101,137 | 13.4% | | Value-added services | $48,311 | $49,222 | $(911) | -1.8% | | **Total Revenues** | **$902,696** | **$802,470** | **$100,226** | **12.5%** | | **Cost of transportation and other services** | | | | | | Transportation | $642,997 | $544,341 | $98,656 | 18.1% | | Value-added services | $20,280 | $21,606 | $(1,326) | -6.1% | | **Total Cost of Services** | **$663,277** | **$565,947** | **$97,330** | **17.2%** | | **Adjusted Gross Profit** | | | | | | Transportation | $211,388 | $208,907 | $2,481 | 1.2% | | Value-added services | $28,031 | $27,616 | $415 | 1.5% | | **Total Adjusted Gross Profit** | **$239,419** | **$236,523** | **$2,896** | **1.2%** | | **Adjusted Gross Profit Percentage** | | | | | | Transportation | 24.7% | 27.7% | -3.0 pp | | | Value-added services | 58.0% | 56.1% | +1.9 pp | | - Transportation revenue increased by **$101.2 million (13.4%)** in FY2025, primarily driven by **$58.5 million in project charter revenues** and **$57.7 million from acquisitions**, though net transportation margins decreased from **27.7% to 24.7%** due to lower-margin revenues[204](index=204&type=chunk) Consolidated Statements of Comprehensive Income Data (FY2025 vs. FY2024) | (In thousands, except per share data) | FY2025 Total | FY2024 Total | Change ($) | Change (%) | | :-------------------------------------- | :----------- | :----------- | :--------- | :--------- | | Adjusted gross profit | $239,419 | $236,523 | $2,896 | 1.2% | | Operating partner commissions | $78,493 | $92,668 | $(14,175) | -15.3% | | Personnel costs | $81,509 | $78,212 | $3,297 | 4.2% | | Selling, general and administrative expenses | $42,471 | $38,700 | $3,771 | 9.7% | | Depreciation and amortization | $18,379 | $18,095 | $284 | 1.6% | | Change in fair value of contingent consideration | $(2,491) | $(450) | $(2,041) | 453.6% | | Total operating expenses | $218,361 | $227,225 | $(8,864) | -3.9% | | Income from operations | $21,058 | $9,298 | $11,760 | 126.5% | | Total other income | $145 | $422 | $(277) | -65.6% | | Income before income taxes | $21,203 | $9,720 | $11,483 | 118.1% | | Income tax expense | $(3,765) | $(1,523) | $(2,242) | 147.2% | | Net income | $17,438 | $8,197 | $9,241 | 112.7% | | Net income attributable to Radiant Logistics, Inc. | $17,291 | $7,685 | $9,606 | 124.9% | - Operating partner commissions decreased by **$14.2 million (15.3%)** due to reduced adjusted gross profit from strategic operating partners and conversions to company-owned locations[207](index=207&type=chunk) - Personnel costs increased by **$3.3 million (4.2%)** due to increased headcount from acquisitions, while Selling, General and Administrative (SG&A) expenses rose by **$3.8 million (9.7%)** due to higher technology spending, facilities costs, and lease termination costs[208](index=208&type=chunk)[209](index=209&type=chunk) Adjusted EBITDA Reconciliation (FY2025 vs. FY2024) | (In thousands) | FY2025 Total | FY2024 Total | Change ($) | Change (%) | | :-------------------------------------- | :----------- | :----------- | :--------- | :--------- | | Net income attributable to Radiant Logistics, Inc. | $17,291 | $7,685 | $9,606 | 124.9% | | Income tax expense | $3,765 | $1,523 | $2,242 | 147.2% | | Depreciation and amortization | $18,493 | $18,552 | $(59) | -0.3% | | Net interest expense | $39 | $(1,277) | $1,316 | -103.1% | | Share-based compensation | $(819) | $2,611 | $(3,430) | -131.4% | | Change in fair value of contingent consideration | $(2,491) | $(450) | $(2,041) | 453.6% | | Lease termination costs | $1,491 | $76 | $1,415 | 1861.8% | | Change in fair value of interest rate swap contracts | $1,032 | $1,197 | $(165) | -13.8% | | Other | $(45) | $1,243 | $(1,288) | -103.6% | | **Adjusted EBITDA** | **$38,756** | **$31,160** | **$7,596** | **24.4%** | | Adjusted EBITDA as a % of adjusted gross profit | 16.2% | 13.2% | +3.0 pp | | [Liquidity and Capital Resources](index=53&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity is primarily from operating cash flow and the Revolving Credit Facility, deemed adequate for future operations, despite increased cash used for investing activities - Primary sources of liquidity are cash generated from operating activities and borrowings under the Revolving Credit Facility, which also fund capital expenditures and contractual contingent consideration obligations[217](index=217&type=chunk) Cash Flow Summary (FY2025 vs. FY2024) | (In thousands) | FY2025 | FY2024 | Change ($) | | :-------------------------------- | :------- | :------- | :--------- | | Net cash provided by operating activities | $13,266 | $17,255 | $(3,989) | | Net cash used for investing activities | $(33,493) | $(15,161) | $(18,332) | | Net cash provided by (used for) financing activities | $18,230 | $(10,182) | $28,412 | | Effect of exchange rate changes on cash and cash equivalents | $65 | $(100) | $165 | | Net decrease in cash and cash equivalents | $(1,932) | $(8,188) | $6,256 | | Cash and cash equivalents, end of year | $22,942 | $24,874 | $(1,932) | - Net cash used for investing activities increased significantly by **$18.3 million** in FY2025, primarily due to higher cash paid for acquisitions (**$28.5 million in FY2025 vs. $6.8 million in FY2024**)[219](index=219&type=chunk)[260](index=260&type=chunk) - Net cash provided by financing activities was **$18.2 million** in FY2025, a substantial shift from net cash used of **$10.2 million** in FY2024, driven by **$20.0 million in net proceeds** from the Revolving Credit Facility[220](index=220&type=chunk)[260](index=260&type=chunk) - As of June 30, 2025, the company had **$22.9 million in unrestricted cash and cash equivalents**, which, along with anticipated cash flow and financing access, is deemed adequate for funding existing operations for the next twelve months[217](index=217&type=chunk)[221](index=221&type=chunk) [Technology](index=54&type=section&id=Technology) Continuous enhancement of the technology platform is a core business strategy, with increased spending planned for fiscal year 2026 to improve customer, vendor, and user tools - A primary component of the business strategy is to provide robust and advanced technology offerings to customers and operations, continuously developing and enhancing the technology platform[223](index=223&type=chunk) - The company expects to increase spending in fiscal year 2026 to further enhance its technology platform, focusing on customer-facing, vendor-facing, and user-facing tools and systems[223](index=223&type=chunk) [Revolving Credit Facility](index=54&type=section&id=Revolving%20Credit%20Facility) The company maintains a **$200 million** syndicated revolving credit facility, maturing in August 2027, with **$20.0 million** outstanding as of June 30, 2025 - The company maintains a **$200 million** syndicated revolving credit facility, segregated into a **$150 million USD tranche** and a **$50 million USD/CAD tranche**, with a **$75 million accordion feature** for future acquisition opportunities[224](index=224&type=chunk) - The facility matures on **August 5, 2027**, is collateralized by accounts receivable and other assets, and is subject to financial covenants including a maximum consolidated net leverage ratio of **3.00** and minimum consolidated interest coverage ratio of **3.00**[225](index=225&type=chunk)[226](index=226&type=chunk) - As of June 30, 2025, borrowings outstanding on the Revolving Credit Facility were **$20.0 million**, and the company was in compliance with its covenants[227](index=227&type=chunk)[325](index=325&type=chunk) [Off Balance Sheet Arrangements](index=54&type=section&id=Off%20Balance%20Sheet%20Arrangements) As of June 30, 2025, the company had no material off-balance sheet arrangements or related risks - As of June 30, 2025, the company did not have any relationships with unconsolidated entities or financial partners for off-balance sheet arrangements, thus not materially exposed to related financing, liquidity, market, or credit risks[228](index=228&type=chunk) [Recent Accounting Guidance](index=54&type=section&id=Recent%20Accounting%20Guidance) Recent accounting guidance is discussed in Note 2 to the consolidated financial statements - Recent accounting guidance is discussed in Note 2 to the consolidated financial statements[229](index=229&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=ITEM%207A.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) Radiant Logistics is exposed to market risks primarily related to foreign exchange rates and interest rates, which could impact net income and interest expense - The company is exposed to market risks primarily related to foreign exchange risk, arising from sales, purchases, and intercompany transactions denominated in foreign currencies, particularly in Canada[230](index=230&type=chunk) - A **1.0% fluctuation in foreign exchange rates** would have changed net income for the fiscal year ended June 30, 2025, by approximately **$0.04 million**[230](index=230&type=chunk) - The company is also subject to risks related to an increase in interest rates; for every **$1.0 million outstanding** on the Revolving Credit Facility, a **1.0% increase in interest rates** would raise interest expense by approximately **$0.06 million**[231](index=231&type=chunk) [Financial Statements and Supplementary Data](index=57&type=section&id=ITEM%208.%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTARY%20DATA) This section presents the audited consolidated financial statements for fiscal years 2025 and 2024, with unqualified opinions from the independent registered public accounting firm [Report of Independent Registered Public Accounting Firm](index=58&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The independent registered public accounting firm issued unqualified opinions on both the consolidated financial statements and internal control over financial reporting - The independent registered public accounting firm issued an **unqualified opinion** on the consolidated financial statements for the fiscal years ended June 30, 2025 and 2024[237](index=237&type=chunk) - An **unqualified opinion** was also issued on the effectiveness of the company's internal control over financial reporting as of June 30, 2025, based on COSO criteria[237](index=237&type=chunk) - The audit of internal control over financial reporting excluded recently acquired Foundation Logistics & Services, LLC and Transcon Shipping Co., Inc., which constituted **3.1% of consolidated total assets** and **4.0% of consolidated revenues** for FY2025[241](index=241&type=chunk) [Consolidated Balance Sheets](index=61&type=section&id=Consolidated%20Balance%20Sheets) The consolidated balance sheets show total assets increased by **15.0%** to **$426.8 million** in FY2025, driven by goodwill and intangible asset growth from acquisitions Consolidated Balance Sheet Summary (as of June 30, 2025 vs. 2024) | (In thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :------------------------------------ | :------------ | :------------ | :--------- | :--------- | | Total Current Assets | $179,250 | $164,205 | $15,045 | 9.2% | | Property, technology, and equipment, net | $23,489 | $25,558 | $(2,069) | -8.1% | | Goodwill | $117,637 | $93,043 | $24,594 | 26.4% | | Intangible assets, net | $49,123 | $34,943 | $14,180 | 40.6% | | Operating lease right-of-use assets | $55,066 | $49,850 | $5,216 | 10.5% | | **Total Assets** | **$426,774** | **$371,185** | **$55,589** | **15.0%** | | Total Current Liabilities | $115,145 | $110,451 | $4,694 | 4.3% | | Notes payable | $20,000 | $0 | $20,000 | N/A | | Total Long-Term Liabilities | $85,544 | $51,225 | $34,319 | 67.0% | | **Total Liabilities** | **$200,689** | **$161,676** | **$39,013** | **24.1%** | | **Total Equity** | **$226,085** | **$209,509** | **$16,576** | **7.9%** | - Goodwill increased by **$24.6 million** and intangible assets, net, increased by **$14.2 million**, primarily due to acquisitions in fiscal year 2025[252](index=252&type=chunk)[317](index=317&type=chunk)[318](index=318&type=chunk) - Notes payable increased to **$20.0 million** in FY2025 from zero in FY2024, reflecting borrowings under the Revolving Credit Facility[252](index=252&type=chunk)[325](index=325&type=chunk) [Consolidated Statements of Comprehensive Income](index=63&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Net income attributable to Radiant Logistics, Inc. increased by **124.9%** to **$17.3 million** in FY2025, with basic EPS rising to **$0.37** Consolidated Statements of Comprehensive Income Summary (FY2025 vs. FY2024) | (In thousands, except per share data) | FY2025 | FY2024 | Change ($) | Change (%) | | :------------------------------------ | :----- | :----- | :--------- | :--------- | | Revenues | $902,696 | $802,470 | $100,226 | 12.5% | | Total operating expenses | $881,638 | $793,172 | $88,466 | 11.2% | | Income from operations | $21,058 | $9,298 | $11,760 | 126.5% | | Total other income | $145 | $422 | $(277) | -65.6% | | Income before income taxes | $21,203 | $9,720 | $11,483 | 118.1% | | Income tax expense | $(3,765) | $(1,523) | $(2,242) | 147.2% | | Net income | $17,438 | $8,197 | $9,241 | 112.7% | | Net income attributable to Radiant Logistics, Inc. | $17,291 | $7,685 | $9,606 | 124.9% | | Basic Income per share | $0.37 | $0.16 | $0.21 | 131.3% | | Diluted Income per share | $0.35 | $0.16 | $0.19 | 118.8% | - Net income attributable to Radiant Logistics, Inc. increased by **124.9%** to **$17.3 million** in FY2025 from **$7.7 million** in FY2024[254](index=254&type=chunk) - Basic earnings per share increased to **$0.37** in FY2025 from **$0.16** in FY2024, and diluted earnings per share increased to **$0.35** from **$0.16**[254](index=254&type=chunk) [Consolidated Statements of Changes in Equity](index=65&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Total equity increased by **$16.6 million (7.9%)** in FY2025, driven by net income and other comprehensive income, partially offset by common stock repurchases Total Equity (FY2025 vs. FY2024) | (In thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :------------------------------------ | :------------ | :------------ | :--------- | :--------- | | Total Radiant Logistics, Inc. stockholders' equity | $226,016 | $209,362 | $16,654 | 7.9% | | Noncontrolling interest | $69 | $147 | $(78) | -53.1% | | **Total Equity** | **$226,085** | **$209,509** | **$16,576** | **7.9%** | - Total equity increased by **$16.6 million (7.9%)** from June 30, 2024, to June 30, 2025, driven by net income and other comprehensive income, partially offset by common stock repurchases[257](index=257&type=chunk) - Repurchases of common stock totaled **$0.8 million** in FY2025, a decrease from **$4.1 million** in FY2024[257](index=257&type=chunk)[332](index=332&type=chunk) [Consolidated Statements of Cash Flows](index=66&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities decreased by **$4.0 million** in FY2025, while investing activities used **$18.3 million** more cash, and financing activities provided **$18.2 million** Cash Flow Summary (FY2025 vs. FY2024) | (In thousands) | FY2025 | FY2024 | Change ($) | | :-------------------------------- | :------- | :------- | :--------- | | Net cash provided by operating activities | $13,266 | $17,255 | $(3,989) | | Net cash used for investing activities | $(33,493) | $(15,161) | $(18,332) | | Net cash provided by (used for) financing activities | $18,230 | $(10,182) | $28,412 | | Effect of exchange rate changes on cash and cash equivalents | $65 | $(100) | $165 | | Net decrease in cash and cash equivalents | $(1,932) | $(8,188) | $6,256 | | Cash and cash equivalents, end of year | $22,942 | $24,874 | $(1,932) | - Net cash provided by operating activities decreased by **$4.0 million** in FY2025[260](index=260&type=chunk) - Net cash used for investing activities increased significantly by **$18.3 million**, primarily due to higher cash paid for acquisitions (**$28.5 million in FY2025 vs. $6.8 million in FY2024**)[219](index=219&type=chunk)[260](index=260&type=chunk) - Net cash provided by financing activities was **$18.2 million** in FY2025, a substantial shift from net cash used of **$10.2 million** in FY2024, driven by **$20.0 million in net proceeds** from the Revolving Credit Facility[220](index=220&type=chunk)[260](index=260&type=chunk) [Notes to the Consolidated Financial Statements](index=67&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) These notes provide detailed information on accounting policies, segment reporting, business combinations, and subsequent events, including recent acquisitions - Provides detailed information on the company's organization, nature of operations, and summary of significant accounting policies, including principles of consolidation, use of estimates, revenue recognition, and treatment of goodwill and intangible assets[263](index=263&type=chunk)[265](index=265&type=chunk)[283](index=283&type=chunk) - Details the company's two reportable segments (United States and Canada) and how adjusted EBITDA is used by the Chief Operating Decision Maker (CODM) to assess performance and allocate resources[356](index=356&type=chunk)[358](index=358&type=chunk) - Outlines business combinations in FY2025, including acquisitions of Foundation Logistics & Services, LLC, Focus Logistics, Inc., TCB Transportation Associates, LLC, Transcon Shipping Co., Inc., USA Logistics Services, Inc., and Universal Logistics, Inc., with total consideration of **$50.3 million**[361](index=361&type=chunk)[362](index=362&type=chunk)[363](index=363&type=chunk)[364](index=364&type=chunk)[365](index=365&type=chunk)[366](index=366&type=chunk)[367](index=367&type=chunk) - Subsequent to year-end, effective September 1, 2025, the company acquired an **80% stock ownership interest** in Weport, S.A. de C.V., a Mexico City-based global transportation and logistics solutions company[376](index=376&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=93&type=section&id=ITEM%209.%20CHANGES%20IN%20AND%20DISAGREEMENTS%20WITH%20ACCOUNTANTS%20ON%20ACCOUNTING%20AND%20FINANCIAL%20DISCLOSURE) This item states that there have been no changes in or disagreements with accountants on accounting and financial disclosure - None[377](index=377&type=chunk) [Controls and Procedures](index=93&type=section&id=ITEM%209A.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls were effective as of June 30, 2025, having remediated a previously identified material weakness in revenue recording - Management, under the supervision of the CEO and CFO, concluded that disclosure controls and procedures were effective as of June 30, 2025[379](index=379&type=chunk) - A previously disclosed material weakness in internal control over financial reporting related to the recording and processing of revenue transactions has been remediated through the design, implementation, and refinement of new and enhanced controls[386](index=386&type=chunk)[387](index=387&type=chunk) - As of June 30, 2025, management concluded that its internal control over financial reporting was effective, with the assessment excluding recently acquired Foundation and Transcon[384](index=384&type=chunk)[385](index=385&type=chunk) [Other Information](index=95&type=section&id=ITEM%209B.%20OTHER%20INFORMATION) No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the three months ended June 30, 2025 - During the three months ended June 30, 2025, none of the company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement[389](index=389&type=chunk) [Disclosure Regarding Foreign Jurisdictions That Prevent Inspections](index=95&type=section&id=ITEM%209C.%20DISCLOSURE%20REGARDING%20FOREIGN%20JURISDICTIONS%20THAT%20PREVENT%20INSPECTIONS) This item states that there are no disclosures regarding foreign jurisdictions that prevent inspections - None[390](index=390&type=chunk) [PART III](index=97&type=section&id=PART%20III) This part incorporates information on directors, executive compensation, security ownership, related transactions, and accountant fees by reference from the proxy statement [Directors, Executive Officers and Corporate Governance](index=97&type=section&id=ITEM%2010.%20DIRECTORS,%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) Information regarding directors, executive officers, and corporate governance is incorporated by reference from the 2025 Annual Meeting of Stockholders Proxy Statement - Information required for this item is incorporated by reference to the company's definitive proxy statement for the 2025 Annual Meeting of Stockholders[393](index=393&type=chunk) - The company's Code of Ethics, applicable to all directors, executive officers, and employees, is available on its website and printed copies can be requested[394](index=394&type=chunk) [Executive Compensation](index=97&type=section&id=ITEM%2011.%20EXECUTIVE%20COMPENSATION) Information regarding executive compensation is incorporated by reference from the 2025 Annual Meeting of Stockholders Proxy Statement - Information required for this item is incorporated by reference to the company's definitive proxy statement for the 2025 Annual Meeting of Stockholders[395](index=395&type=chunk) [Security Ownership of Certain Beneficial Owners, Management and Related Stockholder Matters](index=97&type=section&id=ITEM%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS) Information regarding security ownership and equity compensation plans is incorporated by reference from the 2025 Annual Meeting of Stockholders Proxy Statement - Information required for this item is incorporated by reference to the company's definitive proxy statement for the 2025 Annual Meeting of Stockholders[396](index=396&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=97&type=section&id=ITEM%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS,%20AND%20DIRECTOR%20INDEPENDENCE) Information regarding certain relationships, related party transactions, and director independence is incorporated by reference from the 2025 Annual Meeting of Stockholders Proxy Statement - Information required for this item is incorporated by reference to the company's definitive proxy statement for the 2025 Annual Meeting of Stockholders[397](index=397&type=chunk) [Principal Accountant Fees and Services](index=97&type=section&id=ITEM%2014.%20PRINCIPAL%20ACCOUNTANT%20FEES%20AND%20SERVICES) Information regarding principal accountant fees and services is incorporated by reference from the 2025 Annual Meeting of Stockholders Proxy Statement - Information required for this item is incorporated by reference to the company's definitive proxy statement for the 2025 Annual Meeting of Stockholders[398](index=398&type=chunk) [PART IV](index=98&type=section&id=PART%20IV) This part lists exhibits and financial statement schedules, detailing all documents filed as part of the report [Exhibits and Financial Statement Schedules](index=98&type=section&id=ITEM%2015.%20EXHIBITS%20AND%20FINANCIAL%20STATEMENT%20SCHEDULES) This section lists all documents filed as part of the report, including financial statements and a detailed list of exhibits - This item lists all documents filed as part of the report, including the company's consolidated financial statements (included in Part II, Item 8)[401](index=401&type=chunk) - Financial statement schedules are not applicable[402](index=402&type=chunk) - A comprehensive list of exhibits required by Item 601 of Regulation S-K is provided, detailing corporate documents, employment agreements, incentive plans, credit agreements, and certifications[402](index=402&type=chunk)[403](index=403&type=chunk) [Form 10-K Summary](index=102&type=section&id=ITEM%2016.%20FORM%2010-K%20SUMMARY) This item indicates that no Form 10-K summary is provided - None[404](index=404&type=chunk) [Signatures](index=103&type=section&id=Signatures) The report is duly signed on behalf of Radiant Logistics, Inc. by its Chief Executive Officer and other directors and officers as of September 15, 2025 - The report is duly signed on behalf of Radiant Logistics, Inc. by the Chief Executive Officer, Bohn H. Crain, and other directors and officers, including the Senior Vice President and Chief Financial Officer, Todd E. Macomber, as of September 15, 2025[406](index=406&type=chunk)[408](index=408&type=chunk)[409](index=409&type=chunk)

[Executive Summary & Financial Highlights](index=1&type=section&id=Executive%20Summary%20%26%20Financial%20Highlights) Radiant Logistics reported strong FY2025 financial results, driven by strategic acquisitions and a focus on future growth, alongside key operational announcements [Company Overview & Announcement](index=1&type=section&id=Company%20Overview%20%26%20Announcement) Radiant Logistics announced its financial results for the fourth fiscal quarter and full fiscal year ended June 30, 2025, highlighting continued progress in strategic acquisitions and positioning for future growth as market conditions improve - Radiant Logistics, Inc. (NYSE American: RLGT) is a technology-enabled global transportation and value-added logistics services company[1](index=1&type=chunk) - The company reported financial results for the three and twelve months ended June 30, 2025[1](index=1&type=chunk) [Fiscal Year 2025 Financial Highlights](index=1&type=section&id=Fiscal%20Year%202025%20Financial%20Highlights) For the fiscal year ended June 30, 2025, Radiant Logistics achieved significant year-over-year growth across key financial metrics, including a 12.5% increase in revenues, a 124.7% rise in net income, and a 24.4% increase in Adjusted EBITDA | Metric | FY2025 (Millions) | FY2024 (Millions) | Change (Millions) | Change (%) | | :-------------------------------- | :---------------- | :---------------- | :---------------- | :--------- | | Revenues | $902.7 | $802.5 | $100.2 | 12.5% | | Gross Profit | $226.1 | $223.5 | $2.6 | 1.2% | | Adjusted Gross Profit (Non-GAAP) | $239.4 | $236.5 | $2.9 | 1.2% | | Net Income Attributable to RLGT | $17.3 | $7.7 | $9.6 | 124.7% | | Basic EPS | $0.37 | $0.16 | $0.21 | 131.3% | | Diluted EPS | $0.35 | $0.16 | $0.19 | 118.8% | | Adjusted Net Income (Non-GAAP) | $30.9 | $22.6 | $8.3 | 36.7% | | Adjusted Basic EPS (Non-GAAP) | $0.66 | $0.48 | $0.18 | 37.5% | | Adjusted Diluted EPS (Non-GAAP) | $0.64 | $0.46 | $0.18 | 39.1% | | Adjusted EBITDA (Non-GAAP) | $38.8 | $31.2 | $7.6 | 24.4% | | Adjusted EBITDA Margin (Non-GAAP) | 16.2% | 13.2% | 300 bps | 22.7% | [Strategic Activities (Acquisitions & Stock Buy-Back)](index=1&type=section&id=Strategic%20Activities%20(Acquisitions%20%26%20Stock%20Buy-Back)) Radiant Logistics completed several strategic acquisitions in fiscal year 2025 and early fiscal year 2026, expanding its service capabilities and geographic footprint. The company also engaged in a stock buy-back program during FY2025 - Acquired USA Logistics Services, Inc. and USA Carrier Services, LLC (Philadelphia-based) effective April 1, 2025[3](index=3&type=chunk) - Acquired Universal Logistics, Inc. (Houston-based) effective May 1, 2025[3](index=3&type=chunk) - Acquired an **80% ownership interest in Weport, S.A. de C.V.** (Mexico-based) effective September 1, 2025, to provide global transportation and logistics solutions[4](index=4&type=chunk) - Purchased **145,717 shares of common stock** at an average cost of **$5.48 per share**, totaling **$0.8 million**, during the fiscal year ended June 30, 2025[6](index=6&type=chunk) [CEO Commentary & Business Outlook](index=2&type=section&id=CEO%20Commentary%20%26%20Business%20Outlook) CEO Bohn Crain reviewed strong FY2025 performance, outlined future strategies for profitable growth amidst market volatility, and detailed the robust acquisition pipeline [CEO's Review of Fiscal Year 2025 Performance](index=2&type=section&id=CEO's%20Review%20of%20Fiscal%20Year%202025%20Performance) CEO Bohn Crain highlighted the company's solid financial results for FY2025, particularly the 24.4% increase in adjusted EBITDA, which was primarily driven by successful acquisition efforts, including both green-field acquisitions and strategic operating partner conversions - Adjusted EBITDA for the fiscal year ended June 30, 2025, increased by **$7.6 million (24.4%)** to **$38.8 million**[9](index=9&type=chunk) - Acquisitions generated **$6.0 million in adjusted EBITDA** for FY2025[9](index=9&type=chunk) - Key acquisitions included Seattle-based Cascade Transportation (June 2024), Houston-based Foundation Logistics and Services (September 2024), St. Louis-based TCB Transportation (December 2024), Los Angeles-based Transcon Shipping (March 2025), Miami-based Select Logistics (February 2024), and Philadelphia-based USA Logistics (April 2025)[9](index=9&type=chunk) [Market Conditions & Future Strategy](index=2&type=section&id=Market%20Conditions%20%26%20Future%20Strategy) The CEO anticipates near-term market volatility due to U.S. trade negotiations but expects a future surge in global trade. Radiant Logistics plans to maintain agility, leverage its strong balance sheet, and pursue profitable growth through a combination of organic initiatives, strategic acquisitions, and stock buy-backs - Expects near-term volatility in results tied to ongoing U.S. negotiations around trade and tariffs, but believes there will ultimately be a surge in global trade[10](index=10&type=chunk) - Maintains a strong balance sheet with approximately **$22.9 million of cash on hand** and only **$20.0 million drawn** on its **$200.0 million credit facility** as of June 30, 2025[10](index=10&type=chunk) - Strategy focuses on delivering profitable growth through organic and acquisition initiatives, while thoughtfully re-leveraging the balance sheet through strategic operating partner conversions, synergistic tuck-in acquisitions, and stock buy-backs[10](index=10&type=chunk) [Acquisition Pipeline](index=2&type=section&id=Acquisition%20Pipeline) Radiant Logistics made significant progress in fiscal 2025 by completing 3 green-field acquisitions and 3 strategic operating partner conversions. The recent acquisition of Mexico-based Weport is expected to serve as a platform for scaling its North American footprint, with a broader pipeline of both green-field and agent-based acquisition opportunities - Completed **3 green-field acquisitions** and **3 strategic operating partner conversions** in fiscal 2025[11](index=11&type=chunk) - Achieved a significant milestone with the acquisition of Mexico-based Weport in early September 2025, which is well-positioned to serve as a platform for scaling North American footprint[11](index=11&type=chunk) - The broader pipeline of opportunities includes both green-field acquisitions (companies not currently part of the network) and acquisition opportunities within its agent-based network[12](index=12&type=chunk) [Financial Results - Detailed](index=2&type=section&id=Financial%20Results%20-%20Detailed) Detailed financial results for Q4 and full FY2025 show significant revenue and net income growth, with comprehensive income statements provided [Fourth Fiscal Quarter Ended June 30, 2025](index=2&type=section&id=Fourth%20Fiscal%20Quarter%20Ended%20June%2030%2C%202025) For the fourth fiscal quarter ended June 30, 2025, Radiant Logistics reported a slight increase in net income and revenues, while adjusted net income and adjusted EBITDA experienced a decrease compared to the prior year period | Metric | Q4 FY2025 (Millions) | Q4 FY2024 (Millions) | Change (Millions) | Change (%) | | :-------------------------------- | :------------------- | :------------------- | :---------------- | :--------- | | Revenues | $220.6 | $206.0 | $14.6 | 7.1% | | Net Income Attributable to RLGT | $4.9 | $4.8 | $0.1 | 2.1% | | Basic EPS | $0.10 | $0.10 | $0.00 | 0.0% | | Diluted EPS | $0.10 | $0.10 | $0.00 | 0.0% | | Adjusted Net Income (Non-GAAP) | $5.5 | $7.0 | $(1.5) | -21.4% | | Adjusted Basic EPS (Non-GAAP) | $0.12 | $0.15 | $(0.03) | -20.0% | | Adjusted Diluted EPS (Non-GAAP) | $0.11 | $0.14 | $(0.03) | -21.4% | | Adjusted EBITDA (Non-GAAP) | $7.9 | $9.1 | $(1.2) | -13.2% | [Fiscal Year Ended June 30, 2025](index=2&type=section&id=Fiscal%20Year%20Ended%20June%2030%2C%202025) For the full fiscal year ended June 30, 2025, Radiant Logistics demonstrated strong financial performance, with net income more than doubling and adjusted net income and adjusted EBITDA showing substantial increases compared to fiscal year 2024 | Metric | FY2025 (Millions) | FY2024 (Millions) | Change (Millions) | Change (%) | | :-------------------------------- | :---------------- | :---------------- | :---------------- | :--------- | | Revenues | $902.7 | $802.5 | $100.2 | 12.5% | | Net Income Attributable to RLGT | $17.3 | $7.7 | $9.6 | 124.7% | | Basic EPS | $0.37 | $0.16 | $0.21 | 131.3% | | Diluted EPS | $0.35 | $0.16 | $0.19 | 118.8% | | Adjusted Net Income (Non-GAAP) | $30.9 | $22.6 | $8.3 | 36.7% | | Adjusted Basic EPS (Non-GAAP) | $0.66 | $0.48 | $0.18 | 37.5% | | Adjusted Diluted EPS (Non-GAAP) | $0.64 | $0.46 | $0.18 | 39.1% | | Adjusted EBITDA (Non-GAAP) | $38.8 | $31.2 | $7.6 | 24.4% | [Consolidated Statements of Comprehensive Income](index=7&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) The consolidated statements of comprehensive income show a significant increase in revenues and net income for both the three months and the full year ended June 30, 2025, compared to the prior year periods, despite an increase in total operating expenses | Metric (in thousands) | Q4 FY2025 | Q4 FY2024 | FY2025 | FY2024 | | :-------------------------------- | :-------- | :-------- | :------- | :------- | | Revenues | $220,580 | $206,032 | $902,696 | $802,470 | | Total operating expenses | $215,382 | $201,153 | $881,638 | $793,172 | | Income from operations | $5,198 | $4,879 | $21,058 | $9,298 | | Net income attributable to Radiant Logistics, Inc. | $4,907 | $4,781 | $17,291 | $7,685 | | Basic EPS | $0.10 | $0.10 | $0.37 | $0.16 | | Diluted EPS | $0.10 | $0.10 | $0.35 | $0.16 | [Non-GAAP Financial Measures Reconciliation](index=8&type=section&id=Non-GAAP%20Financial%20Measures%20Reconciliation) This section provides detailed reconciliations of GAAP to non-GAAP financial measures, including adjusted gross profit, adjusted EBITDA, and adjusted net income, for clearer operational insights [Explanation of Non-GAAP Measures](index=8&type=section&id=Explanation%20of%20Non-GAAP%20Measures) Radiant Logistics utilizes non-GAAP financial measures, including adjusted gross profit, adjusted net income, EBITDA, adjusted EBITDA, and adjusted EBITDA margin, to provide management and investors with a clearer view of the company's ongoing operational performance by excluding certain non-cash or non-recurring charges and normalizing the tax rate - Non-GAAP measures are used by management to evaluate and understand the performance of the ongoing operations of Radiant's business[29](index=29&type=chunk) - Adjusted net income is calculated by applying a normalized tax rate of **24.5%** and excluding non-cash charges and significant items not considered part of regular operating activities[29](index=29&type=chunk) - Adjusted EBITDA excludes interest, income taxes, depreciation, amortization, share-based compensation, and costs unrelated to core operations (e.g., acquisition and litigation costs)[31](index=31&type=chunk) [Reconciliation of Gross Profit to Adjusted Gross Profit](index=8&type=section&id=Reconciliation%20of%20Gross%20Profit%20to%20Adjusted%20Gross%20Profit) The reconciliation shows that adjusted gross profit for FY2025 increased to $239.4 million from $236.5 million in FY2024, while the adjusted gross profit percentage slightly decreased from 29.5% to 26.5% | Metric | FY2025 | FY2024 | Q4 FY2025 | Q4 FY2024 | | :-------------------------------- | :------- | :------- | :-------- | :-------- | | Revenues | $902,696 | $802,470 | $220,580 | $206,032 | | GAAP gross profit | $226,079 | $223,468 | $57,872 | $57,328 | | Depreciation and amortization | $13,340 | $13,055 | $2,513 | $3,253 | | Adjusted gross profit | $239,419 | $236,523 | $60,385 | $60,581 | | GAAP gross profit percentage | 25.0% | 27.8% | 26.2% | 27.8% | | Adjusted gross profit percentage | 26.5% | 29.5% | 27.4% | 29.4% | [Reconciliation of GAAP Net Income to Adjusted EBITDA](index=9&type=section&id=Reconciliation%20of%20GAAP%20Net%20Income%20to%20Adjusted%20EBITDA) The reconciliation highlights a significant increase in Adjusted EBITDA for FY2025, reaching $38.756 million compared to $31.160 million in FY2024. However, Q4 FY2025 Adjusted EBITDA decreased to $7.890 million from $9.078 million in Q4 FY2024 | Metric | FY2025 | FY2024 | Q4 FY2025 | Q4 FY2024 | | :-------------------------------- | :------- | :------- | :-------- | :-------- | | Net income attributable to RLGT | $17,291 | $7,685 | $4,907 | $4,781 | | Income tax expense (benefit) | $3,765 | $1,523 | $(116) | $56 | | Depreciation and amortization | $18,493 | $18,552 | $3,600 | $4,779 | | Net interest expense | $39 | $(1,277) | $312 | $(291) | | Share-based compensation | $(819) | $2,611 | $361 | $85 | | Change in fair value of contingent consideration | $(2,491) | $(450) | $(1,641) | $0 | | Lease termination costs | $1,491 | $76 | $115 | $0 | | Change in fair value of interest rate swap contracts | $1,032 | $1,197 | $0 | $294 | | Other | $(45) | $1,243 | $352 | $(626) | | Adjusted EBITDA | $38,756 | $31,160 | $7,890 | $9,078 | | Adjusted EBITDA as a % of adjusted gross profit | 16.2% | 13.2% | 13.1% | 15.0% | [Reconciliation of GAAP Net Income to Adjusted Net Income](index=9&type=section&id=Reconciliation%20of%20GAAP%20Net%20Income%20to%20Adjusted%20Net%20Income) Adjusted net income for FY2025 increased to $30.944 million from $22.647 million in FY2024, reflecting the application of a normalized tax rate and adjustments for non-recurring items. Conversely, Q4 FY2025 adjusted net income decreased to $5.485 million from $7.015 million in Q4 FY2024 | Metric | FY2025 | FY2024 | Q4 FY2025 | Q4 FY2024 | | :-------------------------------- | :------- | :------- | :-------- | :-------- | | Net income attributable to RLGT | $17,291 | $7,685 | $4,907 | $4,781 | | Income tax expense (benefit) | $3,765 | $1,523 | $(116) | $56 | | Depreciation and amortization | $18,379 | $18,095 | $3,600 | $4,666 | | Change in fair value of contingent consideration | $(2,491) | $(450) | $(1,641) | $0 | | Lease termination costs | $1,491 | $76 | $115 | $0 | | Change in fair value of interest rate swap contracts | $1,032 | $1,197 | $0 | $294 | | Other | $1,519 | $1,870 | $400 | $(505) | | Adjusted net income before income taxes | $40,986 | $29,996 | $7,265 | $9,292 | | Provision for income taxes at 24.5% | $(10,042) | $(7,349) | $(1,780) | $(2,277) | | Adjusted net income | $30,944 | $22,647 | $5,485 | $7,015 | | Adjusted net income per basic share | $0.66 | $0.48 | $0.12 | $0.15 | | Adjusted net income per diluted share | $0.64 | $0.46 | $0.11 | $0.14 | [Trailing Twelve Months Adjusted EBITDA](index=10&type=section&id=Trailing%20Twelve%20Months%20Adjusted%20EBITDA) The trailing twelve months (TTM) adjusted EBITDA for June 30, 2025, was $38.756 million, with quarterly contributions showing fluctuations throughout the fiscal year | Metric | Year Ended June 30, 2025 (TTM) | | :-------------------------------- | :----------------------------- | | Adjusted EBITDA | $38,756 | | **Quarterly Adjusted EBITDA:** | | | Q4 FY2025 (June 30, 2025) | $7,890 | | Q3 FY2025 (March 31, 2025) | $9,398 | | Q2 FY2025 (December 31, 2024) | $12,015 | | Q1 FY2025 (September 30, 2024) | $9,453 | [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) The consolidated balance sheets present the company's financial position, detailing assets, liabilities, and equity as of June 30, 2025, with year-over-year changes [Assets](index=6&type=section&id=Assets) As of June 30, 2025, Radiant Logistics reported total assets of $426.774 million, an increase of 15.0% from the prior year, primarily driven by growth in accounts receivable, goodwill, and intangible assets, despite a decrease in cash and cash equivalents | Asset Category | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (in thousands) | Change (%) | | :-------------------------------- | :--------------------------- | :--------------------------- | :-------------------- | :--------- | | Cash and cash equivalents | $22,942 | $24,874 | $(1,932) | -7.8% | | Accounts receivable, net | $134,911 | $118,016 | $16,895 | 14.3% | | Total current assets | $179,250 | $164,205 | $15,045 | 9.2% | | Property, technology, and equipment, net | $23,489 | $25,558 | $(2,069) | -8.1% | | Goodwill | $117,637 | $93,043 | $24,594 | 26.4% | | Intangible assets, net | $49,123 | $34,943 | $14,180 | 40.6% | | Total assets | $426,774 | $371,185 | $55,589 | 15.0% | [Liabilities and Equity](index=6&type=section&id=Liabilities%20and%20Equity) Total liabilities increased by 24.1% to $200.689 million as of June 30, 2025, primarily due to the introduction of notes payable and a significant increase in contingent consideration. Total equity also grew by 7.9% to $226.085 million | Liability/Equity Category | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (in thousands) | Change (%) | | :-------------------------------- | :--------------------------- | :--------------------------- | :-------------------- | :--------- | | Accounts payable | $74,411 | $73,558 | $853 | 1.2% | | Total current liabilities | $115,145 | $110,451 | $4,694 | 4.3% | | Notes payable | $20,000 | $0 | $20,000 | N/A | | Contingent consideration, net of current portion | $13,300 | $4,710 | $8,590 | 182.4% | | Total long-term liabilities | $85,544 | $51,225 | $34,319 | 67.0% | | Total liabilities | $200,689 | $161,676 | $39,013 | 24.1% | | Total Radiant Logistics, Inc. stockholders' equity | $226,016 | $209,362 | $16,654 | 8.0% | | Total equity | $226,085 | $209,509 | $16,576 | 7.9% | [Corporate Information](index=3&type=section&id=Corporate%20Information) This section provides details on the earnings call, company overview, forward-looking statement disclaimers, and investor contact information [Earnings Call and Webcast Information](index=3&type=section&id=Earnings%20Call%20and%20Webcast%20Information) Radiant Logistics scheduled a conference call and webcast for Monday, September 15, 2025, at 4:30 PM Eastern to discuss the financial results, with replay options available for interested parties - A conference call is scheduled for **Monday, September 15, 2025, at 4:30 PM Eastern**, hosted by Bohn Crain, Founder and CEO[18](index=18&type=chunk)[19](index=19&type=chunk) - The call is also being webcast and can be accessed via Radiant's website or a direct link[20](index=20&type=chunk) [About Radiant Logistics](index=4&type=section&id=About%20Radiant%20Logistics) Radiant Logistics operates as a third-party logistics (3PL) company, providing technology-enabled global transportation and value-added logistics services, including freight forwarding, brokerage, warehousing, and customs brokerage, primarily to customers in the United States and Canada - Radiant Logistics, Inc. operates as a third-party logistics company, providing technology-enabled global transportation and value-added logistics services[21](index=21&type=chunk) - Service offerings include domestic and international freight forwarding, freight brokerage, warehouse and distribution, customs brokerage, order fulfillment, inventory management, and technology services[21](index=21&type=chunk) - Serves a diversified account base including manufacturers, distributors, and retailers through an extensive network in North America and other key markets[21](index=21&type=chunk) [Forward-Looking Statements](index=4&type=section&id=Forward-Looking%20Statements) This press release contains forward-looking statements regarding future business and financial performance, which are inherently subject to known and unknown risks, uncertainties, and assumptions. Readers are cautioned against undue reliance on these statements, and the company disclaims any obligation to update them - The press release contains 'forward-looking statements' related to future business, financial performance, and financial condition[22](index=22&type=chunk) - These statements are not guarantees and are subject to known and unknown risks, uncertainties, and assumptions that may cause actual results to differ materially[22](index=22&type=chunk) - Readers are cautioned not to place undue reliance on forward-looking statements, and the company disclaims any obligation to publicly update them[22](index=22&type=chunk) [Investor & Media Contacts](index=4&type=section&id=Investor%20%26%20Media%20Contacts) Contact information for investor relations and media inquiries is provided for Radiant Logistics, Inc - Investor Contact: Todd Macomber, (425) 943-4541, investors@radiantdelivers.com[23](index=23&type=chunk) - Media Contact: Jennifer Deenihan, (425) 462-1094, communications@radiantdelivers.com[23](index=23&type=chunk)