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5/4/2026
Good afternoon. I'd like to welcome everybody to REPAY's first quarter 2026 earnings conference call. This call is being recorded today, May 4th, 2026. I would like to turn the session over to Stuart Grisanti, Head of Investor Relations for REPAY. Stuart, you may begin.
Thank you. Good afternoon and welcome to REPAY's first quarter 2026 earnings conference call. With us today are John Morris, Co-Founder and Chief Executive Officer, and Robert Hauser, Chief Financial Officer. During this call, we will be making forward-looking statements about our beliefs and estimates regarding future events and results. Those forward-looking statements are subject to risks and uncertainties, including those set forth in the SEC filings related to today's results and our most recent Form 10-K. Actual results may differ materially from any forward-looking statements that we make today. Forward-looking statements speak only as of today and we do not assume any obligation or intent to update them except as recorded by law. In an effort to provide additional information to investors, today's discussion will also reference certain non-GAAP financial measures. Reconciliations and other explanations of those non-GAAP financial measures can be found in today's press release and in the earnings supplement, each of which are available on the company's IR site. In connection with our 2026 annual meeting of stockholders, we intend to file a definitive proxy statement and related materials with the SEC. Our directors and certain of our executive officers and employees will be participants in the solicitation of proxies in connection with the annual meeting. Stockholders are encouraged to read the proxy statement and related materials when they become available, as they will contain important information, including the identity of the participants, in their direct or indirect interest by security holdings or otherwise. As you may know, Veriday's partners submitted a request for the Board to waive the timeliness requirement of our bylaws for stockholders to provide notice of intent to submit director nominations for candidates to stand for election to the Board at the annual meeting. The Board determined to deny the request, and on Friday, May 1st, we filed our preliminary proxy statement with the SEC. Veritas failed to compile with the requirements that's forth in our bylaws and is not entitled to make lawful director nominations at this year's annual meeting. Additionally, the board previously confirmed receipt of an unsolicited non-binding proposal from Forager Capital to acquire the outstanding shares of the company. Earlier today, we sent a letter to Forger Capital and issued a press release providing that the board has unanimously rejected the unsolicited non-binding proposal because it significantly undervalues the company and is therefore not in shareholders' best interest. At this time, we will be making no further comments or take any questions on Veriday's, Forger Capital, or any matters related to them. With that, I will now turn the call over to John.
Thanks, Stuart. Good afternoon, everyone, and thank you for joining us today. Repay had a solid start to the year after exiting 2025 with continued momentum. Since reporting full-year 2025 earnings in March, we announced a strategically significant acquisition to create a scale bill payment provider with the technology and market position to lead the digital journey across the payment ecosystem. I will talk more about the Cooper acquisition in a little bit, Let's first go over the highlights of our Q1 results and progress we have made. During Q1, Repay remained focused on our core growth and operational execution. We achieved 4% revenue growth and approximately 43% adjusted EBITDA margins and continued to generate positive free cash flow. We exited the quarter with over 297 software partners across our consumer and business payment verticals. In consumer payments, Q1 revenue increased approximately 4% year over year as we implemented new enterprise clients who are adopting more payment channels and modalities. We have seen strong interest in our digital wallet capabilities and began our phased rollout of Repay Voice AI to select enterprise clients. Throughout last year, Repay has been investing in our sales and customer support teams while also enhancing many of our software integrations to help further penetrate existing partnerships and create overall better user experiences. The teams are working through the onboarding and implementation and ramping of clients and our sales pipeline, which we are confident will drive accelerating growth as we move through the year. During the quarter, we continue to automate workflows and deployed AI capabilities to improve processes such as performance and risk monitoring for our ever growing volumes on our gateway. We have also been optimizing network routing, leading to tangible payment efficiencies. In addition, we completed a strategic partner investment, leading to an immediate EBITDA uplift from existing volumes during the quarter. And finally, we have strengthened our consumer payments leadership. We're excited for Matt Morrow to join Repay in the coming weeks as the new executive leader of consumer payments. Matt brings over a decade of payments and business service experience, managing growth through disciplined strategic planning. He has extensive experience and history with embedded payment partners and will oversee the consumer payments growth, sales, operational initiatives going forward. Now moving over to our business payment segment. Business payments had another quarter of strong performance with Q1 revenue increasing approximately 18% year over year. The business added two new software partners in the quarter, leading to many new clients across our verticals. The sales pipeline continues to build in our automotive, property management, government, and education verticals. New client wins include regional multi-location auto groups and multiple government and school districts within certain regions. In addition, the political media vertical started to see an uptick in processing ahead of the back half-weighted political media cycle heading into the 2026 midterm elections. We ended Q1 with over 665,000 vendors in our supplier network, an increase of over 70% year over year. Vendor enablement is a great example of where we are deploying automation to improve vendor matching for clients. During the quarter, we were able to automatically match more than 15,000 new vendors, which will allow us to improve our digital monetization for both new and existing volumes over time. The last topic I'd like to discuss is our recently announced acquisition of Cobra. In evaluating capital allocation alternatives, including share repurchases and M&A, We believe the CUBRA acquisition offers the most compelling long-term value creation opportunity given its scale, non-discretionary, reoccurring revenue profile, and synergy potential. We have received feedback from certain shareholders on CUBRA and wanted to address those points directly. Before doing so, I should reiterate our board's continued support of the acquisition and manage its belief in the long-term benefits. The acquisition is supported by fully committed financing. As such, the teams are moving forward expeditiously, and we expect to close the transaction during Q2 2026. We also have been asked about our plans for integrating the companies. Our teams have been actively planning for the integration to hit the ground running on day one and to provide the identified value creation opportunities in the near term. This incorporates integrating technology, employees, and most importantly, client relationships and the support for a seamless transition. I look forward to engaging with Cougar's clients in the coming months once the deal is closed. Given the acquisition is yet to close, there are limits to the level of detail we can provide at this time. However, we will provide additional detail following closing. The board and management remain confident in the strategic and financial rationale of the Cougar acquisition. As with any integration of this scale, execution will be critical. And we are focused on the discipline integration planning to mitigate operational and client transition risks. Together, we offer a comprehensive end-to-end digital platform. This means spanning across bill presentment, communication services, and payment processing with our own clearing and settlement engine. The acquisition will result in compelling strategic combination in the market leading to management and the board's confidence in creating long-term value for all stakeholders. The board remains focused on the fiduciary duty to maximize long-term shareholder value and regularly evaluates strategic alternatives, such as the Cougar acquisition. We believe the Cougar acquisition provides that significant skill. Based on 2025 Cougar results, we will approximately double our revenue, interact with over 40% of U.S. and Canadian households every month, and process over $130 billion in annual payment volumes as we serve non-discretionary categories with reoccurring billing cycles. Importantly, the transaction is expected to enhance our free cash flow profile over time and provide identifiable cost and revenue synergy opportunities. We're targeting a return to below three times net leverage within approximately 18 months of closing, supported by the combined company's cash flow generation, synergy realization, discipline capital allocation, and as appropriate, ongoing evaluation of opportunities to further enhance balance sheet flexibility. We expect to generate strong free cash flow over this period and look forward to providing additional updates following closing on our progress throughout 2026. With that, I'll turn the call over to Rob to go over Repay's Q1 financials.
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