What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-08-13 compared with 2025-05-14 · 239 added, 141 removed, 314 unchanged (55% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read together with our audited consolidated financial statements as of December 31, 2024 and for the years ended December 31, 2024 and 2023, in each case, together with related notes thereto, included in our 2024 Annual Report on Form 10-K, and our condensed consolidated financial statements and related notes as of and for the quarterly period ended March 31, 2025, included elsewhere in this quarterly report on Form 10-Q.

In addition to historical financial information, the following discussion and analysis may contain forward-looking statements within the meaning of federal securities laws that involve risks, uncertainties and assumptions.

Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under “Risk Factors” and elsewhere in this quarterly report on Form 10-Q.

See “Cautionary Statement Regarding Forward-Looking Statements.” Additionally, our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Certain amounts may not foot due to rounding.

The following discussion and analysis of Better Home & Finance Holding Company’s (together with its consolidated subsidiaries, the “Company,” “we” “our” or “us”) financial condition and results of operations should be read together with our audited consolidated financial statements as of December 31, 2024 and for the years ended December 31, 2024 and 2023, in each case, together with related notes thereto, included in our 2024 Annual Report on Form 10-K, and our condensed consolidated financial statements and related notes as of and for the quarterly period ended June 30, 2025, included elsewhere in this quarterly report on Form 10-Q.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

These statements constitute forward-looking statements and are not guarantees of performance.

In some cases, you can identify forward-looking statements by terminology such as “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “target,” or the negatives of these terms or variations of them or similar terminology., although not all forward-looking statements contain such identifying words.

Such forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.

Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this quarterly report on Form 10-Q.

These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.

Forward-looking statements in this quarterly report on Form 10-Q and the associated risks, uncertainties, assumptions and other important factors may include, but are not limited to:

• Factors relating to our business, operations and financial performance, including:

• Our ability to operate under and maintain or improve our business model;

• The effect of interest rates on our business, results of operations, and financial condition;

• Our ability to expand our customer base, grow market share in our existing markets and enter into new markets;

• Our ability to respond to general economic conditions, particularly elevated interest rates and lower home sales and refinancing activity;

• Our ability to restore our growth and our expectations regarding the development and long-term expansion of our business;

• Our ability to comply with laws and regulations related to the operation of our business, including any changes to such laws and regulations;

• Our ability to achieve and maintain profitability in the future;

• Our ability and requirements to raise additional financing in the future;

• Our estimates regarding expenses, future revenue, capital and additional financing requirements;

• Our ability to maintain, expand and be successful in our strategic relationships with third parties;

• Our ability to remediate existing material weaknesses and implement and maintain an effective system of internal controls over financial reporting;

• Our ability to develop new products, features and functionality that meet market needs and achieve market acceptance;

• Our ability to retain, identify and hire individuals for the roles we seek to fill and staff our operations appropriately;

• The involvement of our CEO in litigation related to prior business activities, our business activities and associated negative media coverage;

• Our ability to recruit and retain additional directors, members of senior management and other team members, including our ability in general, and our CEO’s ability in particular, to maintain an experienced executive team;

• Our ability to successfully manage our international and banking operations

• Our ability to maintain and improve morale and workplace culture and respond effectively to the effects of negative media coverage;

• Our ability to maintain, protect, assert and enhance our intellectual property rights.

• Factors relating to our capital structure, governance and the market for our securities, including:

• The existence of multiple classes of common stock, which is comprised of our Class A common stock, our Class B common stock and our Class C common stock, and its impact on the liquidity and value of the Class A common stock;

• The limited experience of our directors and management team in overseeing a public company;

• Our ability to maintain the listing of the Class A common stock and Public Warrants on the Nasdaq;

• Our ability to maintain certain lines of credit and obtain future financing on commercially favorable terms to fund loans and otherwise operate our business, and

• The liquidity and trading of Class A common stock and Warrants.

Additional risks and uncertainties that could cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements include those matters discussed in Part I, Item 1A.

“Risk Factors” of the Company's 2024 Annual Report on Form 10-K.

The forward-looking statements contained in this quarterly report on Form 10-Q are based on current expectations and beliefs concerning future developments and their potential effects on us.

There can be no assurance that future developments affecting us will be those that we have anticipated.

Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those described in these forward-looking statements.

Company Overview

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We are a technology-driven organization.

We are seeking to disrupt a business model by leveraging our proprietary platform, Tinman, as well as Betsy, the first voice-based AI loan assistant built for the mortgage industry, to enhance the automation of the home finance process.

We are seeking to disrupt a business model by leveraging Tinman, our proprietary loan origination platform that uses AI and automation to deliver a frictionless, user-friendly experience to our customers, as well as Betsy, the first voice-based AI loan assistant built for the mortgage industry, to enhance the automation of the home finance process.

Through this process, we aim to reduce the cost to produce a loan and in the future to create a platform with all homeownership products embedded into a highly automated, single flow, allowing us to pass along savings to our customers.

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We are focused on improving our platform and plan to continue making investments to build our business and prepare for future growth.

We believe that our success will depend on many factors, including our ability to drive customers to our platform, and convert them once they come to us, through both our direct-to-consumer (“D2C”) channel and our partner relationship (“B2B”) channel, achieve leverage on our operational expenses, execute on our strategy to fund more purchase loans and diversify our revenue by expanding and enhancing our offerings.

We believe that our success will depend on many factors, including our ability to drive customers to our platform, and convert them once they come to us, through our customer acquisitions channels which include our direct-to-consumer (“D2C”) channel, our partner relationship (“B2B”) channel, and our distributed retail channel (“Retail”), to achieve leverage on our operational expenses, execute on our strategy to fund more purchase loans and diversify our revenue by expanding and enhancing our offerings.

We plan to continue to invest in technology to improve customer experience and further drive down labor costs through automation, making our platform more efficient and scalable.

In our D2C channel, we serve customers from their first website visit to close entirely under the Better Home & Finance brand.

We have historically relied on positive word of mouth, customer reviews, and trusted third-party recommendations to grow our business, together with performance marketing (pay-per-click) and other paid digital media.

In our B2B channel, we have generated business through our “Mortgage-as-a-Service” offering, which enables our partners to provide a custom-branded, high-quality experience to the partner’s’ customers, powered by our technology and team members.

Historically, we had one integrated relationship with Ally Bank, a Utah state-chartered bank (“Ally”), pursuant to which we offered our end-to-end platform and services alongside Ally’s brand, and manufactured loans on Ally’s behalf.

Initially launched in 2019, our integrated relationship with Ally is in process of winding down due to a shift in strategic direction and corporate resourcing at Ally.

We believe the infrastructure and technology built for Ally can be leveraged across a pipeline of potential integrated relationships going forward.

In order to grow our Retail channel, in the third quarter of 2024, we hired the executive team from NEO Home Loans, a group of loan officer teams with strong brand recognition within the U.S.

mortgage market, to build out a distributed retail channel within Better.

By bringing NEO Home Loans into the Better platform, we seek to diversify Better’s distribution strategy, and leverage Tinman, our internally developed all-in loan operating system, to power local loan officers under the “NEO Powered by Better” brand.

We believe there is significant opportunity to prove out Tinman’s efficiency in the Retail channel by providing our technology to local loan officers to remove friction from their fulfillment process and expand their capacity to serve more customers, while improving economics through a business model with traditionally lower customer acquisition costs compared to the D2C channel.

We expect to leverage Better’s AI technology and digital lead funnel to empower NEO’s loan officer teams, who have demonstrated track records in customer service excellence and strong reputations within the communities they serve.

Our Business Model

We generate revenue through the production and sale of loans and other product offerings through our platform.

The revenue and mix of revenue as a percentage of total revenue attributable to our sale of loan production (Gain on loans, net)

and Better Plus (Other revenue) for the three months ended March 31, 2025 and 2024 is as follows:

Three Months Ended March 31,

The revenue and mix of revenue as a percentage of total revenue attributable to our sale of loan production (gain on loans, net) and Better Plus (other revenue) for the three and six months ended June 30, 2025 and 2024 is as follows:

Three Months Ended June 30,

(Amounts in thousands, except percentage amounts)

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Total net revenues

Six Months Ended June 30,

(Amounts in thousands, except percentage amounts)

Gain on loans, net $ 61,348 80 % $ 39,881 73 %

Other revenue 7,330 10 % 5,698 10 %

Net interest income 8,019 10 % 8,934 16 %

Total net revenues

Home Finance Mortgage Model—Gain on loans, net

We produce a wide selection of mortgage loans and leverage our platform to quickly sell these loans and related mortgage servicing rights (“MSRs”) to our loan purchaser network.

We source our customers through two channels:

our D2C channel and our B2B channel.

Through our D2C channel, we generate gain on loans, net by selling loans and MSRs to our loan purchaser network, recognizing D2C revenue per loan.

We source our customers through three channels:

our D2C channel, our B2B channel, and our Retail channel.

Through our D2C and Retail channels, we generate gain on loans, net by selling loans and MSRs to our loan purchaser network, recognizing revenue per loan.

We may also earn a fixed fee per loan originated by third-parties through our D2C and Retail channels.

Through our B2B channel, we generate revenue from integrated relationships and advertising relationships.

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For loans subsequently sold to our loan purchaser network, the partner receives a portion of the sale proceeds.

Although we aim to expand our B2B relationships, as of March 31, 2025, this channel was primarily comprised of our integrated relationship with Ally Bank (which we are currently winding down).

Although we aim to expand our B2B relationships, as of June 30, 2025, this channel was primarily comprised of our integrated relationship with Ally, which we are currently winding down.

Better Plus Model—Other revenue

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Through Better Cover we offer customers access to a range of homeowners insurance policy options through our digital marketplace of third-party insurance partners.

We act as an agent to insurance carriers and receive an agency fee from the insurance carriers for policies sold and renewed.

We act as an agent to insurance carriers and receive an agency fee

from the insurance carriers for policies sold and renewed.

We also offer title insurance primarily as an agent and work with third-party providers that fulfill and underwrite the title insurance policies.

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Key Business Metric

Three Months Ended March 31, 2025 Three Months Ended March 31, 2024

Three Months Ended June 30, 2025 Three Months Ended June 30, 2024 Six Months Ended June 30, 2025 Six Months Ended June 30, 2024

Funded Loan Volume

$ 1,205 $ 962 $ 2,074 $ 1,623

Refinance Loan Volume

$ 162 $ 77 $ 295 $ 159

Purchase Loan Volume

$ 803 $ 794 $ 1,381 $ 1,323

HELOC Volume $ 240 $ 90 $ 398 $ 142

D2C Loan Volume

$ 774 $ 670 $ 1,388 $ 1,030

B2B Loan Volume

$ 4 $ 292 $ 95 $ 594

Retail Loan Volume $ 428 $ — $ 591 $ —

Total Loans (number of loans, not millions)

4,032 2,995 7,007 4,986

Average Loan Amount ($ value, not millions)

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Total Market Share

0.2 % 0.2 % 0.2 % 0.2 %

Better Real Estate Transaction Volume

$ 93 $ 105 $ 164 $ 161

Insurance Coverage Written

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HELOC Loan Volume represents the aggregate dollar amount of HELOC loans funded in a given period based on the principal amount of the loan at funding.

D2C Loan Volume represents the aggregate dollar amount of loans funded in a given period based on the principal amount of the loan at funding that have been generated from direct interactions with customers using all marketing channels other than our B2B partner relationships.

B2B Loan Volume represents the aggregate dollar amount of loans funded in a given period based on the principal amount of the loan at funding that have been generated through one of our B2B partner relationships.

Retail Loan Volume represents the aggregate dollar amount of loans funded in a given period based on the principal amount of the loan at funding that has been generated through one of our distributed retail channel.

Total Loans represents the total number of loans funded in a given period, including purchase loans, refinance loans and HELOC loans.

Average Loan Amount represents Total Funded Loan Volume divided by number of loans funded in a period.

Average Loan Amount represents Funded Loan Volume divided by number of loans funded in a period.

Gain on Sale Margin represents gain on loans, net, as presented on our condensed consolidated statements of operations and comprehensive income (loss), divided by Funded Loan Volume.

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Fair value of forward commitments hedging IRLCs and LHFS are measured based on quoted prices for similar assets.

Integrated Partnership Fees–Includes fees that we receive for originating loans on behalf of an integrated partner, which are recognized as revenue upon the integrated partner’s funding of the loan.

Broker revenue–Includes fees that the Company receives for originating loans on behalf of third-parties, including the integrated relationship partner.

Starting late in 2024, our business with the integrated relationship partner, Ally, is winding down due a shift in strategic direction by Ally.

Provision for Loan Repurchase Reserve–In connection with our sale of loans on the secondary market, we make customary representations and warranties to the relevant loan purchasers about various characteristics of each loan, such as the origination and underwriting guidelines, including but not limited to the validity of the lien securing the loan, property eligibility, borrower credit, income and asset requirements, and compliance with applicable federal, state and local laws.

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We recognize revenues from agent fees on title policies upon the completion of the performance obligation, which is when the loan transaction closes.

As an agent, we

do not control the ability to direct the fulfillment of the service, are not primarily responsible for fulfilling the performance of the service, and do not assume the risk in a claim against the policy.

As an agent, we do not control the ability to direct the fulfillment of the service, are not primarily responsible for fulfilling the performance of the service, and do not assume the risk in a claim against the policy.

Our performance obligations for settlement services and title insurance are typically completed 40 to 60 days after the commencement of the loan origination process and are recognized in revenue upon the closing of the loan transaction.

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Interest expense includes interest expense on warehouse lines of credit, interest expense on customer deposits, through our U.K.

banking operations, as well as interest expense on the Convertible Note.

banking operations, as well as interest expense on the Convertible Notes.

Components of Our Expenses

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Other expenses relate to other non-mortgage homeownership activities, including settlement service expenses, lead generation expenses, expenses incurred in relation to our international lending activities, and gains and losses from the warrant and equity related liabilities.

Settlement service expenses consist of fees for transactional services performed by

third-party providers for borrowers while lead generation expenses consist of fees for services related to real estate agents.

Settlement service expenses consist of fees for transactional services performed by third-party providers for borrowers while lead generation expenses consist of fees for services related to real estate agents.

Other expenses are expensed as incurred.

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The following table sets forth certain consolidated financial data for each of the periods indicated:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands, except per share amounts)

2025 2024 2025 2024

Gain on loans, net $ 36,772 $ 24,229 $ 61,348 $ 39,881

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94 203 239 346

$ (36,270) $ (41,365) $ (86,827) $ (92,857)

Earnings (loss) per share attributable to common stockholders (Basic)

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$ (2.39) $ (2.74) $ (5.72) $ (6.15)

Three Months Ended March 31, 2025 as Compared to Three Months Ended March 31, 2024

Three and Six Months Ended June 30, 2025 as Compared to Three and Six Months Ended June 30, 2024

The components of our revenues for the period were:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands)

2025 2024 2025 2024

Gain on loans, net 36,772 24,229 61,348 39,881

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The components of our gain on loans, net for the period were:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands)

2025 2024 2025 2024

Gain on sale of loans, net $ 34,015 $ 18,374 $ 55,293 $ 28,195

Integrated partnership fees 1,171 2,268

Broker Revenue 2,335 2,476 3,506 4,744

Loan repurchase reserve recovery 422 3,379 2,549 6,942

Total gain on loans, net $ 36,772 $ 24,229 $ 61,348 $ 39,881

Gain on sale of loans, net increased $11.5 million or 117% to $21.3 million for the three months ended March 31, 2025 compared to $9.8 million for the three months ended March 31, 2024.

Gain on sale of loans, net increased $15.6 million or 85% to $34.0 million for the three months ended June 30, 2025 compared to $18.4 million for the three months ended June 30, 2024.

The increase in gain on sale of loans, net was largely driven by the increase of Funded Loan Volume, which was driven by increases in home equity products.

Gain on sale of loans, net increased $27.1 million or 96% to $55.3 million for the six months ended June 30, 2025 compared to $28.2 million for the six months ended June 30, 2024.

The increase in gain on sale of loans, net was largely driven by the increase of Funded Loan Volume.

Integrated partnership fees decreased $1.1 million, or 48% to a gain of $1.2 million for the three months ended March 31, 2025, compared to gain of $2.3 million for the three months ended March 31, 2024.

The decrease in integrated partnership fees was primarily driven by the reduction in B2B Loan Volume.

Loan repurchase reserve decreased $1.4 million or 40%, to a recovery of $2.1 million for the three months ended March 31, 2025, compared to a recovery of $3.6 million for the three months ended March 31, 2024.

Broker revenue decreased $0.1 million, or 6% to $2.3 million for the three months ended June 30, 2025, compared to $2.5 million for the three months ended June 30, 2024.

The decrease in broker revenue was primarily driven by the reduction in B2B Loan Volume due to the winding down of our integrated relationship partnership with Ally.

This was offset by broker revenue earned for originating loans for third-parties in our Retail channel.

Broker revenue fees decreased $1.2 million, or 26.1% to $3.5 million for the six months ended June 30, 2025, compared to $4.7 million for the six months ended June 30, 2024.

The decrease in broker revenue was primarily driven by the reduction in B2B Loan Volume due to the winding down of our integrated relationship partnership with Ally.

This was offset by broker revenue earned for originating loans for third-parties in our Retail channel.

Loan repurchase reserve recovery decreased $3.0 million or 88%, to a recovery of $0.4 million for the three months ended June 30, 2025, compared to a recovery of $3.4 million for the three months ended June 30, 2024.

The loan repurchase reserve has decreased as our estimate for potential loss exposure has declined as we no longer have exposure to the historical periods when we had a significantly higher funded loan volume.

The reduction in potential loss exposure results in a reduction in the loan repurchase reserve liability which is recognized as a recovery within gain on loans, net.

Loan repurchase reserve recovery decreased $4.4 million or 63.3%, to a recovery of $2.5 million for the six months ended June 30, 2025, compared to a recovery of $6.9 million for the six months ended June 30, 2024.

The loan repurchase

reserve has decreased as our estimate for potential loss exposure has declined as we no longer have exposure to the historical periods when we had a significantly higher funded loan volume.

The reduction in potential loss exposure results in a reduction in the loan repurchase reserve liability which is recognized as a recovery within gain on loans, net.

Other Revenue

The components of other revenue for the period were:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands) 2025 2024 2025 2024

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Total other revenue $ 3,300 $ 2,881 $ 7,330 $ 5,698

International lending revenue increased $0.4 million, or 38% to $1.5 million for the three months ended March 31, 2025 compared to $1.1 million for the three months ended March 31, 2024.

International lending revenue increased $0.2 million, or 19% to $1.4 million for the three months ended June 30, 2025 compared to $1.2 million for the three months ended June 30, 2024.

The increase in international lending revenue was primarily driven by increased operations in U.K.

brokerage businesses.

Insurance services remained relatively steady for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, which is inline with the insurance coverage written over the respective period.

Real estate services increased $0.6 million, or 173% to $0.9 million for the three months ended March 31, 2025 compared to $0.3 million the three months ended March 31, 2024 due to an increase in real estate transaction volume driven by an increase in purchase volume.

Other revenue increased by $0.2 million, or 22% to $0.9 million for the three months ended March 31, 2025 compared to $0.7 million for the three months ended March 31, 2024.

International lending revenue increased $0.6 million, or 27.8% to $3.0 million for the six months ended June 30, 2025 compared to $2.3 million for the six months ended June 30, 2024.

The increase in international lending revenue was primarily driven by increased operations in U.K.

brokerage businesses.

Insurance services increased $0.3 million, or 53.6% to $0.8 million for the three months ended June 30, 2025 compared to $0.5 million for the three months ended June 30, 2024.

The increase in insurance services was primarily driven by an increase in insurance related revenue from the U.K.

which is not reflected in Insurance Coverage Written.

Insurance services increased $0.3 million, or 27.4% to $1.5 million for the six months ended June 30, 2025 compared to $1.2 million for the six months ended June 30, 2024.

The increase in insurance services was primarily driven by an increase in insurance related revenue from the U.K.

which is not reflected in Insurance Coverage Written.

Real estate services decreased $0.5 million, or 77% to $0.2 million for the three months ended June 30, 2025 compared to $0.7 million the three months ended June 30, 2024 due to an decrease in real estate transaction volume driven by a wind down of the integrated relationship partnership with Ally and its use as a source of referrals for real estate services.

Real estate services increased $0.1 million, or 9.8% to $1.1 million for the six months ended June 30, 2025 compared to $1.0 million for the six months ended June 30, 2024 due to an increase in real estate transaction volume during the first quarter of 2025.

Other revenue increased by $0.4 million, or 86% to $0.9 million for the three months ended June 30, 2025 compared to $0.5 million for the three months ended June 30, 2024.

The increase in other revenue was primarily driven by mortgage and non-mortgage loan servicing activities in the U.S.

Other revenue increased by $0.6 million, or 47.3% to $1.8 million for the six months ended June 30, 2025 compared to $1.2 million for the six months ended June 30, 2024.

The increase in other revenue was primarily driven by mortgage and non-mortgage loan servicing activities in the U.S.

Net Interest Income

The components of our net interest income for the period were:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands) 2025 2024 2025 2024

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Total net interest income/(loss) $ 4,072 $ 5,152 $ 8,019 $ 8,934

Mortgage interest income increased $3.5 million, or 117% to $6.4 million for the three months ended March 31, 2025 compared from $3.0 million of the three months ended March 31, 2024.

Mortgage interest income increased $3.3 million, or 74% to $7.8 million for the three months ended June 30, 2025 compared from $4.5 million of the three months ended June 30, 2024.

The increase in mortgage interest income was primarily driven by the increase in origination volume and the mortgage interest income earned on the unpaid principal balance for loans held and serviced during the interim between the origination of the loan and its sale on the secondary market.

Interest income on loans held for investment increased $1.8 million, or 2190% to $1.9 million for the or the three months ended March 31, 2025 compared to $0.1 million for the three months ended March 31, 2024.

Mortgage interest income increased $6.8 million, or 91.4% to $14.2 million for the six months ended June 30, 2025 compared from $7.4 million of the six months ended June 30, 2024.

Interest income on loans held for investment increased $3.7 million, or 1662.0% to $3.9 million for the three months ended June 30, 2025 compared to $0.2 million for the three months ended June 30, 2024.

The increase in interest income on loans held for investment was driven by increased originations of loans held for investment in our U.K.

banking operations.

Loans held for investment was $207.2 million and $7.9 million as of March 31, 2025 and 2024.

Interest income from investment decreased $3.5 million, or 62% to $2.1 million for the three months ended March 31, 2025 compared to $5.6 million for the three months ended March 31, 2024.

The decrease in interest income from investment was primarily driven by increased HELOC origination volume which is funded with previously invested cash.

Warehouse interest expense increased $0.7 million, or 34% to $2.8 million for the three months ended March 31, 2025 compared to $2.1 million for the three months ended March 31, 2024.

Loans held for investment was $420.6 million and $31.2 million as of June 30, 2025 and 2024.

Interest income on loans held for investment increased $5.5 million, or 1812% to $5.8 million for the or the six months ended June 30, 2025 compared to $0.3 million for the six months ended June 30, 2024.

The increase in interest income on loans held for investment was driven by increased originations of loans held for investment in our U.K.

banking operations.

Loans held for investment was $420.6 million and $31.2 million as of June 30, 2025 and 2024.

Interest income from investments decreased $2.2 million, or 47% to $2.5 million for the three months ended June 30, 2025 compared to $4.7 million for the three months ended June 30, 2024.

The decrease in interest income from investments was primarily driven by decreased holdings of investments with maturities less than 90 days which was partially offset by increases in holdings of short-term investments with maturities of 91 days to a year.

Interest income from investments decreased $5.7 million, or 55.3% to $4.6 million for the six months ended June 30, 2025 compared to $10.3 million for the six months ended June 30, 2024.

Warehouse interest expense increased $3.4 million, or 148% to $5.7 million for the three months ended June 30, 2025 compared to $2.3 million for the three months ended June 30, 2024.

The increase in warehouse interest expense was primarily driven by increased borrowings on funding facilities used in the mortgage production process to meet the increased origination volume.

Interest expense on customer deposits increased $1.9 million, or 1847% to $2.0 million for the three months ended March 31, 2025 compared to $0.1 million for the three months ended March 31, 2024.

Warehouse interest expense increased $4.1 million, or 93.7% to $8.5 million for the six months ended June 30, 2025 compared to $4.4 million for the six months ended June 30, 2024.

The increase in warehouse interest expense was primarily driven by increased borrowings on funding facilities used in the mortgage production process to meet the increased origination volume.

Interest expense on customer deposits increased $4.1 million, or 1530% to $4.4 million for the three months ended June 30, 2025 compared to $0.3 million for the three months ended June 30, 2024.

The increase in interest expense on customer deposits was driven by increased customer deposits which in turn fund our loans held for investment in our U.K.

banking operations.

Other interest expense decreased $1.0 million, or 36% to $1.7 million for the three months ended March 31, 2025 compared to $2.7 million for the three months ended March 31, 2024.

Other interest expense is related to interest expense on our convertible notes and during the three months ended March 31, 2024 we paid interest in cash at the 1% coupon compared to the three months ended March 31, 2025 where we paid interest in kind which is accrued at a fair value that is less than the 1% coupon.

See Note 15 for further details.

The balance of customer deposits was $482.4 million and $36.6 million as of June 30, 2025 and 2024.

Interest expense on customer deposits increased $6.0 million, or 1618% to $6.4 million for the six months ended June 30, 2025 compared to $0.4 million for the six months ended June 30, 2024.

The increase in interest expense on customer deposits was driven by increased customer deposits which in turn fund our loans held for investment in our U.K.

banking operations.

The balance of customer deposits was $482.4 million and $36.6 million as of June 30, 2025 and 2024.

Other interest expense decreased $1.7 million, or 100% to $— million for the three months ended June 30, 2025 compared to $1.7 million for the three months ended June 30, 2024.

Other interest expense is related to interest expense on our Convertible Notes which were extinguished as part of the Exchange per Note 10 in April 2025.

As part of the TDR accounting, the interest on the Senior Notes has been recognized up front as part of the new carrying value.

Other interest expense decreased $2.6 million, or 60.5% to $1.7 million for the six months ended June 30, 2025 compared to $4.3 million for the six months ended June 30, 2024.

Other interest expense is related to interest expense on our Convertible Notes which were extinguished as part of the Exchange per Note 10 in April 2025.

As part of the TDR accounting, the interest on the Senior Notes has been recognized up front as part of the new carrying value.

The components of our expenses for the period were:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands)

2025 2024 2025 2024

Compensation and benefits 41,412 35,254 88,080 73,327

7 unchanged sentences

$ 80,320 $ 73,424 $ 163,285 $ 147,024

Compensation and benefits expenses were $46.7 million for the three months ended March 31, 2025, an increase of $8.6 million or 23% compared with $38.1 million for the three months ended March 31, 2024.

Compensation and benefits expenses were $41.4 million for the three months ended June 30, 2025, an increase of $6.2 million or 17% compared with $35.3 million for the three months ended June 30, 2024.

We increased our headcount between the two periods, and increased incentive compensation as a result of increased production volume, which lead to an increase in compensation and benefits.

This increase was partially offset by significantly higher stock based compensation expense during the three months ended March 31, 2024, which was primarily due to awards that had met the liquidity event criteria with the Closing of the Business Combination in August 2023 as well as service based conditions during that period.

General and administrative expenses were $11.6 million for the three months ended March 31, 2025, a decrease of $2.4 million or 17% as compared with $14.0 million in the three months ended March 31, 2024.

The increase in headcount was primarily in the second quarter of 2025 as we began to ramp up our Retail channel.

Compensation and benefits expenses were $88.1 million for the six months ended June 30, 2025, an increase of $14.8 million or 20% as compared with $73.3 million for the six months ended June 30, 2024.

We increased our headcount between the two periods, and increased incentive compensation as a result of increased production volume, which lead to an increase in compensation and benefits.

The increase in headcount was primarily in the second quarter of 2025 as we began to ramp up our Retail channel

General and administrative expenses were $11.5 million for the three months ended June 30, 2025, a decrease of $3.6 million or 24% as compared with $15.2 million in the three months ended June 30, 2024.

The decrease in general and administrative expenses was driven primarily by decreases in rent and occupancy expenses, as we have taken measures to reduce our real estate footprint, as well as reductions in insurance premiums and professional services.

Technology expenses were $7.2 million for the three months ended March 31, 2025, an increase of $1.7 million or 32% as compared with $5.5 million in the three months ended March 31, 2024.

General and administrative expenses were $23.1 million for the six months ended June 30, 2025, a decrease of $6.1 million or 20.8% as compared with $29.2 million in the six months ended June 30, 2024.

Technology expenses were $6.9 million for the three months ended June 30, 2025, an increase of $0.4 million or 6% as compared with $6.6 million in the three months ended June 30, 2024.

The increase in technology expenses was driven primarily by an increase in costs associated with software vendors.

This was driven by the increased headcount, due to which we required more software licenses.

Marketing and advertising expenses were $8.7 million for the three months ended March 31, 2025, an increase of $4.1 million or 91% as compared with $4.6 million in the three months ended March 31, 2024.

The increase is due to a focus on growth to drive volume.

Technology expenses were $14.1 million for the six months ended June 30, 2025, an increase of 2.1 million or 17.4% as compared with $12.0 million in the six months ended June 30, 2024.

The increase in technology expenses was driven primarily by an increase in costs associated with software vendors.

This was driven by the increased headcount, due to which we required more software licenses.

Marketing and advertising expenses were $11.1 million for the three months ended June 30, 2025, an increase of $2.6 million or 31% as compared with $8.5 million in the three months ended June 30, 2024.

The increase is due to an investment in advertising to drive volume.

Marketing and advertising is composed of performance advertising and pilot marketing, which performance advertising scales with volume through existing channels while pilot marketing is market spend to test new channels along with testing brand marketing, which generally costs more upfront.

Other expenses/(income) were $2.3 million for the three months ended March 31, 2025, an increase of $2.5 million or 1368%, as compared with a credit of $0.2 million in the three months ended March 31, 2024.

Marketing and advertising expenses were $19.8 million for the six months ended June 30, 2025, an increase of $6.7 million or 51.5% as compared with $13.1 million in the six months ended June 30, 2024.

The increase is due to an investment in advertising to drive volume, which started at the end of the first quarter in 2024.

Loan origination expenses were $3.9 million for the three months ended June 30, 2025, an increase of $3.1 million or 396%, as compared with $0.8 million in the three months ended June 30, 2024.

The increase in loan origination expenses driven by an increase in costs associated with loan origination vendors, as well as a increase in non-HELOC origination volume.

Loan origination expenses were $6.4 million for the six months ended June 30, 2025, and decrease of 3.1 million or 90.8%, as compared with $3.4 million in the six months ended June 30, 2024.

The increase in loan origination expenses was driven by an increase in costs associated with loan origination vendors, as well as a increase in non-HELOC origination volume.

Other expenses/(income) were $1.9 million for the three months ended June 30, 2025, an increase of $2.7 million or 311%, as compared with a credit of $0.9 million in the three months ended June 30, 2024.

The increase in other expenses was primarily driven by mortgage loan activities in the U.K.

The increase in other expenses was also driven by a reduction on liability classified warrants and equity related liabilities as a result of the increased trading price of our common stock, which are recorded as gains during the three months ended March 31, 2024, while during the three months ended March 31, 2025 we recorded smaller gains on our liability classified warrants and equity related liabilities as our stock price stabilized.

The increase in other expenses was also driven by an increase on liability classified warrants and equity related liabilities as a result of the increased trading price of our common stock.

Other expenses/(income) were $4.2 million for the six months ended June 30, 2025, an increase of $5.2 million or 493.1%, as compared with a gain of $1.1 million in the six months ended June 30, 2024.

The reduction in other expenses was primarily driven by an increase on liability classified warrants and equity related liabilities as a result of the increased trading price of our common stock in the current period where in the prior period a reduction in liability classified warrants and equity related liabilities resulted in a gain.

Non-GAAP Financial Measures

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We calculate Adjusted Net Loss as net income (loss) adjusted for the impact of stock-based compensation expense, change in the fair value of warrants and equity related liabilities, and other non-core operational expenses.

We calculate Adjusted EBITDA as net income (loss) adjusted for the impact of stock-based compensation expense, change in the fair value of warrants and equity related liabilities, interest on the subordinated 0% bridge promissory notes that converted into or were exchanged for our Class A common stock and our Class C common stock (such notes, “Pre-Closing Bridge Notes”), and other non-recurring or non-core operational expenses, as well as interest and amortization on non-funding debt (which includes interest on the Convertible Note), depreciation and amortization expense, and income tax expense.

We calculate Adjusted EBITDA as net income (loss) adjusted for the impact of stock-based compensation expense, change in the fair value of warrants and equity related liabilities, and other non-recurring or non-core operational expenses, as well as interest and amortization on non-funding debt (which includes interest on the Convertible Note), depreciation and amortization expense, and income tax expense.

The following table presents a reconciliation of Net Income (Loss) to Adjusted Net Loss and Adjusted EBITDA for the periods indicated:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(Amounts in thousands)

2025 2024 2025 2024

Adjusted Net Loss

2 unchanged sentences

Stock-based compensation expense (1)

4,252 7,959 8,285 16,325

Change in fair value of warrants and equity related liabilities (2)

572 102 344 (721)

Restructuring, impairment, and other expenses (3)

1,206 184 1,776 905

Adjusted Net Loss

4 unchanged sentences

Income tax expense / (benefit)

94 203 239 346

Depreciation and amortization expense (4)

3,535 7,990 7,510 17,064

Stock-based compensation expense (1)

4,252 7,959 8,285 16,325

Interest and amortization on non-funding debt (5)

6 1,668 1,711 4,332

Restructuring, impairment, and other expenses (3)

1,206 184 1,776 905

Change in fair value of warrants and equity related liabilities (2)

572 102 344 (721)

Adjusted EBITDA

4 unchanged sentences

We exclude this expense from our internal operating plans and measurement of financial performance (although we consider the dilutive impact to our stockholders when awarding stock-based compensation and value such awards accordingly).

(2) Change in fair value of convertible preferred stock warrants and other warrants, which comprise the Public Warrants and Private Warrants as well as the Sponsor Locked-Up Shares, represents the change in fair value of liability-classified warrants as presented in our Consolidated Statements of Operations and Comprehensive Loss.

(2) Change in fair value of Public Warrants and Private Warrants as well as the Sponsor Locked-Up Shares, represents the change in fair value of liability-classified warrants as presented in our Consolidated Statements of Operations and Comprehensive Loss.

This charge is a non-cash charge.

(3) Restructuring, impairment, and other expenses are primarily comprised of employee one-time termination benefits, real estate restructuring losses, and impairment of property and equipment.

(3) Restructuring, impairment, and other expenses are primarily comprised of employee one-time termination benefits, real estate restructuring losses, impairment of property and equipment, and goodwill.

(4) Depreciation and amortization represents the loss in value of fixed and intangible assets through depreciation and amortization, respectively.

These expenses are non-cash expenses, and we believe that they do not correlate to the performance of our business during the periods presented.

(5) Interest and amortization on non-funding debt represents interest and amortization on a corporate line of credit as well as the Convertible Note, both of which are included within net interest income in our Consolidated Statements of Operations and Comprehensive Loss.

(5) Interest and amortization on non-funding debt represents interest and amortization on the Convertible Note, which is included within net interest income in our Consolidated Statements of Operations and Comprehensive Loss.

Liquidity and Capital Resources

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Our borrowings are repaid with the proceeds we receive from the sale of our loans to our loan purchaser network, which includes government-sponsored enterprises (“GSEs”).

of March 31, 2025, we had three warehouse lines of credit in different amounts and with various maturities, with an aggregate available amount of $425.0 million.

As of June 30, 2025, we had three warehouse lines of credit in different amounts and with various maturities, with an aggregate available amount of $575.0 million.

We have placed focus on growing our U.K.

banking entity during 2024 which has accelerated during the three months ended March 31, 2025.

As of March 31, 2025 and December 31, 2024, we had loans held for investment of $207.2 million and $111.5 million, respectively.

banking entity during 2024 which has accelerated during the six months ended June 30, 2025.

As of June 30, 2025 and December 31, 2024, we had loans held for investment of $420.6 million and $111.5 million, respectively.

The growth in loans held for investment has been primarily funded with customer deposits which are held at the U.K.

banking entity.

As of March 31, 2025 and December 31, 2024, we had customer deposits of $261.1 million and $134.1 million, respectively.

As of June 30, 2025 and December 31, 2024, we had customer deposits of $482.4 million and $134.1 million, respectively.

We have also raised capital via the closing of the Business Combination in August 2023, which resulted in gross proceeds of approximately $568 million.

Of the total gross proceeds, $528.6 million was in the form of a Convertible Note issued by Better Home & Finance to SB Northstar LP.

Subsequent to March 31, 2025, we have entered into an the Note Exchange Agreement to exchange our existing Convertible Note in exchange for $155.0 million of New Notes, as defined below, and a cash payment of $110.0 million as further discussed below.

Of the total gross proceeds, $528.6 million was in the form of Convertible Notes issued by Better Home & Finance to SB Northstar LP.

During the second quarter of 2025, we entered into the Note Exchange Agreement to exchange our existing Convertible Notes for $155.0 million of Senior Notes and a cash payment of $110.0 million as further discussed below.

We believe that funds provided by these sources will be adequate to meet our liquidity and capital resource needs for at least the next 12 months under current operating conditions.

Warehouse Lines of Credit

As of March 31, 2025 and December 31, 2024, we had the following outstanding warehouse lines of credit:

As of June 30, 2025 and December 31, 2024, we had the following outstanding warehouse lines of credit:

(Amounts in thousands)

Facility Size

March 31, 2025

June 30, 2025

December 31, 2024

Funding Facility 1 (1)

September 30, 2025 100,000 21,000 60,747

May 13, 2025 — — 60,747

Funding Facility 2 (2)

2 unchanged sentences

August 1, 2025 175,000 153,943 108,851

Funding Facility 4 (4)

April 5, 2026 250,000 134,744 —

Total warehouse lines of credit

2 unchanged sentences

(1) Interest charged under the facility is at the 30-day term SOFR plus 2.125%.

Cash collateral deposit of $15.0 million is maintained and included in restricted cash.

(2) Interest charged under the facility is at the one month SOFR plus 2.10% - 2.25% .

During the second quarter of 2025, Funding Facility 1 was terminated prior to maturity.

(2) Interest charged under the facility is at the 30-day term SOFR plus 2.10% - 2.25% .

Cash collateral deposit of $3.8 million is maintained and included in restricted cash.

(3) Interest charged under the facility is at the one month SOFR plus 1.75% - 3.75%.

There is no cash collateral deposit maintained as of March 31, 2025.

Convertible Note and Note Exchange Agreement

On April 12, 2025, we entered into a privately negotiated Note Exchange Agreement with SB Northstar LP (the “Investor”), pursuant to which management and the Investor agreed to exchange (the “Exchange”) all of the $532.5 million total aggregate principal amount outstanding of our existing 1.00% Convertible Notes due 2028 (the “Existing Notes”) held by the Investor for (i) $155.0 million in aggregate principal amount of new 6.00% Senior Secured Notes due 2028 (the “New Notes”), and (ii) a cash payment of $110.0 million (the “Cash Payment”).

(3) Interest charged under the facility is at the 30-day term SOFR plus 1.75% - 3.75%.

There is no cash collateral deposit maintained as of June 30, 2025.

Subsequent to June 30, 2025, the Company extended the maturity to July 1, 2026.

(4) Interest charged under the facility is at the daily simple SOFR plus 2.25% - 2.50% .

There is no cash collateral deposit maintained as of June 30, 2025.

Convertible Notes and Note Exchange Agreement

On April 12, 2025, we entered into a privately negotiated Note Exchange Agreement with the Investor, pursuant to which management and the Investor agreed to exchange all of the $532.5 million total aggregate principal amount outstanding of our existing 1.00% Convertible Notes due 2028 held by the Investor for (i) $155.0 million in aggregate principal amount of the Senior Notes, and (ii) a cash payment of $110.0 million.

We will not receive any cash proceeds in connection with the Exchange.

The Exchange was subsequently consummated on April 28, 2025 (the “Closing Date”), upon which we received and cancelled all Existing Notes and the Investor forfeited any accrued and unpaid interest in respect of the Existing Notes to but not including the Closing Date.

The Exchange was subsequently consummated on April 28, 2025, upon which we received and cancelled all Existing Notes and the Investor forfeited any accrued and unpaid interest in respect of the Existing Notes to but not including the Closing Date.

Pursuant to the Note Exchange Agreement, we granted the Investor, conditioned on closing of the Exchange, a non-transferrable right to designate one non-voting board observer from June 1, 2025, for so long as the Investor and affiliates of the Investor continue to hold, in the aggregate, either (i) at least 25% of the initial aggregate principal amount of the New Notes or (ii) at least 12% of the sum of the outstanding shares of the Company’s Class A Common Stock, Class B Common Stock and Class C Common Stock, calculated on a fully diluted basis.

New Notes Indenture

On the Closing Date, we entered into an indenture (the “New Notes Indenture”) with GLAS Trust Company LLC, as trustee and notes collateral agent (the “Trustee”).

The New Notes represent our senior secured obligations, and are secured

by substantially all of the Company’s and its material domestic subsidiaries’ assets.

The News Notes are (i) senior in right of payment to our existing and future senior, unsecured indebtedness to the extent of the value of the collateral;

On the Closing Date, we entered into the New Notes Indenture with GLAS Trust Company LLC, as Trustee and notes collateral agent.

The Senior Notes represent our senior secured obligations, and are secured by substantially all of the Company’s and its material domestic subsidiaries’ assets.

The Senior Notes are (i) senior in right of payment to our existing and future senior, unsecured indebtedness to the extent of the value of the collateral;

and (ii) senior in right of payment to ours existing and future indebtedness that is expressly subordinated to the New Notes.

Interest on the New Notes is payable, at our election, in cash or by payment-in-kind by issuing additional notes in an aggregate principal amount equal to the relevant amount of interest paid in kind.

The New Notes will accrue interest at a rate of 6.00% per annum, payable semi-annually in arrears on June 30 and December 31 of each year, with the initial payment on June 30, 2025.

The New Notes will mature on December 31, 2028.

The New Notes will be redeemable, in whole and not in part, at our option at any time prior to December 31, 2028, at a cash redemption price equal to 106.00% of the principal amount of the New Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, with an amount not exceeding the net cash proceeds of one or more “Equity Offerings” (as defined in the New Notes Indenture);

provided that at least 60% of the aggregate principal amount of the New Notes remains outstanding immediately after the redemption and the redemption occurs within 150 days of the date of the closing of each such Equity Offering.

Additionally, prior to December 31, 2028, we may redeem all or part of the New Notes at a redemption price equal to the sum of 108% of the principal amount of the New Notes to be redeemed, plus the “Make Whole Premium” (as defined in the New Notes Indenture) at the redemption date, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

If certain corporate events that constitute a “Change of Control Triggering Event” (as defined in the New Notes Indenture) occur, then noteholders may require us to repurchase all or any part of their New Notes at a cash repurchase price equal to 101% of the aggregate principal amount of the New Notes to be repurchased, plus accrued and unpaid interest, if any, to the date of settlement.

Interest on the Senior Notes is payable, at our election, in cash or by payment-in-kind by issuing additional notes in an aggregate principal amount equal to the relevant amount of interest paid in kind.

The Senior Notes will accrue interest at a

rate of 6.00% per annum, payable semi-annually in arrears on June 30 and December 31 of each year, starting on June 30, 2025.

The Senior Notes will mature on December 31, 2028.

The Senior Notes will be redeemable, in whole and not in part, at our option at any time prior to December 31, 2028, at a cash redemption price equal to 106.00% of the principal amount of the Senior Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, with an amount not exceeding the net cash proceeds of one or more Equity Offerings (as defined in the New Notes Indenture);

provided that at least 60% of the aggregate principal amount of the Senior Notes remains outstanding immediately after the redemption and the redemption occurs within 150 days of the date of the closing of each such Equity Offering.

Additionally, prior to December 31, 2028, we may redeem all or part of the Senior Notes at a redemption price equal to the sum of 108% of the principal amount of the Senior Notes to be redeemed, plus the Make Whole Premium (as defined in the New Notes Indenture) at the redemption date, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

If certain corporate events that constitute a Change of Control Triggering Event (as defined in the New Notes Indenture) occur, then noteholders may require us to repurchase all or any part of their Senior Notes at a cash repurchase price equal to 101% of the aggregate principal amount of the Senior Notes to be repurchased, plus accrued and unpaid interest, if any, to the date of settlement.

The definition of Change of Control Triggering Event includes certain business combination transactions involving the Company.

The carrying value of the Senior Notes of $200.4 million as of June 30, 2025 and is made up of the total future undiscounted cash flows which includes principal of $155.0 million and interest make-whole as well as a redemption premium of $45.4 million.

The following table summarizes our cash flows for the periods presented:

Three Months Ended March 31,

Six Months Ended June 30,

(in thousands)

5 unchanged sentences

$ 365,350 $ 144,827

Three Months Ended March 31, 2025 as Compared to Three Months Ended March 31, 2024

Six Months Ended June 30, 2025 as Compared to Six Months Ended June 30, 2024

Operating Activities

Net cash used by operating activities was $57 million for the three months ended March 31, 2025, a increase of $14 million, or 34%, compared to net cash used by operating activities of $43 million for the three months ended March 31, 2024.

The increase in net cash used by operating activities was primarily due to changes in operating assets and liabilities as well as adjustments to reconcile net loss to net cash used by operating activities.

Net cash used by operating activities was $114 million for the six months ended June 30, 2025, a decrease of $150 million, or 57%, compared to net cash used by operating activities of $263 million for the six months ended June 30, 2024.

The decrease in net cash used by operating activities was primarily driven by loan originations in excess of proceeds from sales of loans for the six months ended June 30, 2024 while loan originations remained relatively even with proceeds from sales of loans for the six months ended June 30, 2025.

Investing Activities

Net cash used in investing activities was $159 million for the three months ended March 31, 2025, an increase of $125 million, or 376%, compared to net cash used in investing activities of $33 million for the three months ended March 31, 2024.

Net cash used in investing activities was $382 million for the six months ended June 30, 2025, an increase of $319 million, or 507%, compared to net cash used in investing activities of $63 million for the six months ended June 30, 2024.

The increase in cash used in investing activities primarily consists of purchases in excess of maturities of short-term investments, as well as originations of loans held for investment, both of which are through our U.K.

banking entity which the Company has focused on growing during the three months ended March 31, 2025.

banking entity which the Company has focused on growing during the six months ended June 30, 2025.

Loans held for investment are funded from our cash on hand as well as growth in customer deposits held by our U.K.

banking entity.

which is included within financing activities.

banking entity, which is included within financing activities.

Financing Activities

Net cash provided by financing activities was $118.8 million for the three months ended March 31, 2025, an increase of $120 million, or 10450%, compared to net cash used by financing activities of $1 million for the three months ended March 31, 2024.

Net cash provided by financing activities was $365.4 million for the six months ended June 30, 2025, an increase of $221 million, or 152%, compared to net cash provided by financing activities of $145 million for the six months ended June 30, 2024.

The increase in cash provided by financing activities was primarily driven by an increase in customer deposits, namely through our U.K.

banking entity.

banking entity and was offset by $110.0 million payment against our Convertible Notes as part of the Exchange.

Off-Balance Sheet Arrangements

1 unchanged sentence

Critical Accounting Policies and Estimates

There have been no significant changes in our critical accounting policies and estimates during the three months ended March 31, 2025, as compared to the critical accounting policies and estimates disclosed in the audited consolidated financial statements and related notes thereto as of and for the year ended December 31, 2024, which are included in our 2024 Annual Report on Form 10-K.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 that reflect future plans, business strategy, estimates, beliefs and expected performance.

These statements constitute forward-looking statements, and are not guarantees of performance.

Such statements can be identified by the fact that they do not relate strictly to historical or current facts.

When used in this quarterly report on Form 10-Q, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.