Revenue Performance - As of September 30, 2025, the total revenue was $303.6 million, a 2.5% increase from $295.1 million in the same quarter of 2024[20] - Revenue from SaaS and related solutions for the quarter ended September 30, 2025, was $275.0 million, up from $263.7 million in Q3 2024, representing a growth of 4.9%[20] - Revenue for the quarter ended September 30, 2025, was $303.615 million, a 2.5% increase from $295.143 million in the same quarter of 2024[39] - The Americas accounted for 85% of total revenue in Q3 2025, down from 88% in Q3 2024[20] - The Broadband/Cable/Satellite vertical contributed 51% of total revenue in Q3 2025, consistent with the same period in 2024[22] Financial Position - Cash and cash equivalents as of September 30, 2025, included $15.2 million held in institutional money market funds[30] - The company had $1.8 million in restricted cash as of September 30, 2025, compared to $1.7 million at the end of 2024[25] - The carrying value of the 2023 Convertible Notes was $425.0 million, with a fair value of $472.6 million as of September 30, 2025[31] - Long-term debt as of September 30, 2025, was $538.606 million, slightly up from $530.997 million at the end of 2024[43] - The company has a $600 million revolving loan facility under the 2025 Credit Agreement, with $125 million drawn as of September 30, 2025[43] - As of September 30, 2025, cash and cash equivalents were $158.4 million, down from $161.8 million as of December 31, 2024[177] Expenses and Profitability - Total cost of revenue for the quarter was $155.717 million, up from $147.843 million year-over-year, resulting in a gross profit of $147.898 million[39] - Research and development expenses for the quarter were $39.631 million, a decrease of 2.1% compared to $40.498 million in the prior year[39] - Segment net income for the quarter was $20.483 million, compared to $19.088 million in the same quarter of 2024, reflecting a 7.3% increase[39] - Total amortization expense for other intangible assets for the nine months ended September 30, 2025, was $20.1 million, compared to $18.8 million in the same period of 2024[41] - The estimated total amortization expense for the fiscal year 2025 is projected to be $26.9 million[41] Acquisitions and Restructuring - The company acquired iCheckGateway.com, LLC for $17.6 million in cash on June 3, 2024, with potential future earn-out payments of up to $15.0 million tied to performance-based goals[58][59] - The company recorded restructuring and reorganization charges of $17.5 million for the nine months ended September 30, 2025, compared to $12.0 million for the same period in 2024, reflecting a significant increase in restructuring activities[62] - The company reduced its global workforce by approximately 270 employees, incurring $11.9 million in charges related to involuntary terminations as part of cost efficiency actions[64] Shareholder Returns - The company repurchased approximately 703,000 shares of common stock for $44.2 million during the nine months ended September 30, 2025, at a weighted-average price of $62.92 per share[77] - The total remaining value of shares available for repurchase under the Stock Repurchase Program was $93.7 million as of September 30, 2025[78] - The quarterly cash dividend approved in Q3 2025 was $0.32 per share, totaling $9.1 million, compared to $0.30 per share and $8.8 million in Q3 2024[80] - Total dividends declared for the nine months ended September 30, 2025, were $27.7 million, up from $26.4 million in the same period of 2024[80] Other Financial Metrics - Goodwill increased to $323.909 million as of September 30, 2025, from $316.041 million at the beginning of the year, due to foreign currency exchange rate changes[40] - Total other intangible assets amounted to $366.403 million as of September 30, 2025, with a net carrying value of $54.188 million after accumulated amortization[40] - The company has accrued $10.3 million related to future earn-out payments from the acquisition of DGIT Systems Pty Ltd, with an earn-out period extending through December 31, 2026[61] - As of September 30, 2025, the company had performance guarantees totaling $3.9 million, including $0.2 million in standby letters of credit[68] - The company had $1.8 million of restricted assets used to collateralize guarantees as of September 30, 2025[67] Strategic Developments - The One Big Beautiful Bill Act ("OBBBA") enacted on July 4, 2025, is not expected to materially affect the company's effective tax rate[32] - The company extended its agreement with Ensono, Inc. for outsourced computing services through December 31, 2032, and accelerated the mainframe hardware refresh expected to be completed in Q1 2026[66] - A merger agreement was entered into with NEC Corporation, with CSG continuing as a wholly owned subsidiary of NEC[84] - Each share of CSG common stock will be converted into $80.70 in cash upon the effective time of the merger[85] Currency Exposure - Approximately 88% of the company's revenue was generated in U.S. dollars during the nine months ended September 30, 2025[181]

Revenue Growth - Total revenue for the three months ended September 30, 2025, increased by $5.9 million, or 15.4%, to $44.2 million compared to $38.3 million in the same period of 2024[129] - Life Sciences Services revenue rose by $3.3 million, or 15.9%, from $20.9 million to $24.3 million for the three months ended September 30, 2025[131] - Commercial Cell & Gene Therapy revenue included in BioLogistics Solutions revenue was $7.4 million for the three months ended September 30, 2025, representing a 21.7% year-over-year increase from $6.1 million[131] - Life Sciences Products revenue increased by $2.6 million, or 14.9%, from $17.4 million to $20.0 million for the three months ended September 30, 2025, compared to the same period in 2024[132] - Life Sciences Services revenue increased by $10.9 million, or 18.0%, from $60.6 million to $71.5 million for the nine months ended September 30, 2025, compared to the same period in 2024[147] - Total revenue increased by $15.4 million, or 13.4%, from $115.3 million to $130.7 million for the nine months ended September 30, 2025, compared to the same period in 2024[146] - Life Sciences Products revenue increased by $4.5 million, or 8.2%, from $54.7 million to $59.2 million for the nine months ended September 30, 2025, compared to the same period in 2024[149] Financial Performance - Gross margin for the three months ended September 30, 2025, was $21.3 million, a 22.3% increase from $17.4 million in the same period of 2024[129] - Gross margin for the three months ended September 30, 2025, was 48.2% of total revenue, up from 45.5% for the same period in 2024[133] - Gross margin for Life Sciences Products revenue was 46.4% for the three months ended September 30, 2025, compared to 42.1% for the same period in 2024[135] - Net loss attributable to common stockholders was $8.9 million for the three months ended September 30, 2025, compared to a loss of $1.2 million in the same period of 2024, representing a 648.4% increase in loss[129] - Loss from continuing operations improved by $62.1 million, or 70.9%, for the nine months ended September 30, 2025, compared to the same period in 2024[146] - Adjusted EBITDA from continuing operations was a loss of $4.4 million for the nine months ended September 30, 2025, compared to a loss of $14.9 million for the same period in 2024[169] Costs and Expenses - Total cost of revenue increased by $2.0 million, or 9.7%, from $20.9 million to $22.9 million for the three months ended September 30, 2025[129] - Engineering and development expenses increased by $0.4 million, or 8.8%, for the three months ended September 30, 2025, compared to the same period in 2024[137] - SG&A expenses decreased by $6.2 million, or 7.6%, as compared to the same period in 2024[154] - Investment income decreased by $2.0 million, or 23.9%, for the nine months ended September 30, 2025, compared to the same period in 2024[146] - Investment income decreased by $2.0 million for the nine months ended September 30, 2025, compared to the prior year[156] Strategic Developments - The divestiture of the CRYOPDP business to DHL for $133.0 million was completed on June 11, 2025, enhancing the company's growth strategy in the EMEA and APAC regions[127] - The company anticipates that inflationary pressures could affect future financial performance if cost increases cannot be offset by price increases and productivity gains[128] - The company expects to continue incurring operating losses in the near term while investing in new supply chain initiatives and geographic expansion[170] Cash and Investments - As of September 30, 2025, the company had cash and cash equivalents of $255.8 million and working capital of $454.1 million[170] - Net cash provided by investing activities was $250.3 million during the nine months ended September 30, 2025, primarily due to the sale of CRYOPDP[175] - Net cash used in financing activities totaled $18.9 million during the nine months ended September 30, 2025, due to repayments and stock repurchases[176] - The company repurchased 1,111,614 shares of common stock for an aggregate purchase price of $8.0 million during the nine months ended September 30, 2025[182] - The estimated fair value of the 2026 Senior Notes was $174.5 million as of September 30, 2025[185] Foreign Exchange and International Business - International business revenue accounted for 18% of consolidated revenue, increasing by $0.4 million compared to the same period last year due to foreign exchange fluctuations[186] - As of September 30, 2025, foreign-denominated cash and cash equivalents totaled $25.2 million, with potential declines of $1.3 million, $2.5 million, and $5.0 million under 5%, 10%, and 20% adverse foreign exchange changes, respectively[187] - Short-term intercompany loan balances are exposed to foreign exchange risk, with potential losses of $0.9 million, $1.8 million, and $3.6 million under 5%, 10%, and 20% adverse foreign exchange changes, respectively[188] Clinical Trials - The company supported 745 clinical trials globally as of September 30, 2025, with 83 in Phase 3, an increase of 54 trials from 691 at the same date in 2024[131] Impairment Loss - The company recorded an impairment loss of $63.8 million related to goodwill for the MVE Biological Solutions reporting unit as of June 30, 2024[156] Discontinued Operations - Revenue from discontinued operations decreased by $21.4 million, or 39.9%, from $53.5 million to $32.2 million for the nine months ended September 30, 2025[163]

Operations and Revenue - As of September 30, 2025, Target Hospitality Corp. operates 29 communities across the US and Canada, with an additional 2 communities not owned or leased by the company[143]. - The Workforce Housing Contract with Lithium Nevada is expected to generate approximately $166.5 million in revenue over its initial term, with $102.4 million of committed minimum revenue[144]. - The DIPC Contract is anticipated to provide over $246 million in revenue over its five-year term, with a ramp-up period completed as of September 30, 2025[148]. - The Data Center Community Contract is expected to generate approximately $43 million of committed minimum revenue over its initial term through September 2027[149]. - Total revenue for the three months ended September 30, 2025, was $99.4 million, a 4% increase from $95.2 million in the same period of 2024[184]. - Total revenue for the nine months ended September 30, 2025, was $230.9 million, a decrease of 24% from $302.6 million in the same period of 2024[199]. - Revenue for the Government segment fell by 68% to $57.1 million for the nine months ended September 30, 2025, compared to $180.9 million in 2024[228]. - WHS segment revenue increased to $36.8 million in Q3 2025, compared to $0 in Q3 2024, marking a 100% increase[223]. Financial Performance - The company reported a net loss of approximately $(0.8) million for the three months ended September 30, 2025, compared to a net income of approximately $20.1 million for the same period in 2024[158]. - Adjusted EBITDA for the three months ended September 30, 2025, was $21.5 million, representing a decrease of 57% compared to the same period in 2024[158]. - Net income attributable to Target Hospitality Corp. common stockholders was a loss of $795,000 for the three months ended September 30, 2025, compared to a net income of $19.99 million in 2024[184]. - Operating loss for the nine months ended September 30, 2025, was $17.9 million, compared to an operating income of $88.0 million in the same period of 2024, reflecting a 120% decrease[199]. - Net loss attributable to Target Hospitality Corp. common stockholders was $22.2 million for the nine months ended September 30, 2025, compared to a net income of $58.8 million in the same period of 2024, marking a 138% decline[199]. - Adjusted gross profit for the nine months ended September 30, 2025, was $77.2 million, down from $184.8 million in 2024[276]. Cash Flow and Expenses - Cash flows from operations for the nine months ended September 30, 2025, were approximately $68.4 million, a decrease of 44% compared to $121.1 million for the same period in 2024[150]. - Net cash provided by operating activities decreased to $68.4 million for the nine months ended September 30, 2025, down from $121.1 million in 2024, a decline of approximately 43.5%[241]. - Net cash used in financing activities increased to $187.5 million for the nine months ended September 30, 2025, compared to $23.9 million in 2024, primarily due to the redemption of the 2025 Senior Secured Notes[246]. - Interest expense, net significantly decreased to $0.5 million for the three months ended September 30, 2025, from $3.8 million in the same period of 2024, mainly due to the early redemption of the 2025 Senior Secured Notes[195]. - Interest expense, net for the nine months ended September 30, 2025, was $5.7 million, down 55% from $12.7 million in the same period of 2024, primarily due to the early redemption of the 2025 Senior Secured Notes[211]. - Selling, general and administrative expenses decreased to $12.9 million for the three months ended September 30, 2025, down from $13.3 million in the same period of 2024, primarily due to a $1.9 million reduction in transaction fees[192]. Contracts and Customer Base - For the nine months ended September 30, 2025, three major customers accounted for 50% of revenues, with the largest customer contributing 24%[253]. - The company had one major supplier representing 15% of goods purchased for the nine months ended September 30, 2025, down from 20% in the same period of 2024[255]. Capital Expenditures and Investments - Capital expenditures for the nine months ended September 30, 2025, totaled approximately $56.2 million, with $41.1 million attributed to growth in the WHS segment[240]. - The company plans to fund its cash requirements primarily through existing liquidity sources, focusing on operating activities and working capital[251]. Other Financial Metrics - The company incurred approximately $1.3 million in short-term costs to mobilize assets for the new Data Center Community Contract[225]. - The company recognizes revenue using the percentage of completion method, which may be affected by various factors including weather and labor costs[262]. - Discretionary cash flows for the nine months ended September 30, 2025, were $61,345,000, compared to $103,141,000 in 2024[277]. - The company had $0 of outstanding floating-rate obligations under its credit facility as of September 30, 2025, indicating no exposure to increased interest expense from floating rates[279].

Revenue Performance - Revenue from services in Q3 2025 decreased by 9.9% year-over-year to $935.0 million, with declines in ETM and SET segments, partially offset by growth in the Education segment [149]. - Year-to-date revenue from services increased by 1.9% to $3,201.7 million, primarily driven by the acquisition of MRP [155]. - In the ETM segment, revenue decreased by 13.1% in Q3 2025, primarily due to a 16.4% drop in staffing services [164]. - The SET segment experienced a 9.0% decline in revenue, largely due to reduced demand from U.S. federal government contractors [165]. - Education segment revenue increased by 0.9% in Q3 2025, driven by improved fill rates [166]. Profitability and Expenses - Gross profit decreased by 12.5% to $194.0 million, with a gross profit rate of 20.8%, down 60 basis points from the previous year [151]. - Gross profit for the Enterprise Talent Management (ETM) segment decreased by 15.4% to $96.7 million in Q3 2025, compared to $114.4 million in Q3 2024 [172]. - The Science, Engineering & Technology (SET) segment's gross profit decreased by 11.8% to $77.2 million in Q3 2025, influenced by changes in business mix and higher employee-related costs [174]. - The Education segment's gross profit increased by 2.0% to $20.1 million in Q3 2025, driven by higher revenue volume and lower employee-related costs [175]. - Consolidated total gross profit decreased by 12.5% to $194.0 million in Q3 2025, while year-to-date gross profit increased by 2.3% to $656.0 million [180]. - Total SG&A expenses decreased by 11.2% to $194.4 million, reflecting effective expense management and integration efforts [152]. - SG&A expenses for ETM decreased by 9.2% to $87.6 million in Q3 2025, primarily due to lower employee-related costs [180]. - The SET segment's SG&A expenses decreased by 15.3% to $57.6 million in Q3 2025, attributed to expense management actions [181]. - The Education segment's SG&A expenses increased by 6.3% to $24.5 million in Q3 2025, reflecting costs to support revenue growth [182]. - The company reported a goodwill impairment charge of $102.0 million in Q3 2025, significantly impacting earnings from operations [149]. - ETM reported a profit of $9.1 million in Q3 2025, a decrease of 48.9% compared to $18.0 million in Q3 2024 [186]. Tax and Cash Flow - Income tax expense for Q3 2025 was $46.4 million, compared to a tax benefit of $2.6 million in Q3 2024, primarily due to valuation allowances and impairment charges [154]. - The company's cash, cash equivalents, and restricted cash totaled $35.4 million at the end of Q3 2025, down from $45.6 million at year-end 2024 [196]. - The company believes its cash flow from operations and available liquidity will be sufficient to meet anticipated cash requirements while maintaining adequate liquidity for normal operations [208]. Debt and Liquidity - The debt-to-total capital ratio improved to 9.1% at the end of Q3 2025, compared to 16.2% at year-end 2024, indicating a stronger capital structure [201]. - As of the end of Q3 2025, the company had $150.0 million available on its revolving credit facility and $89.0 million available on its securitization facility [207]. - The securitization facility had $118.4 million in long-term borrowings and $42.6 million in standby letters of credit related to workers' compensation [207]. - The company has additional unsecured, uncommitted short-term local credit facilities totaling $3.1 million, with no borrowings under these facilities as of Q3 2025 [209]. Risk Management - The company entered into a $50.0 million 12-month interest rate swap and a $50.0 million 18-month interest rate swap, locking in fixed rates of 4.772% and 4.468% respectively [218]. - The company has not identified specific plans to repatriate a majority of its international cash balances as of Q3 2025 [206]. - The company continues to provide MSP, RPO, and Functional Service Provider solutions in the EMEA region following the sale of its EMEA staffing operations in Q1 2024 [206]. - The company monitors the credit ratings of its banking partners regularly, assessing the risk of banks not honoring commitments as insignificant [210]. - There have been no significant changes to the company's exposure management and procedures regarding market risk, foreign currency risk, and interest rate risk during Q3 2025 [216]. - The company is exposed to foreign currency risk primarily related to its foreign subsidiaries, with local cash flows generally unaffected by changes in foreign currency rates [217].

Revenue Performance - Revenue from services in Q3 2025 decreased by 9.9% year-over-year to $935.0 million, with declines in ETM and SET segments, partially offset by growth in the Education segment [149]. - Year-to-date revenue from services increased by 1.9% to $3,201.7 million, driven mainly by the acquisition of MRP [155]. - The ETM segment experienced a revenue decline of 13.1% in Q3 2025, primarily due to a 16.4% decrease in staffing services [164]. - The SET segment's revenue decreased by 9.0% in Q3 2025, driven by lower demand from U.S. federal government contractors [165]. - Education segment revenue increased by 0.9% in Q3 2025, attributed to improved fill rates [166]. Profitability - Gross profit for Q3 2025 was $194.0 million, a decrease of 12.5%, resulting in a gross profit rate of 20.8%, down 60 basis points from the previous year [151]. - Gross profit for the Enterprise Talent Management (ETM) segment decreased by 15.4% to $96.7 million in Q3 2025, compared to $114.4 million in Q3 2024 [172]. - The Science, Engineering & Technology (SET) segment's gross profit decreased by 11.8% to $77.2 million in Q3 2025, influenced by changes in business mix and higher employee-related costs [174]. - The Education segment's gross profit increased by 2.0% to $20.1 million in Q3 2025, driven by higher revenue volume and lower employee-related costs [175]. - Consolidated total gross profit decreased by 12.5% to $194.0 million in Q3 2025, compared to $221.7 million in Q3 2024 [180]. - ETM reported a profit of $9.1 million in Q3 2025, a decrease of 48.9% from $18.0 million in Q3 2024 [186]. Expenses Management - Total SG&A expenses in Q3 2025 decreased by 11.2% to $194.4 million, reflecting effective expense management and integration efforts [152]. - In the first nine months of 2025, SG&A expenses increased by 4.4% to $627.4 million, largely due to the MRP acquisition [157]. - SG&A expenses for ETM decreased by 9.2% to $87.6 million in Q3 2025, attributed to lower employee-related costs [180]. - The SET segment's SG&A expenses decreased by 15.3% to $57.6 million in Q3 2025, also due to lower employee-related costs [181]. - The corporate expenses decreased by 28.3% to $12.1 million in Q3 2025, driven by lower employee-related costs and transaction costs [182]. Financial Position - Cash, cash equivalents, and restricted cash totaled $35.4 million at the end of Q3 2025, down from $45.6 million at year-end 2024 [196]. - The debt-to-total capital ratio was 9.1% at the end of Q3 2025, a decrease from 16.2% at year-end 2024, indicating improved capital structure [201]. - As of the end of Q3 2025, the company had $150.0 million available on its revolving credit facility and $89.0 million available on its securitization facility [207]. - The securitization facility had $118.4 million in long-term borrowings and $42.6 million in standby letters of credit related to workers' compensation [207]. - The company has additional unsecured, uncommitted short-term local credit facilities totaling $3.1 million, with no borrowings as of Q3 2025 [209]. - The company believes its cash flow from operations and available liquidity will be sufficient to meet anticipated cash requirements while maintaining normal operating liquidity [208]. Risk Management - The company entered into a $50.0 million 12-month interest rate swap and a $50.0 million 18-month interest rate swap, locking in fixed rates of 4.772% and 4.468% respectively [218]. - The company has not identified specific plans to repatriate a majority of its international cash balances as of Q3 2025 [206]. - The company continues to provide MSP, RPO, and Functional Service Provider solutions in the EMEA region following the sale of its EMEA staffing operations [206]. - The company monitors the credit ratings of its banking partners regularly, assessing the risk of banks not honoring commitments as insignificant [210]. - There have been no significant changes to the company's exposure management and procedures regarding market risk, foreign currency risk, and interest rate risk during Q3 2025 [216]. - The company is exposed to foreign currency risk primarily related to its foreign subsidiaries, with natural hedges against currency risks in normal operations [217].

Revenue Performance - Revenue for the three months ended September 30, 2025, was $195.5 million, an increase of $12.9 million, or 7.0%, compared to the same period in 2024[149]. - North America segment revenue increased by 7.2% in Q3 2025, driven by strong demand in the Oil and Gas and Power Generation markets[151]. - International segment revenue rose by 5.5% in Q3 2025, primarily due to favorable foreign exchange rates[151]. - Products and Systems segment revenue increased by 23.2% in Q3 2025, attributed to higher sales volume and shipments[151]. - For the nine months ended September 30, 2025, total revenue decreased by 2.6% compared to the same period in 2024, mainly due to a low single-digit organic decrease[153]. - Oil and gas customer revenue accounted for approximately 54% of total revenue in Q3 2025, consistent with the prior year[152]. - The Company’s top ten customers represented approximately 36% of total revenue for both Q3 2025 and Q3 2024, with no single customer exceeding 10% of total revenue[152]. - Total revenue for the three months ended September 30, 2025, was $195,549,000, an increase of 7.0% compared to $182,694,000 for the same period in 2024[155]. Profitability and Operating Income - The gross profit margin for Q3 2025 was 29.8%, up from 26.8% in Q3 2024[148]. - Income from operations for Q3 2025 was $20.4 million, representing 10.4% of revenue, compared to 6.5% in Q3 2024[148]. - Gross profit increased by $9.3 million, or 19.0%, for the three months ended September 30, 2025, compared to the same period in 2024, primarily due to improved business mix and operating efficiencies[160]. - Income from operations for the three months ended September 30, 2025, was $20,381,000, compared to $11,858,000 for the same period in 2024[167]. - Income from operations before special items (non-GAAP) for the total company was $22,344,000 for the three months ended September 30, 2025, compared to $13,133,000 for the same period in 2024[167]. - For the three months ended September 30, 2025, income from operations (GAAP) increased by $8.5 million or 71.9% compared to the same period in 2024, while non-GAAP income from operations increased by $9.2 million or 70.1%[168]. - For the nine months ended September 30, 2025, income from operations (GAAP) decreased by $1.6 million or 5.3%, while non-GAAP income from operations increased by $4.1 million or 12.4%[169]. Cash Flow and Liquidity - As of September 30, 2025, the Company had a cash balance of approximately $27.8 million, indicating strong liquidity[142]. - Cash provided by operating activities for the nine months ended September 30, 2025, was $0.8 million, representing a year-over-year decrease of $23.6 million or 97%[177]. - Cash used in investing activities during the nine months ended September 30, 2025, was $19.0 million, an increase of $1.8 million compared to the prior year[178]. - Net cash provided by financing activities was $26.2 million for the nine months ended September 30, 2025, compared to a net cash used of $6.2 million in the same period of 2024[179]. - As of September 30, 2025, the company had cash and cash equivalents totaling $27.8 million and $86.4 million of unused commitments under its Credit Agreement[181]. - The company believes its existing cash balances and financing sources are sufficient to fund operations for the foreseeable future[181]. Expenses and Interest - Operating expenses increased by $0.8 million, or 2.1%, for the three months ended September 30, 2025, compared to the same period in 2024[165]. - Interest expense for the three months ended September 30, 2025, was approximately $3.4 million, a decrease of $0.9 million from $4.3 million in the same period of 2024[170]. Tax and Exchange Rates - The effective income tax rate for the three months ended September 30, 2025, was approximately 22.3%, down from 29.0% in the same period of 2024[171]. - The company experienced an increase of $1.4 million in cash due to exchange rate changes for the nine months ended September 30, 2025, compared to an increase of $1.6 million in the same period of 2024[180].

Financial Performance - Net sales for Q3 2025 reached $1,659 million, a 21.1% increase from $1,370 million in Q3 2024[10] - Gross margin improved to $632 million in Q3 2025, up 42.5% from $444 million in Q3 2024[10] - Net earnings attributable to common stockholders increased to $353 million in Q3 2025, compared to $276 million in Q3 2024, representing a 27.9% growth[10] - Basic earnings per share rose to $2.19 in Q3 2025, up from $1.55 in Q3 2024, reflecting a 41.3% increase[10] - Net earnings for the nine months ended September 30, 2025, were $1,303 million, compared to $1,085 million for the same period in 2024, representing a 20% increase[20] - Total revenue for the three months ended September 30, 2025, was $1,659 million, a 21.1% increase from $1,370 million in the same period of 2024[29] - For the nine months ended September 30, 2025, total revenue reached $5,212 million, up 18.1% from $4,412 million in the prior year[29] - Diluted net earnings per share attributable to common stockholders increased by $0.64 per share, or 41%, to $2.19 per share in the third quarter of 2025 compared to $1.55 per share in the third quarter of 2024[130] - The company reported net earnings attributable to common stockholders of $1.05 billion for the nine months ended September 30, 2025, compared to $890 million for the same period in 2024[131] Assets and Equity - Total assets as of September 30, 2025, were $14,203 million, an increase from $13,466 million at the end of 2024[14] - Cash and cash equivalents increased to $1,838 million as of September 30, 2025, compared to $1,614 million at the end of 2024[14] - Total stockholders' equity decreased slightly to $4,849 million as of September 30, 2025, from $4,985 million at the end of 2024[14] Cash Flow and Dividends - Net cash provided by operating activities for the nine months ended September 30, 2025, was $2,213 million, up from $1,851 million in 2024, indicating a 20% growth[20] - The company paid dividends of $248 million on common stock during the nine months ended September 30, 2025, compared to $278 million in 2024, a decrease of about 11%[20] - Dividends declared per common share remained stable at $0.50 for both Q3 2025 and Q3 2024[10] Costs and Expenses - The company reported a depreciation and amortization expense of $670 million for the nine months ended September 30, 2025, compared to $704 million in 2024, reflecting a decrease of approximately 5%[20] - Selling, general and administrative expenses rose by $10 million to $88 million in Q3 2025, attributed to higher incentive compensation[148] - Total other operating costs and expenses for the three months ended September 30, 2025, were $58 million, down from $82 million in 2024, a decrease of 29.3%[91] Segment Performance - The ammonia segment reported net sales of $457 million for the three months ended September 30, 2025, a 29.5% increase from $353 million in 2024[87] - Net sales in the Granular Urea segment increased by $35 million, or 9%, to $423 million in Q3 2025 from $388 million in Q3 2024, driven by a 36% increase in average selling prices[194] - Net sales in the UAN segment increased by $111 million, or 27%, to $517 million in Q3 2025 from $406 million in Q3 2024, primarily due to a 46% increase in average selling prices[202] Natural Gas Costs - The cost of natural gas used for production increased by 41% to $2.96 per MMBtu in the third quarter of 2025 from $2.10 per MMBtu in the third quarter of 2024, resulting in a decrease in gross margin of $73 million[126] - The average daily market price of natural gas at Henry Hub was $3.03 per MMBtu in the third quarter of 2025, a 46% increase from $2.08 per MMBtu in the same quarter of 2024[126] Carbon Capture and Sustainability Initiatives - The company is focused on decarbonizing its ammonia production network to enable low-carbon hydrogen and nitrogen products, supporting its mission for sustainable energy[22] - The Donaldsonville complex's carbon capture and sequestration (CCS) project is expected to produce up to approximately 1.9 million tons of low-carbon ammonia annually, with a total project cost of approximately $200 million[98] - The Yazoo City CCS project is expected to commence in 2028, with an estimated cost of approximately $100 million, enabling the sequestration of up to 500,000 metric tons of CO2 annually[103] Debt and Financing - The company has a Revolving Credit Agreement with commitments of up to $750 million, maturing on September 4, 2030, with no outstanding borrowings as of September 30, 2025[59] - As of September 30, 2025, the company had unused borrowing capacity of $750 million under the Revolving Credit Agreement[61] - The fair value of long-term debt as of September 30, 2025, was $2.923 billion, slightly lower than the carrying amount of $2.974 billion[50] Share Repurchase Program - The company repurchased approximately 12.5 million shares for $1 billion in the nine months ended September 30, 2025[82] - The 2022 Share Repurchase Program authorized up to $3 billion, completed in October 2025, with a new program of $2 billion commencing thereafter[80]

Financial Performance - Total Company net income for Q3 2025 was $29.7 million, an increase of $3.2 million, or 12%, compared to Q3 2024 [298]. - Diluted EPS increased 11% to $1.52 for Q3 2025 compared to $1.37 for the same period in 2024 [298]. - Total Company net income for the first nine months of 2025 was $108.5 million, a $26.1 million, or 32%, increase from the same period in 2024 [357]. - Diluted EPS increased 32% to $5.55 for the first nine months of 2025 compared to $4.24 for the same period in 2024 [357]. - Net income increased by $4.2 million, or 24%, for the first nine months of 2025 compared to the same period in 2024 [364]. Net Interest Income - Total Company net interest income increased by $5.7 million, or 8%, to $77.0 million in Q3 2025 compared to $71.3 million in Q3 2024 [308]. - Traditional Bank net interest income rose by $6.4 million, or 13%, to $57.4 million in Q3 2025 from $51.0 million in Q3 2024, driven by growth in average interest-earning assets and NIM expansion [309]. - Net interest income for the third quarter of 2025 was $76,970 thousand, up from $71,305 thousand in the third quarter of 2024, representing an increase of 8.73% [325]. - Total Company net interest income was $255.9 million during the first nine months of 2025, an increase of $19.1 million, or 8%, from the first nine months of 2024 [368]. - Traditional Bank net interest income increased by $17.9 million, or 12%, to $167.1 million for the first nine months of 2025 [369]. Loan Performance and Provisions - The Bank maintains an Allowance for Credit Losses on Loans (ACLL) for expected credit losses, which is evaluated monthly and discussed quarterly with the Audit Committee and Board of Directors [227]. - Provision for loan losses was a net charge of $4.0 million in Q3 2025, down from a net charge of $6.4 million in Q3 2024 [311]. - The total provision for credit losses was a net charge of $2.0 million in Q3 2025, significantly lower than the $5.7 million charge in Q3 2024, marking a decrease of 64.91% [329]. - The Traditional Banking segment recorded a net credit to the provision of $325,000 in Q3 2025, compared to a net charge of $1.5 million in Q3 2024, reflecting improved asset quality [330]. - The provision for credit losses decreased to $21.5 million in 2025 from $41.4 million in 2024, indicating a reduction of 48.00% [388]. Segment Performance - The Traditional Banking segment's performance is primarily driven by net interest income, which is the difference between interest income and fees on interest-earning assets and interest expense on interest-bearing liabilities [238]. - Traditional Banking segment net income increased $2.3 million, or 15%, from Q3 2024 to Q3 2025 [303]. - Republic Payment Solutions segment reported a decrease in noninterest income of $576,000, or 5%, from Q3 2024 to Q3 2025 [303]. - Republic Credit Solutions segment net income increased $72,000 from Q3 2024 to Q3 2025 [304]. - Tax Refund Solutions segment's net interest income decreased by $2.0 million, or 6%, from the first nine months of 2024 to the first nine months of 2025 [376]. Asset and Deposit Growth - Total assets increased to $6,991,878 thousand as of September 30, 2025, compared to $6,711,818 thousand in the same period of 2024, reflecting a growth of 4.16% [325]. - Total Traditional Bank deposits increased $337 million, or 7%, from December 31, 2024, to $4.91 billion as of September 30, 2025 [360]. - Average interest-bearing deposit balances grew by $260 million, or 7%, while the weighted-average cost of these deposits decreased from 2.77% in Q3 2024 to 2.32% in Q3 2025 [315]. Credit Quality - The RCS allowance for credit losses (ACLL) was 17.59% as of September 30, 2025, up from 15.70% a year earlier, reflecting a shift towards higher risk loan categories [341]. - Nonperforming loans to total loans for the RCS segment was 0.12% as of September 30, 2025, compared to 0.11% as of December 31, 2024 [364]. - Delinquent loans to total loans for the RCS segment decreased to 7.69% as of September 30, 2025, from 8.00% as of December 31, 2024 [364]. Tax Refund Solutions - The Bank's Tax Refund Solutions segment generates most of its revenue during the first half of the year, with RT revenue recognized immediately after the taxpayer's refund is disbursed [269][272]. - The ERA loan product allows taxpayers to borrow funds as an advance of their tax refund, with a maximum advance amount of $6,500 for the 2024 Tax Season [273]. - Total ERA/RA origination volume for the 2025 tax filing season totaled $802 million, representing a $72 million, or 8%, decline from $874 million originated for the 2024 tax filing season [361]. - RA origination volume totaled $663 million during the first nine months of 2025, a decrease from $771 million in the same period of 2024 [364].

Financial Performance - For the three months ended September 30, 2025, net revenues were $475.6 million, a 1.6% increase from $468.0 million in the prior year period[124] - Casino revenues increased by 1.7% to $319.5 million for the three months ended September 30, 2025, compared to $314.2 million in the same period of 2024[124] - Operating income for the three months ended September 30, 2025, was $131.5 million, a slight increase of 0.6% from $130.6 million in the prior year[127] - Net income attributable to Red Rock for the three months ended September 30, 2025, was $42.3 million, a 45.9% increase from $29.0 million in the prior year[124] - Adjusted EBITDA for the three and nine months ended September 30, 2025 was $190.9 million and $635.3 million, respectively, reflecting year-over-year increases[142] - Net income for the three and nine months ended September 30, 2025 was $76.9 million and $271.1 million, respectively, compared to $55.4 million and $203.6 million for the same periods in 2024[142] Revenue Breakdown - Room revenues decreased by 8.0% to $41.6 million for the three months ended September 30, 2025, compared to $45.2 million in the same quarter of 2024[126] - Food and beverage revenues increased by 2.6% to $85.5 million for the three months ended September 30, 2025, compared to $83.3 million in the prior year[126] - The average guest check for food and beverage decreased by 5.7% for the three months ended September 30, 2025, compared to the prior year[129] - Development fee revenues recognized during the three months ended September 30, 2025, were $3.9 million from the North Fork Project[126] - Development fee revenue for the three and nine months ended September 30, 2025 was $3.9 million and $13.9 million, respectively, including a $10.0 million cumulative revenue catch-up[131] Expenses and Costs - Casino expenses decreased by 5.5% to $83.3 million for the three months ended September 30, 2025, primarily due to bad debt recoveries[128] - SG&A expenses increased by 3.5% to $112.9 million and 1.4% to $329.6 million for the three and nine months ended September 30, 2025[133] - Depreciation and amortization expense increased by 3.4% and 4.6% for the three and nine months ended September 30, 2025, primarily due to new assets placed in service[134] - Interest expense, net decreased to $50.5 million and $152.2 million for the three and nine months ended September 30, 2025, compared to $58.0 million and $172.6 million for the same periods in 2024[136] Cash Flow and Capital Expenditures - For the nine months ended September 30, 2025, net cash provided by operating activities was $453.0 million, an increase from $400.0 million in the prior year[159] - Cash paid for capital expenditures for the nine months ended September 30, 2025, totaled $240.1 million, compared to $257.0 million for the same period in 2024[160] - Anticipated cash uses for the remainder of 2025 include approximately $85 million to $110 million for capital expenditures, $40.1 million in principal payments, and $49.1 million in interest payments[151] - Cash flows from investing activities included $110.5 million received from the repayment of Native American development costs for the nine months ended September 30, 2025[160] Debt and Financial Position - At September 30, 2025, the company had $129.8 million in cash and cash equivalents, with borrowing availability under the Revolving Credit Facility at $933.2 million[150] - The company reduced its outstanding indebtedness by $46.8 million during the nine months ended September 30, 2025[161] - The company is subject to significant operating and financial restrictions due to covenants in its credit agreements, including a maximum Consolidated Senior Secured Net Leverage Ratio of 5.00 to 1.00[163] - The company expects cash on hand and cash generated from operations to be sufficient to fund operations and capital requirements for the next twelve months[155] Market Conditions - The unemployment rate in the Las Vegas metropolitan area was 5.6% in August 2025, down from 5.9% in September 2024[119] - Room revenues decreased by 8.0% and 3.6% for the three and nine months ended September 30, 2025, primarily due to hotel renovations at Green Valley Ranch[130] - Average daily rate (ADR) decreased by 4.0% and 3.5% for the three and nine months ended September 30, 2025, while revenue per available room decreased by 1.3% and 1.0% respectively[130] Shareholder Returns - During the nine months ended September 30, 2025, the company paid $105.4 million in dividends to Class A common stockholders and $106.4 million in cash distributions to noncontrolling interest holders[161] - The company has authorized $600 million for repurchases of Class A common stock, with an additional $300 million authorized on October 27, 2025, increasing the total remaining amount to $573 million[153] Other Income - The company recognized a gain on Native American development of $8.5 million for the nine months ended September 30, 2025[138]

Financial Performance - Net sales decreased by 4.5% to $398.6 million in Q3 2025 compared to $417.6 million in Q3 2024, primarily due to lower demand across all business segments[86]. - Operating income fell by 26.7% to $17.3 million in Q3 2025 from $23.6 million in Q3 2024, reflecting the decline in net sales[85]. - For the first nine months of 2025, net sales decreased by 5.0% to $1,204.1 million compared to $1,267.8 million in the same period in 2024[98]. - Income from continuing operations attributable to common shareholders was $5.5 million in Q3 2025, a decrease of 59.9% from $13.7 million in Q3 2024[85]. - Segment operating income for the Supply Technologies Segment fell to $51.5 million in 2025 from $59.0 million in 2024, with an operating income margin of 9.2% compared to 9.9%[115]. - Assembly Components Segment net sales decreased by 6.5% to $289.0 million in the nine months ended September 30, 2025, from $309.0 million in 2024[119]. - Engineered Products Segment net sales were $354.7 million in the nine months ended September 30, 2025, down from $364.8 million in 2024[124]. Expenses and Margins - SG&A expenses were $46.5 million in Q3 2025, a decrease of 2.7% from $47.8 million in Q3 2024, with SG&A as a percentage of net sales increasing to 11.7%[88]. - The gross margin for Q3 2025 was 16.7%, down from 17.3% in Q3 2024, driven by the decrease in net sales[87]. - The cost of sales for the first nine months of 2025 was $1,001.2 million, down from $1,050.9 million in 2024, contributing to a gross margin of 16.9%[99]. - Restructuring and other special charges amounted to $5.1 million in the first nine months of 2025, compared to $2.4 million in the same period in 2024[102]. Interest and Debt - Interest expense increased to $12.5 million in Q3 2025 from $12.1 million in Q3 2024, primarily due to higher interest rates on newly issued notes[92]. - The company recorded a loss of $2.0 million on extinguishment of debt during Q3 2025[93]. - The Company recorded a $2.0 million loss on extinguishment of debt after issuing 2030 notes and redeeming all outstanding 2027 Notes[106]. - Net interest expense decreased to $34.7 million in the first nine months of 2025 from $36.0 million in 2024, primarily due to lower interest rates and average outstanding debt balances[105]. Taxation - Income tax expense for the nine months ended September 30, 2025, was $3.3 million on pre-tax income of $24.9 million, resulting in an effective tax rate of 13%[107]. Liquidity and Financial Position - Total liquidity as of September 30, 2025, was $187.4 million, including $50.8 million in cash and cash equivalents and $136.6 million in unused borrowing availability[135]. - The company had calculated availability under the Credit Agreement of $93.2 million as of September 30, 2025, exceeding the $50.625 million threshold[141]. - The company declared and paid dividends of $5.4 million during the nine months ended September 30, 2025, with a quarterly dividend of $0.125 per common share declared on October 31, 2025[144]. - A 100-basis-point increase in interest rates would result in an increase in interest expense of approximately $2.2 million for the nine-month period ended September 30, 2025[151]. - The company has a revolving credit facility amounting to $405.0 million, including a $40.0 million Canadian subcommitment and a $30.0 million European subcommitment[139]. - The company must maintain a debt service coverage ratio greater than 1.0 if calculated availability falls below $50.625 million[142]. Market Risks - The company faces translation risks related to foreign currency exchange rates, which may affect net sales and expenses from foreign operations[152]. - The company is exposed to market risks, including fluctuations in commodity prices, particularly for metal and rubber compounds[153]. - The company expects to remain in compliance with financial covenants throughout 2025, although future sales volume declines could impact this[143]. - The company has the option to increase availability under the revolving credit facility as per the Credit Agreement[139].