Investor Presentation March 2026 Disclosures Forward-Looking Statements This presentation contains statements relating to our expected financial performance, financial condition, and/or future business prospects, events and/or plans that are "forward-looking statements" as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent our estimates and assumptions only as of the date of this presentation. Our actual results may differ materially from the results des ...

Financial Data and Key Metrics Changes - Priority Technology reported a net revenue growth of 8% for the full year 2025, with adjusted gross profit and adjusted EBITDA growth of 14% and 10% respectively, and adjusted EPS increased by 102% year-over-year to $1.03 [4][5] - For Q4 2025, revenue was $247.1 million, a 9% increase from the prior year, leading to a 19% increase in adjusted gross profit to $100.2 million and a 16% improvement in adjusted EBITDA to $60.1 million [6][12] - Adjusted gross profit margin for Q4 was 40.6%, up 360 basis points from the prior year, reflecting strong performance in high-margin segments [7][12] Business Line Data and Key Metrics Changes - Merchant Solutions generated Q4 revenue of $165.3 million, a 6.2% increase year-over-year, with 3% organic growth [14] - Payables segment revenue increased by 12.7% year-over-year to $26.8 million, with adjusted gross profit rising by 15.9% to $7.4 million [17] - Treasury Solutions revenue for Q4 was $57.3 million, up 17.8% year-over-year, driven by strong enrollment trends and an increase in billed clients [19] Market Data and Key Metrics Changes - The company ended 2025 with 1.8 million total customer accounts, up from 1.2 million the previous year, and annual transaction volume increased by $20 billion to $150 billion [5] - Average account balances under administration improved by $500 million to $1.7 billion [5] Company Strategy and Development Direction - The company anticipates achieving 6%-9% top-line revenue growth in 2026, with adjusted EBITDA expected to range from $230 million to $245 million [6][24] - Priority is focusing on its Connected Commerce platform to streamline financial operations for businesses, emphasizing the importance of compliance and operational efficiency [8][10] - The company is investing in high-growth areas such as real estate, healthcare, and sports entertainment, while also addressing the competitive landscape with modern technology solutions [49][50] Management's Comments on Operating Environment and Future Outlook - Management noted stabilization in the macro environment in Q4 compared to Q3, with expectations of similar conditions for 2026 [33] - The company is cautious about potential headwinds from lower interest rates and is adjusting growth expectations accordingly [34][25] - Management expressed confidence in the long-term stability and performance of the company despite economic uncertainties [29] Other Important Information - The company successfully remediated a material weakness in its internal controls over financial reporting as of December 31, 2025 [26] - Free cash flow for Q4 was $28 million, with expectations for continued cash generation in 2026 [21][58] Q&A Session Summary Question: Stabilization in the macro environment - Management indicated that Q4 showed stabilization compared to Q3, with guidance for 2026 reflecting similar macro conditions [33] Question: Update on enterprise business pipeline - The pipeline remains strong, but conversion timelines are variable, particularly in real estate and sports entertainment [36] Question: Average CFTPay monthly enrollments - The slowdown in new enrollments in Q4 was seasonal, with expectations for an uptick in Q1 [40] Question: Key strategic priorities for 2026 - The company will continue to invest in high-growth areas and maintain a disciplined approach to M&A [47][62] Question: Sustainability of Payables EBITDA growth - Management expects EBITDA growth to correlate more closely with revenue growth moving forward, with no significant margin shifts anticipated [72]

Financial Data and Key Metrics Changes - The company raised $12.6 million in estimated net proceeds from a public offering and private placement that closed on February 25, 2026, strengthening its balance sheet [11] - Fourth quarter 2025 cash burn was $2.2 million, down from $2.6 million in Q4 2024 and $2.7 million in Q3 2025, which was below guidance of $2.5-$2.7 million [12] - Full year 2025 cash burn was $9.6 million, slightly higher than $9.2 million in 2024, and below the guidance of approximately $10 million [12] - Cash and cash equivalents totaled $6.1 million at December 31, 2025, excluding the recent capital raise proceeds [13] - Net loss in Q4 2025 was $1.9 million compared to $2.6 million in Q4 2024, while the full year net loss was $10.6 million compared to $10.4 million in 2024 [16] Business Line Data and Key Metrics Changes - The company has identified nearly $200 million in potential sales opportunities, focusing on expanding the sales funnel with new engagements [8] - Initial orders from companies evaluating products are expected to be small, with order sizes increasing as customers progress through their design cycles [14] Market Data and Key Metrics Changes - The company is advancing its relationship with Stellantis, completing the first of five deliverables under a purchase order for custom development of B-TRAN devices for EV applications [5] - The first B-TRAN enabled solid-state circuit breaker is expected to target AI data center customers, with potential applications in renewable energy and EV charging infrastructure [4] Company Strategy and Development Direction - The company aims to accelerate commercialization and deliver increased value to shareholders and customers through disciplined execution of its strategic plan [3] - Strategic priorities include expanding the sales funnel, securing production orders, and exploring strategic investment opportunities with global market leaders [9][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the strategic cooperation with Lasin and the potential for B-TRAN technology to address market shifts, particularly in data centers and EV applications [9] - The company expects to complete automotive reliability testing by summer 2026, indicating progress in its automotive qualification efforts [55] Other Important Information - The company has 100 issued B-TRAN patents, with 48 issued outside the United States, and a pending list of 78 patents [6] - The company is focused on maintaining a clean capital structure with no debt post-offering [12] Q&A Session Summary Question: What is the expected range for SG&A in 2026? - SG&A is expected to remain relatively flat, with potential low single-digit percentage increases [19][22] Question: Will Lasin's use of the product be for new builds or retrofits? - Lasin is developing solid-state circuit breakers for both new builds and potential retrofits in existing applications [24] Question: What are the milestones with Stellantis? - There are four remaining deliverables under the Stellantis purchase order, all of which are within the company's control [34] Question: What product development work is still required? - Current B-TRAN products meet target applications, with ongoing work focused on customer-specific product development [41] Question: Are there opportunities for NRE revenue in 2026? - Yes, there are opportunities for custom development that could generate NRE revenue [45] Question: What solutions will drive the earliest revenue? - Solid-state circuit breakers and static transfer switches are expected to drive the earliest revenue [46] Question: How will the company expand the sales funnel? - The company is investing in sales resources and leveraging its distributor network to accelerate B-TRAN commercialization [47] Question: Will Lasin manufacture the product? - Lasin is expected to be on a purchase order relationship, with potential for licensing agreements in the future [52] Question: What are the thoughts on Stellantis sharing EV technology with Leapmotor? - This could be a positive for Ideal Power, potentially opening up a larger market opportunity [58] Question: How will B-TRAN be utilized across multiple vehicle models? - The expectation is that successful adoption of B-TRAN will span multiple models within automotive companies [59] Question: What milestones will be achieved with the recent capital raise? - The capital raise will support the expansion and acceleration of B-TRAN commercialization and sales initiatives [60]

Financial Data and Key Metrics Changes - The company has not conducted traditional quarterly earnings calls recently due to an ongoing review of potential strategic alternatives [4] - The refinancing of the credit facility was completed, amounting to $320 million, which replaced approximately $249 million of outstanding indebtedness [6][7] - The decision to suspend quarterly dividends is expected to preserve approximately $4.1 million in cash annually [8] Business Line Data and Key Metrics Changes - General and administrative expenses (G&A) were reduced by approximately $1.5 million, or about 10%, declining from $13.9 million in 2024 to $12.4 million in 2025 [9] Market Data and Key Metrics Changes - National office transaction volume has declined to approximately $80-$90 billion annually, down from pre-pandemic levels of $140-$150 billion [10] - The buyer pool has become smaller and more selective, with many traditional institutional investors reassessing their allocations to the office sector [11][12] - Transaction activity in markets such as Denver, Dallas, Houston, and Minneapolis remains well below historical levels, although there are signs of gradual stabilization in leasing markets [14] Company Strategy and Development Direction - The company is focused on three priorities: improving leasing performance and occupancy, maintaining financial flexibility and operational discipline, and continuing the review of strategic alternatives [15] - The board is evaluating various strategic alternatives, including portfolio-level transactions, individual asset sales, and refinancing options, to maximize shareholder value [5][6] Management's Comments on Operating Environment and Future Outlook - The management acknowledges the significant shift in capital market conditions for the office sector due to rising interest rates and reduced institutional capital allocation [9][10] - The company remains committed to evaluating opportunities that may enhance shareholder value while considering the realities of the current capital markets environment [15] Other Important Information - The company has engaged BofA Securities as a financial advisor to assist in the strategic review process [5] - The board's objective is to conduct the strategic review in a disciplined manner, with no assurances regarding the outcome or timing of the process [6] Summary of Q&A Session - The company did not take questions during this earnings call, focusing instead on providing updates regarding its strategic review and financial position [5]

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