What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-04 compared with 2025-08-06 · 200 added, 195 removed, 331 unchanged (54% of the section changed)

8 unchanged sentences

 our business plans and financing plans and requirements;

 our pending acquisition of CoreCard Corporation (“CoreCard), including the satisfaction of closing conditions in the expected timeframe or at all;

 trends affecting our business plans and financing plans and requirements;

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Investors are cautioned that any forward-looking statements are not guarantees of future performance and involve risks and uncertainties.

Euronet's actual results may vary materially from those anticipated in such forward-looking statements as a result of a number of factors, including:

the expected timing and likelihood of completion of the CoreCard acquisition, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the acquisition;

the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement for the CoreCard acquisition;

the possibility that CoreCard’s shareholders may not approve the proposed acquisition;

the risk that the parties may not be able to satisfy the conditions to the CoreCard acquisition in a timely manner or at all;

risks related to disruption of management time from ongoing business operations due to the pending acquisition;

the risk that any announcements relating to the CoreCard acquisition could have adverse effects on the market price of the Company’s common stock;

Euronet's actual results may vary materially from those anticipated in such forward-looking statements as a result of a number of factors, including the risk that any announcements relating to the CoreCard acquisition could have adverse effects on the market price of the Company’s common stock;

the risk that the CoreCard acquisition and its announcement could have an adverse effect on the parties’ business relationships and business generally, including the ability of CoreCard or the Company to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers, and on their operating results and businesses generally;

the risk of unforeseen or unknown liabilities;

customer, shareholder, regulatory and other stakeholder approvals and support;

the risk of potential litigation relating to the CoreCard acquisition that could be instituted against CoreCard or its directors and/or officers;

the risk associated with third party contracts containing material consent, anti-assignment, transfer or other provisions that may be related to the CoreCard acquisition which are not waived or otherwise satisfactorily resolved;

the risk of rating agency actions and the Company’s ability to access short- and long-term debt markets on a timely and affordable basis;

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military conflicts in the Middle East;

our ability to successfully integrate any acquired operations;

our ability to successfully integrate any acquired operations, including CoreCard;

economic conditions in specific countries and regions;

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Transactions processed span a network of 56,431 installed ATMs and approximately 592,000 POS terminals.

EFT operates in 64 countries.

2) The epay Segment provides retail payment solutions and delivers innovative connections between the digital content of the world’s leading brands and consumers.

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Dandelion powers cross-border payments for Xe and Ria, as well as third party banks, fintechs, and big tech platforms.

Money Transfer Segment has digital connections to 4.1 billion bank accounts, 3.4 billion digital wallet accounts and 4.0 billion Visa debit cards through Visa Direct payments.

We have six processing centers in Europe, five in Asia Pacific and two in North America.

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Each operating segment’s sources of revenues are described below.

EFT Processing Segment — Revenues in the EFT Processing Segment, which represented approximately 31 % and 29 % of total consolidated revenues for the three and six months ended June 30, 2025 are derived from fees charged for transactions made by cardholders on our proprietary network of ATMs, fixed management fees and transaction fees we charge to customers for operating ATMs and processing debit and credit cards under outsourcing and cross-border acquiring agreements, foreign currency exchange margin on DCC transactions, domestic and international surcharge, foreign currency dispensing and other value added services such as advertising, prepaid telecommunication recharges, bill payment, and money transfers provided over ATMs.

EFT Processing Segment — Revenues in the EFT Processing Segment, which represented approximately 36 % and 31 % of total consolidated revenues for the three and nine months ended September 30, 2025 are derived from fees charged for transactions made by cardholders on our proprietary network of ATMs, fixed management fees and transaction fees we charge to customers for operating ATMs and processing debit and credit cards under outsourcing and cross-border acquiring agreements, foreign currency exchange margin on DCC transactions, domestic and international surcharge, foreign currency dispensing and other value added services such as advertising, prepaid telecommunication recharges, bill payment, and money transfers provided over ATMs.

Revenues in this segment are also derived from cardless payment, banknote recycling, tax refund services, license fees, professional services and maintenance fees for proprietary application software and sales of related hardware.

epay Segment — Revenues in the epay Segment, which represented approximately 26 % and 27 % of total consolidated revenues for the three and six months ended June 30, 2025 are primarily derived from commissions or processing fees received from mobile phone operators for the processing and distribution of prepaid mobile airtime and commissions earned from the distribution of other electronic content, vouchers, and physical gifts.

epay Segment — Revenues in the epay Segment, which represented approximately 25 % and 27 % of total consolidated revenues for the three and nine months ended September 30, 2025 are primarily derived from commissions or processing fees received from mobile phone operators for the processing and distribution of prepaid mobile airtime and commissions earned from the distribution of other electronic content, vouchers, and physical gifts.

The proportion of epay Segment revenues earned from the distribution of prepaid mobile phone time has decreased over time, and digital media content now produces approximately 29.1 % of epay Segment revenues.

Digital media content offered by this segment includes digital content such as music, games, and software, as well as other products including prepaid long distance calling card plans, prepaid Internet plans, prepaid debit cards, gift cards, vouchers, transport payments, lottery payments, bill payment, and money transfer.

Money Transfer Segment — Revenues in the Money Transfer Segment, which represented approximately 43 % and 44 % of total consolidated revenues for the three and six months ended June 30, 2025 , are primarily derived from transaction fees, as well as the margin earned from purchasing foreign currency at wholesale exchange rates and selling the foreign currency to customers at retail exchange rates.

Money Transfer Segment — Revenues in the Money Transfer Segment, which represented approximately 39 % and 42 % of total consolidated revenues for the three and nine months ended September 30, 2025 , are primarily derived from transaction fees, as well as the margin earned from purchasing foreign currency at wholesale exchange rates and selling the foreign currency to customers at retail exchange rates.

We have a sending agent network in place comprised of agents, customer service representatives, Company-owned stores, primarily in North America, Europe and Malaysia, Ria, and xe branded websites, along with a worldwide network of correspondent agents, consisting primarily of financial institutions in the transfer destination countries.

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SEGMENT SUMMARY RESULTS OF OPERATIONS

Revenues and operating income by segment for the three and six months ended June 30, 2025 and 2024 are summarized in the tables below:

Revenue for the Three Months Ended June 30,

Revenues and operating income by segment for the three and nine months ended September 30, 2025 and 2024 are summarized in the tables below:

Revenue for the Three Months Ended September 30,

Year-over-Year Change

Revenue for the Six Months Ended June 30,

Revenue for the Nine Months Ended September 30,

Year-over-Year Change

1 unchanged sentence

Increase (decrease) Amount

Increase Percent

Increase (decrease) Percent

Increase (decrease) Amount

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Corporate services, eliminations and other

Operating Income (Expense) for the Three Months Ended June 30,

Operating Income (Expense) for the Three Months Ended September 30,

Year-over-Year Change

Operating Income (Expense) for the Six Months Ended June 30,

Operating Income (Expense) for the Nine Months Ended September 30,

Year-over-Year Change

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Increase (Decrease) Amount

Increase (Decrease) Percent

Increase Percent

Increase (Decrease) Amount

Increase (Decrease) Percent

Increase Percent

EFT Processing

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dollar of the currencies of the countries in which we have our most significant operations:

Average Translation Rate Three Months Ended June 30,

Average Translation Rate Six Months Ended June 30,

Average Translation Rate Three Months Ended September 30,

Average Translation Rate Nine Months Ended September 30,

Currency (dollars per foreign currency)

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Polish zloty (PLN)

COMPARISON OF OPERATING RESULTS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024

COMPARISON OF OPERATING RESULTS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

EFT PROCESSING SEGMENT

The following table summarizes the results of operations for our EFT Processing Segment for the three and six months ended June 30, 2025 and 2024 :

Three Months Ended June 30,

The following table summarizes the results of operations for our EFT Processing Segment for the three and nine months ended September 30, 2025 and 2024 :

Three Months Ended September 30,

Year-over-Year Change

Six Months Ended June 30,

Nine Months Ended September 30,

Year-over-Year Change

(dollar amounts in millions)

Increase Amount

Increase (Decrease) Amount

Increase Amount

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Transactions processed (millions)

Active ATMs as of June 30,

EFT Processing Segment total revenues were $ 338.5 million for the three months ended June 30, 2025 , an increase of $ 33.1 million or 11 % compared to the same period in 2024 .

EFT Processing Segment total revenues were $ 571.0 million for the six months ended June 30, 2025 , an increase of $ 48.4 million or 9 % compared to the same period in 2024 .

Revenue growth was primarily driven by market expansion, growth across most existing markets and the addition of access fees and interchange fees in certain markets.

Active ATMs as of September 30,

Average installed ATMs

EFT Processing Segment total revenues were $ 409.4 million for the three months ended September 30, 2025 , an increase of $ 36.4 million or 10 % compared to the same period in 2024 .

EFT Processing Segment total revenues were $ 980.4 million for the nine months ended September 30, 2025 , an increase of $ 84.8 million or 9 % compared to the same period in 2024 .

Revenue growth was driven by market expansion and the addition of access fees and interchange fees in certain markets.

Additionally, this quarter experienced increased business volumes supported by a rise in tourism and the implementation of proactive pricing and rate adjustment strategies to maintain competitiveness .

Fluctuations in foreign currency exchange rates increased revenues by approximately $14.0 million for the three months ended June 30, 2025 compared to the same period in 2024 .

Fluctuations in foreign currency exchange rates increased revenues by approximately $3.8 million for the six months ended June 30, 2025 compared to the same period in 2024.

Fluctuations in foreign currency exchange rates increased revenues by approximately $ 18.7 million and $ 8.4 million for the three and nine months ended September 30, 2025 compared to the same periods in 2024 .

Direct operating costs

EFT Processing Segment direct operating costs were $ 173.9 million for the three months ended June 30, 2025 , an increase of $ 21.4 million or 14 % compared to the same period in 2024 .

EFT Processing Segment direct operating costs were $ 310.4 million for the six months ended June 30, 2025 , an increase of $ 26.8 million or 9 % compared to the same period in 2024 .

EFT Processing Segment direct operating costs were $ 194.4 million for the three months ended September 30, 2025 , an increase of $ 20.1 million or 12 % compared to the same period in 2024 .

EFT Processing Segment direct operating costs were $ 504.8 million for the nine months ended September 30, 2025 , an increase of $ 46.9 million or 10 % compared to the same period in 2024 .

Direct operating costs primarily consist of site rental fees, cash delivery costs, cash supply costs, maintenance, insurance, telecommunications, payment scheme processing fees, data center operations-related personnel, as well as the processing centers’ facility-related costs and other processing center-related expenses and commissions paid to retail merchants, banks and card processors.

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Direct costs were also impacted by overall cost inflation in products and services.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $7.2 million for the three months ended June 30, 2025 compared to the same period in 2024.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $1.1 million for the six months ended June 30, 2025 compared to the same period in 2024.

Gross profit, which is calculated as revenues less direct operating costs, was $ 164.6 million for the three months ended June 30, 2025 , an increase of $ 11.7 million or 8 % compared to $ 152.9 million for the same period in 2024 .

Gross profit was $ 260.6 million for the six months ended June 30, 2025 , an increase of $ 21.6 million or 9 % compared to $ 239.0 million for the same period in 2024 .

Gross profit as a percentage of revenues (“gross margin”) decreased to 48.6 % and 45.6 % for the three and six months ended June 30, 2025 , compared to 50.1 % and 45.7 % for the same period in 2024 .

The increase in gross profit was primarily driven by market expansion, growth across most existing markets and the addition of access fees and interchange fees in certain markets.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $ 9.1 million and $ 2.5 million for the three and nine months ended September 30, 2025 compared to the same periods in 2024 .

Gross profit, which is calculated as revenues less direct operating costs, was $ 215.0 million for the three months ended September 30, 2025 , an increase of $ 16.3 million or 8 % compared to $ 198.7 million for the same period in 2024 .

Gross profit was $ 475.6 million for the nine months ended September 30, 2025 , an increase of $ 37.9 million or 9 % compared to $ 437.7 million for the same period in 2024 .

Gross profit as a percentage of revenues (“gross margin”) decreased to 52.5 % and 48.5 % for the three and nine months ended September 30, 2025 , compared to 53.3 % and 48.9 % for the same period in 2024 .

The decline in gross margin was primarily driven by market expansion into countries where EFT transaction pricing is lower, resulting in reduced profitability per transaction.

Salaries and benefits

Salaries and benefits expenses were $ 39.7 million for the three months ended June 30, 2025 , an increase of $ 5.3 million or 15 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 75.2 million for the six months ended June 30, 2025 , an increase of $ 9.0 million or 14 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 46.6 million for the three months ended September 30, 2025 , an increase of $ 5.3 million or 13 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 121.8 million for the nine months ended September 30, 2025 , an increase of $ 14.3 million or 13 % compared to the same period in 2024 .

The increase is primarily due to an increase in headcount to support the growth of the business and salary increases due to inflationary pressures.

As a percentage of revenues, salary expense increased to 11.7 % and 13.2 % for the three and six months ended June 30, 2025 , compared to 11.3 % and 12.7 % for the same period in 2024 .

As a percentage of revenues, salary expense increased to 11.4 % and 12.4 % for the three and nine months ended September 30, 2025 , compared to 11.1 % and 12.0 % for the same period in 2024 .

Selling, general and administrative

Selling, general and administrative expenses were $ 14.3 million for the three months ended June 30, 2025 , an increase of $ 0.8 million or 6 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 27.2 million for the six months ended June 30, 2025 , an increase of $ 4.5 million or 20 % compared to the same period in 2024 .

The increase for the six month period is primarily due to a one-time operating tax benefit in the first quarter.

As a percentage of revenues, these expenses changed to 4.2 % and 4.8 % for the three and six months ended June 30, 2025 , compared to 4.4 % and 4.3 % for the same period in 2024 .

Selling, general and administrative expenses were $ 13.7 million for the three months ended September 30, 2025 , a decrease of $ 1.6 million or 10 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 40.9 million for the nine months ended September 30, 2025 , an increase of $ 2.9 million or 8 % compared to the same period in 2024 .

The increase for the nine-month period is primarily due to a one-time refund of a duty fee in the first quarter of 2024.

As a percentage of revenues, these expenses decreased to 3.3 % for the three months ended September 30, 2025 compared to 4.1 % for the same period in 2024 and were flat at 4.2 % for nine months ended September 30, 2025 and 2024.

Depreciation and amortization

Depreciation and amortization expenses were $ 26.0 million for the three months ended June 30, 2025 , an increase of $ 0.9 million or 4 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 50.3 million for the six months ended June 30, 2025 , an increase of $ 1.6 million or 3 % compared to the same period in 2024 .

As a percentage of revenues, these expenses decreased to 7.7 % and 8.8 % for the three and six months ended June 30, 2025 , compared to 8.2 % and 9.3 % for the same period in 2024 .

Depreciation and amortization expenses were $ 26.6 million for the three months ended September 30, 2025 , an increase of $ 1.8 million or 7 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 76.9 million for the nine months ended September 30, 2025 , an increase of $ 3.4 million or 5 % compared to the same period in 2024 .

As a percentage of revenues, these expenses decreased to 6.5 % and 7.8 % for the three and nine months ended September 30, 2025 , compared to 6.6 % and 8.2 % for the same period in 2024 .

Operating income

EFT Processing Segment had operating income of $ 84.6 million for the three months ended June 30, 2025 , an increase of $ 4.7 million or 6 % compared to the same period in 2024 .

EFT Processing Segment had operating income of $ 107.9 million for the six months ended June 30, 2025 , an increase of $ 6.5 million or 6 % compared to the same period in 2024 .

Operating income as a percentage of revenues (“operating margin”) decreased to 25.0 % and 18.9 % for the three and six months ended June 30, 2025 , compared to 26.2 % and 19.4 % for the same period in 2024 .

The increase in operating income was primarily driven by market expansion, growth across most existing markets, the addition of access fees and interchange fees in certain markets partially offset by a one-time operating tax benefit in the first quarter.

The following table presents the results of operations for the three and six months ended June 30, 2025 and 2024 for our epay Segment:

Three Months Ended June 30,

EFT Processing Segment had operating income of $ 128.1 million for the three months ended September 30, 2025 , an increase of $ 10.8 million or 9 % compared to the same period in 2024 .

EFT Processing Segment had operating income of $ 236.0 million for the nine months ended September 30, 2025 , an increase of $ 17.3 million or 8 % compared to the same period in 2024 .

Operating income as a percentage of revenues (“operating margin”) decreased to 31.3 % and 24.1 % for the three and nine months ended September 30, 2025 , compared to 31.4 % and 24.4 % for the same period in 2024 .

The slight decrease in operating margin was primarily attributable to lower gross margins resulting from expansion into lower-priced markets and increased salary and benefit expenses to support business growth, partially offset by a one-time operating tax benefit recognized in the first quarter of 2025.

The following table presents the results of operations for the three and nine months ended September 30, 2025 and 2024 for our epay Segment:

Three Months Ended September 30,

Year-over-Year Change

Six Months Ended June 30,

Nine Months Ended September 30,

Year-over-Year Change

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Transactions processed (millions)

epay Segment total revenues were $ 280.1 million for the three months ended June 30, 2025 , an increase of $ 19.2 million or 7 % compared to the same period in 2024 .

epay Segment total revenues were $ 547.5 million for the six months ended June 30, 2025 , an increase of $ 29.5 million or 6 % compared to the same period in 2024 .

The increase in revenue was driven by continued payments, digital media and mobile growth.

Revenue per transaction changed to $ 0.25 and $ 0.24 for the three and six months ended June 30, 2025 , compared to $ 0.24 and $ 0.25 for the same period in 2024 .

The change in revenue per transaction was primarily due to the shift in the mix of transactions processed.

Fluctuations in foreign currency exchange rates increased revenues by approximately $7.0 million for the three months ended June 30, 2025 compared to the same period in 2024.

Fluctuations in foreign currency exchange rates decreased revenues by approximately $0.3 million for the six months ended June 30, 2025 compared to the same period in 2024.

epay Segment total revenues were $ 286.5 million for the three months ended September 30, 2025 , a decrease of $ 3.8 million or 1 % compared to the same period in 2024 .

epay Segment total revenues were $ 834.0 million for the nine months ended September 30, 2025 , an increase of $ 25.7 million or 3 % compared to the same period in 2024 .

The decrease for the three-month period was primarily due to the discontinuation of a mobile activation product in the United States, which had a minimal impact on earnings.

The increase in revenue for the nine-month period was driven by continued payments, digital media and mobile growth.

Fluctuations in foreign currency exchange rates increased revenues by approximately $ 9.6 million for the three months ended September 30, 2025 compared to the same period in 2024 .

Fluctuations in foreign currency exchange rates decreased revenues by approximately $ 0.3 million for the nine months ended September 30, 2025 compared to the same period in 2024 .

Direct operating costs

epay Segment direct operating costs were $ 210.9 million for the three months ended June 30, 2025 , an increase of $ 12.4 million or 6 % compared to the same period in 2024 .

epay Segment direct operating costs were $ 413.0 million for the six months ended June 30, 2025 , an increase of $ 19.4 million or 5 % compared to the same period in 2024 .

epay Segment direct operating costs were $ 216.3 million for the three months ended September 30, 2025 , a decrease of $ 7.2 million or 3 % compared to the same period in 2024 .

epay Segment direct operating costs were $ 629.3 million for the nine months ended September 30, 2025 , an increase of $ 12.2 million or 2 % compared to the same period in 2024 .

Direct operating costs primarily consist of the commissions paid to retail merchants for the distribution and sale of prepaid mobile airtime and other prepaid products, expenses incurred to operate POS terminals and the cost of vouchers sold and physical gifts fulfilled.

The increase in direct operating costs was the result of the increase in business activity.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $5.5 million for the three months ended June 30, 2025 compared to the same period in 2024.

Fluctuations in foreign currency exchange rates decreased direct operating costs by approximately $0.3 million for the six months ended June 30, 2025 compared to the same period in 2024.

Gross profit was $ 69.2 million for the three months ended June 30, 2025 , an increase of $ 6.8 million or 11 % compared to $ 62.4 million for the same period in 2024 .

Gross profit was $ 134.5 million for the six months ended June 30, 2025 , an increase of $ 10.1 million or 8 % compared to $ 124.4 million for the same period in 2024 .

Gross margin increased to 24.7 % and 24.6 % for the three and six months ended June 30, 2025 , compared to 23.9 % and 24.0 % for the same period in 2024 .

The changes in gross profit and gross margin were primarily a result of a shift in the mix of transactions processed.

The decrease in direct operating costs for the three-months ended September 30, 2025 compared to the same period in 2024 was primarily due to the discontinuation of a mobile activation product in the United States, which had a minimal impact on earnings.

The increase in direct operating costs for the nine-months ended September 30, 2025 compared to the same period in 2024 was the result of the increase in business activity.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $ 7.4 million for the three months ended September 30, 2025 compared to the same period in 2024 .

Fluctuations in foreign currency exchange rates decreased direct operating costs by approximately $ 0.3 million for the nine months ended September 30, 2025 compared to the same period in 2024 .

Gross profit was $ 70.2 million for the three months ended September 30, 2025 , an increase of $ 3.4 million or 5 % compared to $ 66.8 million for the same period in 2024 .

Gross profit was $ 204.7 million for the nine months ended September 30, 2025 , an increase of $ 13.5 million or 7 % compared to $ 191.2 million for the same period in 2024 .

Gross margin increased to 24.5 % and 24.5 % for the three and nine months ended September 30, 2025 , compared to 23.0 % and 23.7 % for the same period in 2024 .

The increase in gross profit and gross margin were primarily a result of a shift in the mix of transactions processed.

Salaries and benefits

Salaries and benefits expenses were $ 26.6 million for the three months ended June 30, 2025 , an increase of $ 1.5 million or 6 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 50.7 million for the six months ended June 30, 2025 , an increase of $ 1.5 million or 3 % compared to the same period in 2024 .

As a percentage of revenues, these expenses decreased to 9.5 % and 9.3 % for the three and six months ended June 30, 2025 , compared to 9.6 % and 9.5 % for the same period in 2024 .

Salaries and benefits expenses were $ 28.0 million for the three months ended September 30, 2025 , an increase of $ 1.8 million or 7 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 78.7 million for the nine months ended September 30, 2025 , an increase of $ 3.3 million or 4 % compared to the same period in 2024 .

As a percentage of revenues, these expenses increased to 9.8 % and 9.4 % for the three and nine months ended September 30, 2025 , compared to 9.0 % and 9.3 % for the same period in 2024 .

Selling, general and administrative

Selling, general and administrative expenses were $ 9.8 million for the three months ended June 30, 2025 , an increase of $ 0.5 million or 5 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 22.6 million for the six months ended June 30, 2025 , an increase of $ 3.7 million or 20 % compared to the same period in 2024 .

As a percentage of revenues, these expenses changed to 3.5 % and 4.1 % for the three and six months ended June 30, 2025 , compared to 3.6 % and 3.6 % for the same period in 2024 .

The increase in selling, general and administrative expenses for the six months was primarily due to the payment of $4.5 million to resolve a non-recurring, multi-year operating tax matter in the first quarter.

Selling, general and administrative expenses were $ 9.7 million for the three months ended September 30, 2025 , an increase of $ 0.1 million or 1 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 32.3 million for the nine months ended September 30, 2025 , an increase of $ 3.8 million or 13 % compared to the same period in 2024 .

As a percentage of revenues, these expenses increased to 3.4 % and 3.9 % for the three and nine months ended September 30, 2025 , compared to 3.3 % and 3.5 % for the same period in 2024 .

The increase in selling, general and administrative expenses for the nine months was primarily due to the payment of $4.5 million to resolve a non-recurring, multi-year operating tax matter in the first quarter of 2025.

Depreciation and amortization

Depreciation and amortization expenses were $ 1.7 million for the three months ended June 30, 2025 , a decrease of $ 0.1 million or 6 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 3.3 million for the six months ended June 30, 2025 , a decrease of $ 0.2 million or 6 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 1.5 million for the three months ended September 30, 2025 , a decrease of $ 0.4 million or 21 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 4.8 million for the nine months ended September 30, 2025 , a decrease of $ 0.6 million or 11 % compared to the same period in 2024 .

Depreciation and amortization expense primarily represent depreciation of POS terminals we install in retail stores and amortization of acquired intangible assets.

As a percentage of revenues, these expenses decreased to 0.6 % and 0.6 % for the three and six months ended June 30, 2025 , compared to 0.7 % and 0.7 % for the same period in 2024 .

As a percentage of revenues, these expenses decreased to 0.5 % and 0.6 % for the three and nine months ended September 30, 2025 , compared to 0.7 % and 0.7 % for the same period in 2024 .

Operating income

epay Segment operating income was $ 31.1 million for the three months ended June 30, 2025 , an increase of $ 4.9 million or 19 % compared to the same period in 2024 .

epay Segment operating income was $ 57.9 million for the six months ended June 30, 2025 , an increase of $ 5.1 million or 10 % compared to the same period in 2024 .

Operating margin increased to 11.1 % and 10.6 % for the three and six months ended June 30, 2025 , compared to 10.0 % and 10.2 % for the same period in 2024 .

epay Segment operating income was $ 31.0 million for the three months ended September 30, 2025 , an increase of $ 1.9 million or 7 % compared to the same period in 2024 .

epay Segment operating income was $ 88.9 million for the nine months ended September 30, 2025 , an increase of $ 7.0 million or 9 % compared to the same period in 2024 .

Operating margin increased to 10.8 % and 10.7 % for the three and nine months ended September 30, 2025 , compared to 10.0 % and 10.1 % for the same period in 2024 .

The increase in operating income and margin was primarily driven by improved gross margins resulting from a favorable shift in transaction mix, partially offset by increased salary and benefit expenses and a non-recurring operating tax payment recognized in the first quarter of 2025.

MONEY TRANSFER SEGMENT

The following table presents the results of operations for the three and six months ended June 30, 2025 and 2024 for the Money Transfer Segment:

Three Months Ended June 30,

The following table presents the results of operations for the three and nine months ended September 30, 2025 and 2024 for the Money Transfer Segment:

Three Months Ended September 30,

Year-over-Year Change

Six Months Ended June 30,

Nine Months Ended September 30,

Year-over-Year Change

13 unchanged sentences

Transactions processed (millions)

Money Transfer Segment total revenues were $ 457.9 million for the three months ended June 30, 2025 , an increase of $ 36.1 million or 9 % compared to the same period in 2024 .

Money Transfer Segment total revenues were $ 875.6 million for the six months ended June 30, 2025 , an increase of $ 69.2 million or 9 % compared to the same period in 2024 .

The increase in revenues was primarily driven by double-digit growth in cross-border transactions, partially offset by a decrease in intra-U.S.

Money Transfer Segment total revenues were $ 452.4 million for the three months ended September 30, 2025 , an increase of $ 14.2 million or 3 % compared to the same period in 2024 .

Money Transfer Segment total revenues were $ 1,328.0 million for the nine months ended September 30, 2025 , an increase of $ 83.4 million or 7 % compared to the same period in 2024 .

The increase in revenues was driven by double-digit growth in cross-border transactions, partially offset by a decrease in intra-U.S.

transactions.

Direct-to-consumer digital transactions grew by 32% , reflecting strong consumer demand for digital products.

Revenues per transaction increased to $9.92 and $9.65 for the three and six months ended June 30, 2025 , compared to $9.52 and $9.50 for the same period in 2024 due to foreign currency fluctuations.

Fluctuations in foreign currency exchange rates increased revenues by approximately $11.6 million and $0.8 million for the three and six months ended June 30, 2025 , compared to the same period in 2024 .

Revenues per transaction increased to $ 9.83 and $ 9.71 for the three and nine months ended September 30, 2025 , compared to $ 9.72 and $ 9.57 for the same period in 2024 mainly due to foreign currency fluctuations.

Fluctuations in foreign currency exchange rates increased revenues by approximately $ 11.9 million and $ 0.6 million for the three and nine months ended September 30, 2025 compared to the same periods in 2024 .

Direct operating costs

Money Transfer Segment direct operating costs were $ 238.0 million for the three months ended June 30, 2025 , an increase of $ 6.3 million or 3 % compared to the same period in 2024 .

Money Transfer Segment direct operating costs were $ 462.5 million for the six months ended June 30, 2025 , an increase of $ 21.4 million or 5 % compared to the same period in 2024 .

Money Transfer Segment direct operating costs were $ 235.8 million for the three months ended September 30, 2025 , a decrease of $ 2.6 million or 1 % compared to the same period in 2024 .

Money Transfer Segment direct operating costs were $ 698.3 million for the nine months ended September 30, 2025 , an increase of $ 18.8 million or 3 % compared to the same period in 2024 .

Direct operating costs primarily consist of commissions paid to agents who originate money transfers on our behalf and correspondent agents who disburse funds to the customers’ destination beneficiaries, together with less significant costs, such as bank depository fees.

The increase in direct operating costs was primarily due to the increase in the number of international-originated and U.S.

outbound money transfer transactions.

Fluctuations in foreign currency exchange rates increased direct costs by approximately $5.9 million and $0.2 million for the three and six months ended June 30, 2025 , compared to the same period in 2024 .

Gross profit was $ 219.9 million for the three months ended June 30, 2025 , an increase of $ 29.8 million or 16 % compared to $ 190.1 million for the same period in 2024 .

Gross profit was $ 413.1 million for the six months ended June 30, 2025 , an increase of $ 47.8 million or 13 % compared to $ 365.3 million for the same period in 2024 .

Gross margin increased to 48.0 % and 47.2 % for the three and six months ended June 30, 2025 , compared to 45.1 % and 45.3 % for the same period in 2024 .

The increase in gross profit and gross margin was primarily due to increases in international-originated money transfers, U.S.

outbound transactions and direct-to-consumer digital transactions.

Fluctuations in foreign currency exchange rates increased direct operating costs by approximately $ 6.0 million and $ 0.1 million for the three and nine months ended September 30, 2025 compared to the same periods in 2024 .

Gross profit was $ 216.6 million for the three months ended September 30, 2025 , an increase of $ 16.8 million or 8 % compared to $ 199.8 million for the same period in 2024 .

Gross profit was $ 629.7 million for the nine months ended September 30, 2025 , an increase of $ 64.6 million or 11 % compared to $ 565.1 million for the same period in 2024 .

Gross margin increased to 47.9 % and 47.4 % for the three and nine months ended September 30, 2025 , compared to 45.6 % and 45.4 % for the same period in 2024 .

The increase in gross profit and gross margin was primarily due to increases in international-originated money transfers and direct-to-consumer digital transactions.

Salaries and benefits

Salaries and benefits expenses were $ 88.2 million for the three months ended June 30, 2025 , an increase of $ 5.5 million or 7 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 176.1 million for the six months ended June 30, 2025 , an increase of $ 12.7 million or 8 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 92.6 million for the three months ended September 30, 2025 , an increase of $ 7.7 million or 9 % compared to the same period in 2024 .

Salaries and benefits expenses were $ 268.7 million for the nine months ended September 30, 2025 , an increase of $ 20.4 million or 8 % compared to the same period in 2024 .

The increase in salaries and benefits was primarily driven by an increase in headcount to support the growth of the business and salary increases due to inflationary pressures.

As a percentage of revenues, these expenses were 19.3 % and 20.1 % for the three and six months ended June 30, 2025 , compared to 19.6 % and 20.3 % for the same period in 2024 .

As a percentage of revenues, salary expenses increased to 20.5 % and 20.2 % for the three and nine months ended September 30, 2025 , compared to 19.4 % and 20.0 % for the same period in 2024 .

Selling, general and administrative

Selling, general and administrative expenses were $ 60.1 million for the three months ended June 30, 2025 , an increase of $ 6.7 million or 13 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 114.2 million for the six months ended June 30, 2025 , an increase of $ 10.8 million or 10 % compared to the same period in 2024 .

The increase in selling, general and administrative expenses are primarily attributed to higher professional fees related to the implementation of a new fraud and risk management system and an increase in bad debt expenses.

As a percentage of revenues, these expenses were 13.1 % and 13.0 % for both the three and six months ended June 30, 2025 , compared to 12.7 % and 12.8 % for the same period in 2024 .

Selling, general and administrative expenses were $ 58.1 million for the three months ended September 30, 2025 , an increase of $ 7.3 million or 14 % compared to the same period in 2024 .

Selling, general and administrative expenses were $ 172.3 million for the nine months ended September 30, 2025 , an increase of $ 18.1 million or 12 % compared to the same period in 2024 .

The increase in selling, general and administrative expenses are primarily attributed to higher advertising and promotions expenses and an increase in bad debt expenses.

As a percentage of revenues, these expenses increased to 12.8 % and 13.0 % for the three and nine months ended September 30, 2025 , compared to 11.6 % and 12.4 % for the same period in 2024 .

Depreciation and amortization

Depreciation and amortization expenses were $ 6.0 million for the three months ended June 30, 2025 , a decrease of $ 0.7 million or 10 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 12.1 million for the six months ended June 30, 2025 , a decrease of $ 1.9 million or 14 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 6.6 million for the three months ended September 30, 2025 , an increase of $ 0.6 million or 10 % compared to the same period in 2024 .

Depreciation and amortization expenses were $ 18.7 million for the nine months ended September 30, 2025 , a decrease of $ 1.3 million or 7 % compared to the same period in 2024 .

Depreciation and amortization expenses primarily represents amortization of acquired intangible assets and depreciation of money transfer terminals, computers and software, leasehold improvements and office equipment.

As a percentage of revenues, these expenses decreased to 1.3 % and 1.4 % for the three and six months ended June 30, 2025 , compared to 1.6 % and 1.7 % for the same period in 2024 .

As a percentage of revenues, these expenses changed to 1.5 % and 1.4 % for the three and nine months ended September 30, 2025 , compared to 1.4 % and 1.6 % for the same period in 2024 .

Operating income

Money Transfer Segment operating income was $ 65.6 million for the three months ended June 30, 2025 , an increase of $ 18.3 million or 39 % compared to the same period in 2024 .

Money Transfer Segment operating income was $ 110.7 million for the six months ended June 30, 2025 , an increase of $ 26.2 million or 31 % compared to the same period in 2024 .

Operating margin increased to 14.3 % and 12.6 % for the three and six months ended June 30, 2025 , compared to 11.2 % and 10.5 % for the same period in 2024 .

Operating income per transaction increased to $ 1.42 and $ 1.22 for the three and six months ended June 30, 2025 , compared to $ 1.07 and $ 1.00 for the same period in 2024 .

Operating income growth outpaced revenue growth due to gross margin expansion, leverage of scale and effective expense management.

Money Transfer Segment operating income was $ 59.3 million for the three months ended September 30, 2025 , an increase of $ 1.2 million or 2 % compared to the same period in 2024 .

Money Transfer Segment operating income was $ 170.0 million for the nine months ended September 30, 2025 , an increase of $ 27.4 million or 19 % compared to the same period in 2024 .

Operating margin was 13.1 % and 12.8 % for the three and nine months ended September 30, 2025 , compared to 13.3 % and 11.5 % for the same periods in 2024 .

Operating income per transaction was $ 1.29 and $ 1.24 for the three and nine months ended September 30, 2025 , compared to $ 1.29 and $ 1.10 for the same periods in 2024 .

Operating income increased for both the three- and nine-month periods, primarily driven by strong growth in international-originated money transfers and direct-to-consumer digital transactions, which contributed to higher gross profit and improved gross margins.

These benefits were partially offset by increased salary and benefit expenses to support business growth, higher advertising and bad debt expenses, and foreign currency fluctuations.

CORPORATE SERVICES

The following table presents the operating expenses for the three and six months ended June 30, 2025 and 2024 for Corporate Services:

Three Months Ended June 30,

The following table presents the operating expenses for the three and nine months ended September 30, 2025 and 2024 for Corporate Services:

Three Months Ended September 30,

Year-over-Year Change

Six Months Ended June 30,

Nine Months Ended September 30,

Year-over-Year Change

(dollar amounts in millions)

Increase Amount

Increase Percent

Increase Amount

Increase Percent

Increase (Decrease) Amount

Increase (Decrease) Percent

Increase (Decrease) Amount

Increase (Decrease) Percent

Salaries and benefits

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Corporate operating expenses

Total Corporate operating expenses were $ 22.7 million and $ 42.7 million for the three and six months ended June 30, 2025 , an increase of $ 3.6 million or 19 % and $ 2.3 million or 6 % compared to the same period in 2024 .

Total Corporate operating expenses were $ 23.4 million and $ 66.1 million for the three and nine months ended September 30, 2025 , an increase of $ 1.1 million or 5 % and $ 3.4 million or 5 % compared to the same period in 2024 .

This increase for both the three and nine months was largely driven by an increase in long-term share-based compensation.

OTHER EXPENSE, NET

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Year-over-Year Change

2 unchanged sentences

Increase (Decrease) Amount

Increase (Decrease) Percent

Increase (Decrease) Amount

Decrease Percent

Decrease Amount

Increase (Decrease) Percent

1 unchanged sentence

Interest expense

Foreign currency exchange loss, net

Other (loss) gains

Foreign currency exchange gains (loss), net

Other gains (loss)

Other expense, net

Interest income

Interest income was $ 6.2 million for the three months ended June 30, 2025 , an increase of $ 0.3 million or 5 % compared to the same period in 2024 .

Interest income was $ 11.5 million for the six months ended June 30, 2025, a decrease $ 0.1 million or 1 % compared to the same period in 2024 .

This increase for the both the three and six months was driven by an increase in interest rates on our interest bearing bank accounts.

Interest income was $ 6.2 million for the three months ended September 30, 2025 , a decrease of $ 0.3 million or 5 % compared to the same period in 2024 .

Interest income was $ 17.7 million for the nine months ended September 30, 2025 a decrease of $ 0.4 million or 2 % compared to the same period in 2024 .

This decrease for both the three and nine months was driven by a decrease in interest rates.

Interest expense

Interest expense was $ 28.2 million for the three months ended June 30, 2025 , an increase of $ 8.1 million or 40 % compared to the same period in 2024 .

Interest expense was $ 47.6 million for the six months ended June 30, 2025 , an increase of $ 12.6 million or 36 % compared to the same period in 2024 .

This increase was driven by an increase in interest rates on our Credit Facility, and the shift of borrowing from Convertible Notes during the first quarter of 2025 to the Credit Facility.

Interest expense was $ 22.5 million for the three months ended September 30, 2025 , a decrease of $ 1.7 million or 7 % compared to the same period in 2024 .

Interest expense was $ 70.1 million for the nine months ended September 30, 2025 , an increase of $ 10.9 million or 18 % compared to the same period in 2024 .

This decrease for the three months ended September 30, 2025 compared to the same period in 2024 was largely driven by a decrease in interest rates due to the shift of borrowing from the Credit Facility to the issuance of the new 2030 Convertible Notes during the third quarter of 2025.

This increase for the nine months ended September 30, 2025 compared to the same period in 2024 was largely driven by an increase in interest rates on our Credit Facility, and the shift of borrowing from the 2049 Convertible Notes during the first quarter of 2025 to the Credit Facility.

Foreign currency exchange loss, net

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Foreign currency exchange gains and losses that result from remeasurement of these assets and liabilities are recorded in net income.

We recorded net foreign currency exchange loss of $ 5.7 million and $ 23.8 million for the three and six months ended June 30, 2025 , compared to net foreign currency exchange income of $ 1.5 million and loss of $ 11.0 million for the same periods in 2024 .

These realized and unrealized foreign currency exchange losses reflect the fluctuation in the value of the U.S.

We recorded net foreign currency exchange gains of $ 0.1 million and foreign exchange currency loss of $ 23.7 million for the three and nine months ended September 30, 2025 , compared to net foreign currency exchange gains of $ 27.4 million and $ 16.4 million for the same periods in 2024 .

These realized and unrealized foreign currency exchange results reflect the fluctuation in the value of the U.S.

dollar against the currencies of the countries in which we operated during the respective period.

Other gains (losses)

The other gains mainly relate to a discrete non-cash investment gain.

The other gains mainly relate to discrete non-cash investment gains.

INCOME TAX EXPENSE

The Company's effective income tax rate was 25.6 % and 23.0 % for the three and six months ended June 30, 2025 , compared to 32.0 % and 33.5 % for the same period ended June 30, 2024 .

The Company's effective income tax rate for the three months ended June 30, 2025 was higher than the applicable statutory income tax rate of 21% as a result of certain of its foreign earnings being subject to higher local statutory tax rates.

Our effective income tax rate for the three months ended June 30, 2024 was higher than the applicable statutory income tax rate of 21% mainly as a result of certain foreign earnings being subject to higher local statutory tax rates and our U.S.

The Company's effective income tax rate was 30.6 % and 26.8 % for the three and nine months ended September 30, 2025 , compared to 27.3 % and 30.0 % for the same period ended September 30, 2024 .

The Company's effective income tax rate for the three months ended September 30, 2025 was higher than the applicable statutory income tax rate of 21% as a result of certain of its foreign earnings being subject to higher local statutory tax rates.

Our effective income tax rate for the three months ended September 30, 2024 was higher than the applicable statutory income tax rate of 21% mainly as a result of certain foreign earnings being subject to higher local statutory tax rates and our U.S.

deferred tax activity.

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Unidos Co., Ltd.

NET INCOME (LOSS) ATTRIBUTABLE TO EURONET

Net income attributable to Euronet was $ 97.6 million for the three months ended June 30, 2025 , an increase of $ 14.5 million or 17 % compared to the same period in 2024 .

The increase in net income was primarily attributable to the $ 88.1 million increase in revenues, largely driven by successful business operations.

NET INCOME ATTRIBUTABLE TO EURONET

Net income attributable to Euronet was $ 122.0 million for the three months ended September 30, 2025 , a decrease of $ 29.5 million or 19 % compared to the same period in 2024 .

The decrease in net income was primarily attributable to a decrease of $27.3 million in foreign currency exchange results partially offset by a $ 46.4 million increase in revenues.

The increased revenues led to a $ 36.5 million increase in gross profit.

The increase in gross profit was partially offset by a $ 15.5 million increase in salaries and benefits expense, an $ 8.4 million increase in selling, general and administrative expenses, an $8.1 million increase in interest expense and a $7.2 million loss in foreign currency exchange.

Net income attributable to Euronet was $ 136.0 million for the six months ended June 30, 2025 , an increase of $ 26.7 million or 24 % compared to the same period in 2024 .

The increase in net income was primarily attributable to the 146.6 million increase in revenues, largely driven by successful business operations.

The increase in gross profit was partially offset by a $ 17.8 million increase in salaries and benefits expense and a $ 4.0 million increase in selling, general and administrative expenses.

Net income attributable to Euronet was $ 258.0 million for the nine months ended September 30, 2025 , a decrease of $ 2.8 million or 1 % compared to the same period in 2024 .

The increase in net income was primarily attributable a $40.1 million decrease in foreign currency exchange results, a $10.9 million increase in interest expenses and a $12.9 million decrease in other gains partially offset by a $ 193.0 million increase in revenues, largely driven by successful business operations.

The increased revenues led to a $ 116.0 million increase in gross profit.

The increase in gross profit was partially offset by a $ 24.9 million increase in salaries and benefits expense, a $ 19.5 million increase in selling, general and administrative expenses, a $12.6 million increase in interest expense and a $12.8 million loss in foreign currency exchange.

The increase in gross profit was partially offset by a $ 42.7 million increase in salaries and benefits expense and a $ 23.5 million increase in selling, general and administrative expenses.

LIQUIDITY AND CAPITAL RESOURCES

Working capital

As of June 30, 2025 , we had working capital of $ 601.1 million, which is calculated as the difference between total current assets and total current liabilities, compared to working capital of $ 810.5 million as of December 31, 2024 .

Our ratio of current assets to current liabilities was 1.15 and 1.25 at June 30, 2025 and December 31, 2024 , respectively.

As of September 30, 2025 , we had working capital of $ 568.2 million, which is calculated as the difference between total current assets and total current liabilities, compared to working capital of $ 810.5 million as of December 31, 2024 .

Our ratio of current assets to current liabilities was 1.15 and 1.25 at September 30, 2025 and December 31, 2024 , respectively.

We require substantial working capital to finance operations.

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However, in certain countries, we fund the cash required to operate our ATM network from borrowings under our revolving credit facilities, uncommitted credit agreements and cash flows from operations.

As of June 30, 2025 , we had $ 937.4 million of our own cash in use or designated for use in our ATM network, which is recorded in ATM cash on Euronet's Consolidated Balance Sheet.

ATM cash increased $ 293.6 million from $ 643.8 million as of December 31, 2024 to $ 937.4 million as of June 30, 2025 as a result of the increase in the number of active ATMs as of June 30, 2025 compared to December 31, 2024 .

The Company has $ 1,329.3 million of unrestricted cash as of June 30, 2025 compared to $ 1,278.8 million as of December 31, 2024 .

Including the $ 937.4 million of cash in ATMs at June 30, 2025 , we have access to $ 2,920.9 million in available cash, and $ 884.2 million available under the Credit Facility.

The following table identifies cash and cash equivalents provided by/(used in) our operating, investing and financing activities for the six months ended June 30, 2025 and 2024 (in millions):

Six Months Ended June 30,

As of September 30, 2025 , we had $ 848.4 million of our own cash in use or designated for use in our ATM network, which is recorded in ATM cash on Euronet's Consolidated Balance Sheet.

ATM cash increased $ 204.6 million from $ 643.8 million as of December 31, 2024 to $ 848.4 million as of September 30, 2025 as a result of the increase in the number of active ATMs as of September 30, 2025 compared to December 31, 2024 .

The Company has $ 1,172.5 million of unrestricted cash as of September 30, 2025 compared to $ 1,278.8 million as of December 31, 2024 .

Including the $ 848.4 million of cash in ATMs at September 30, 2025 , we have access to $ 2,690.5 million in available cash, and $ 1787.5 million available under the Credit Facility.

The following table identifies cash and cash equivalents provided by/(used in) our operating, investing and financing activities for the nine months ended September 30, 2025 and 2024 (in millions):

Nine Months Ended September 30,

Cash and cash equivalents and restricted cash provided by (used in):

5 unchanged sentences

Operating activity cash flow

Cash flows provided by operating activities were $ 184.6 million for the six months ended June 30, 2025 compared to $ 212.2 million for the same period in 2024 .

The net increase in operating cash flows was primarily due to an increase in net income and partially offset by a decrease in deferred income taxes as a result of our U.S.

deferred tax activity on the repurchase of Convertible Notes and decrease in other working capital fluctuations.

Cash flows provided by operating activities were $ 381.9 million for the nine months ended September 30, 2025 compared to $ 652.5 million for the same period in 2024 .

The decline was primarily driven by unfavourable changes in working capital, including a significantly lower cash inflow from trade accounts receivable and higher outflows for prepaid expenses and other current assets.

Additionally, non-cash adjustments such as a decrease in deferred income taxes related to U.S.

tax activity on the repurchase of 2049 Convertible Notes and higher amortization of debt issuance costs contributed to the reduction.

Net income remained relatively consistent year-over-year.

Investing activity cash flow

Cash flows used in investing activities were $ 88.9 million for the six months ended June 30, 2025 compared to $ 155.2 million for the same period in 2024 .

The decrease in cash used in investing activities is primarily due to the acquisition of Infinitum in 2024, partially offset by the Convertible Note Receivable issued to Marker Trax Digital, LLC in 2025.

Cash flows used in investing activities were $ 137.0 million for the nine months ended September 30, 2025 compared to $ 185.2 million for the same period in 2024 .

The decrease in cash outflows was primarily attributable to the acquisition of Infinitum in 2024, which did not recur in 2025.

This was partially offset by the acquisition of a $25.0 million Convertible Note Receivable from Marker Trax Digital, LLC during 2025.

Other investing activities, including purchases of property and equipment, remained relatively consistent year-over-year.

Financing activity cash flow

Cash flows provided by financing activities were $ 79.2 million for the six months ended June 30, 2025 compared to cash flows provided by financing activities of $ 304.4 million for the same period in 2024 .

Our borrowing activities on the Credit Facility for the six months ended June 30, 2025 consisted of net borrowings of $ 444.0 million compared to net borrowings of $ 140.3 million for the same period in 2024 .

The increase in net borrowings on the Credit Facility, during the six months ended June 30, 2025 , is primarily the result of cash for the repurchase of the convertible notes and the repurchase of shares.

Cash flows used in financing activities were $ 278.9 million for the nine months ended September 30, 2025 compared to cash flows provided by financing activities of $ 185.4 million for the same period in 2024 .

The increase was driven by higher net borrowings under our Credit Facility, which totaled $464.4 million for the nine months ended September 30, 2025 compared to $4.5 million for the same period in 2024.

These borrowings were largely used to fund the repurchase of 2049 Convertible Notes during the current period.

Additionally, we issued $1.0 billion of 2030 Convertible Notes, and the proceeds were used to repay outstanding borrowings under the Credit Facility.

Effect of exchange rates on cash, cash equivalents and restricted cash

Fluctuations in foreign currency exchange rates impacted cash, cash equivalents, and restricted cash by $ 434.8 million and ($ 558.7 ) million for the six months ended June 30, 2025 and 2024 , respectively.

Fluctuations in foreign currency exchange rates impacted cash, cash equivalents, and restricted cash by $ 236.3 million and $ 42.1 million for the nine months ended September 30, 2025 and 2024 , respectively.

The positive impact in 2025 was primarily driven by the weakening of the U.S.

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In addition, the Company pays a facility fee on the total commitments made under the revolving Credit Facility, which varies from 0.125% to 0.250%.

As of June 30, 2025 , the stand-by letters of credit interest charge was 1.25% per annum.

As of June 30, 2025 , we had $ 965.1 million of borrowings and $ 50.7 million of stand-by letters of credit outstanding under the Credit Facility.

As of September 30, 2025 , the stand-by letters of credit interest charge was 1.25% per annum.

As of September 30, 2025 , we had $ 56.6 million of borrowings and $ 55.9 million of stand-by letters of credit outstanding under the Credit Facility.

The remaining $ 1787.5 million under the Credit Facility was available for borrowing.

Convertible debt - On March 18, 2019, we completed the sale of $525.0 million in principal amount of Convertible Senior Notes due 2049 (“Convertible Notes”).

The Convertible Notes were issued pursuant to an indenture, dated as of March 18, 2019 (the “Indenture”), by and between us and U.S.

2049 Convertible Notes - On March 18, 2019, we completed the sale of $525.0 million in principal amount of Convertible Senior Notes due 2049 (“2049 Convertible Notes”).

The 2049 Convertible Notes were issued pursuant to an indenture, dated as of March 18, 2019, by and between us and U.S.

Bank National Association, as trustee.

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Almost all of the holders exercised their repurchase option in March 2025 and we repurchased $491.8 million of the 2049 Convertible Notes with a combination of cash on hand and a borrowing under our Credit Facility.

As of June 30, 2025 , $33.2 million of the Convertible Notes remain outstanding.

As of September 30, 2025 , $33.2 million of the 2049 Convertible Notes remain outstanding.

2030 Convertible Notes - On August 15, 2025, the Company completed the sale of $ 1,000.0 million of Convertible Senior Notes maturing in October 2030 .

("2030 Convertible Notes").

The 2030 Convertible Notes mature in October 2030 unless redeemed or converted prior to such date and are convertible into shares of Euronet common stock at a conversion price of approximately $ 127.04 per share if certain conditions are met (relating to the closing price of Euronet common stock exceeding certain thresholds for specified periods.

The 2030 Convertible Notes have an interest rate of 0.625 % per year, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on April 1, 2026 .

In connection with the issuance of the 2030 Convertible Notes, we recorded $23.5 million in debt issuance costs, which will be amortized through October 1, 2030.

The 2030 Convertible Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding April 1, 2030 if certain conditions are met.

Senior Notes - On May 22, 2019, we completed the sale of €600 million ($669.9 million) aggregate principal amount of Senior Notes that expire on May 2026 (the “Senior Notes”).

The Senior Notes accrue interest at a rate of 1.375% per year, payable annually in arrears on May 22 of each year, until maturity or earlier redemption.

As of June 30, 2025 , we have outstanding €600 million ($ 707.2 million) principal amount of the Senior Notes.

As of September 30, 2025 , we have outstanding €600 million ($ 704.0 million) principal amount of the Senior Notes.

In addition, we may redeem some or all of these notes on or after February 22, 2026 at their principal amount plus any accrued and unpaid interest.

Uncommitted Credit Agreement - On June 20 , 2025 , the Company entered into an Uncommitted Loan Agreement, fully drawn and outstanding at June 30, 2025, for the sole purpose of providing vault cash for ATMs, that expires no later than June 19, 2026 .

The amount of this Uncommitted Line of Credit shall be no more than (i) on or before September 30, 2025, Four Hundred Million Dollars $400 million and (ii) on and after October 1, 2025, $250 million.

The loan had an outstanding balance of $ 400 million at June 30 , 2025 .

The loan is a Prime Rate Loan, a Daily SOFR Rate Loan plus 1.00 % or shall bear interest at the rate agreed to by the Bank and the Company at the time such loan is made.

The weighted-average interest rate from loan inception date to June 30 , 2025 , was 5.32 %.

On June 27, 2025, the Company entered into an Uncommitted Loan Agreement for $300 million, fully drawn and outstanding at June 30, 2025, for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2025.

Uncommitted Credit Agreements - On June 20 , 2025 , the Company entered into an Uncommitted Loan Agreement for the sole purpose of providing vault cash for ATMs, that expires no later than June 19, 2026 .

The amount of this Uncommitted Line of Credit shall be no more than (i) on or before September 30, 2025, $ 400 million and (ii) on and after October 1, 2025, $ 250 million.

The loan had an outstanding balance of $ 250 million at September 30 , 2025 .

The loan is a Prime Rate Loan, a Daily Term SOFR Rate Loan plus 1.00 % or shall bear interest at the rate agreed to by the Bank and the Company at the time such loan is made.

The weighted-average interest rate from loan inception date to September 30 , 2025 , was 5.65 %.

On June 27, 2025, the Company entered into an Uncommitted Loan Agreement for $ 300 million for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2025 .

The loan had an outstanding balance of $150.5 million at September 30, 2025.

The loan is a Prime Rate Loan, a Daily Simple SOFR Rate Loan plus 1.25 % or shall bear interest at the rate agreed to by the Bank and the Borrower at the time such Loan is made.

The weighted-average interest rate from the loan inception date to June 30, 2025 was 5.54%.

The weighted-average interest rate from the loan inception date to September 30, 2025 was 5.59 %.

On July 28 2025, the Company entered into an Uncommitted Loan Agreement for $100 million, fully drawn and outstanding at September 30, 2025, for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2025.

The loan is a Prime Rate Loan, a Daily Simple SOFR Rate Loan plus 1.00% or shall bear interest at the rate agreed to by the Bank and the Borrower at the time such loan is made.

The weighted-average interest rate from the loan inception date to September 30, 2025 was 5.34%.

Other debt obligations — Certain of our subsidiaries have available credit lines and overdraft facilities to generally supplement short-term working capital requirements, when necessary.

1 unchanged sentence

Each advance under this facility shall be made for a term of 1 month or such other period of up to 12 months.

As of June 30, 2025 $23.8 million was borrowed under this facility.

Including the Malaysian facility, there was a total of $ 36.2 million outstanding under our subsidiaries credit lines and overdraft facilities as of June 30, 2025 .

As of September 30, 2025 $26.8 million was borrowed under this facility.

Including the Malaysian facility, there was a total of $ 37.2 million outstanding under our subsidiaries credit lines and overdraft facilities as of September 30, 2025 .

Other uses of capital

Capital expenditures and needs - Total capital expenditures for the six months ended June 30, 2025 were $ 57.8 million.

Capital expenditures and needs - Total capital expenditures for the nine months ended September 30, 2025 were $ 93.9 million.

These capital expenditures were primarily for the purchase and installation of ATMs in key under-penetrated markets, the purchase of POS terminals for the epay and Money Transfer Segments, and office, data center and company store computer equipment and software.

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Our liability under such indemnification provisions may be subject to time and materiality limitations, monetary caps and other conditions and defenses.

As of June 30, 2025 , there were no material changes from the disclosure in our Annual Report on Form 10-K for the year ended December 31, 2024 .

To date, we are not aware of any significant claims made by the indemnified parties or parties to whom we have provided guarantees on behalf of our subsidiaries and, accordingly, no liabilities have been recorded as of June 30, 2025 .

As of September 30, 2025 , there were no material changes from the disclosure in our Annual Report on Form 10-K for the year ended December 31, 2024 .

See also Note 15, Commitments, to the unaudited consolidated financial statements included elsewhere in this report.

CONTRACTUAL OBLIGATIONS

As of June 30, 2025 , there have been no material changes outside the ordinary course of business in our future contractual obligations from the amounts reported within our Annual Report on Form 10-K for the year ended December 31, 2024 .

As of September 30, 2025 , there have been no material changes outside the ordinary course of business in our future contractual obligations from the amounts reported within our Annual Report on Form 10-K for the year ended December 31, 2024 .

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis