Nayax achieves 22% revenue growth in Q2, integrates strategic acquisitions, and expects continued momentum in cashless payments and EV partnerships.

OPERATOR - (00:00:00)

Uno Minis to be embedded inside the manufacturer AC slow chargers through the end of 2026, we are seeing strong momentum for the Uno Mini product which are devices integrated inside OEM products. In Q2 we announced a strategic partnership with Linkwill, a leader in EV charging solutions in the United States to deliver a comprehensive suite of integrated payment and management capabilities to North American EV charging market. With the current tariff environment in the U.S. we believe that Linkwill's Buy America EV charger embedded with our Uno Mini payment reader will see strong demand. Over the coming quarters. We expect to announce more partnerships with manufacturers as our Uno Minis continue to gain traction for high volume deployment. We also advanced our M&A strategy in the quarter we acquired Inepropay, our long standing distributors in the Benelux region, further strengthening our position in Europe and bringing us closer to our customers through the establishment of full service Nayax's office in the Netherlands. In addition, we acquired a remaining 51% of Nayax Capital, a joint venture we initially launched in 2023. Nayax Capital is now fully consolidated under our recently created Embedded Banking division. Embedded finance solutions such as bank account card issuing and financing will bring more value to our customers and increase recurring revenue per customers over time. We are also focused on integrated Our recent acquisition to streamline operations combine complementary capabilities and realized synergies in key markets. In Brazil, we brought together APE and Diem Technologia under the Nice Brazil brand, defined a common market strategy and unifying our sales, service and support operation nationwide. We integrated the APE coffee solution originally built for Brazil into the BroaderMark sales platform and are seeing strong initial demand from customers in multiple international markets. In the fueling vertical, we combine Rosenman and OTI PetroSmart into one global four core team to deliver a single end to end platform for fuel station operator. With each of these partnership acquisition and integration, we continue to bolster Nayax as the leading provider of cashless payment and management solutions, driving innovation and growth across multiple industries and markets. Looking forward, we are excited about our near term growth opportunities and our business fundamentals remain solid. Our team is large and growing, driven by the ongoing shift from cash to digital payment and our expansion into new verticals. While we continue to pursue strategic M&A, organic growth remains our primary building block and will continue to be the main driver of our growth. With our expanding pipeline, we are well positioned to continue to outpace the growth of the broader payment industry and deliver. Exceptional value to our customers. With that, I'll turn it over to our CFO Sagit Mano who will review our KPIs, our financial results in greater details and walk through our guidance.

Sagit Mano - Chief Financial Officer - (00:03:42)

Sagit thank you Yair and good morning. Good evening everyone. I'll start by reviewing our KPIs and financial performance for the second quarter and then I'll discuss our outlook for the full year 2025, which, as Yair mentioned, we are reaffirming. I would like to start by highlighting three key performance indicators for the quarter that we consider primary measures of growth. First, total transaction value increased by more than 34% over Q2 2024, reaching nearly $1.6 billion, driving strong processing revenue growth of 35% for the quarter. Second, our customer base expanded by approximately 24% compared to Q2 2024, approaching 105,000 customers at the end of Q2 and third, our installed base of managed and connected devices grew 16% compared to Q2 2024 to almost 1.38 million devices at the end of the quarter. These KPIs reflect not only the momentum in our business and the underlying strength of our platform, but also demonstrate the flywheel effect and the success of our. go-to-market strategy. Looking at our financial performance, revenue for the second quarter was $96 million, which is an increase of 22% over Q2 2024. We continued taking market share, adding nearly 5,000 new customers this quarter and 48,000 managed and connected devices. Revenue included $1.1 million of favorable foreign exchange rate. Organic revenue growth for the second quarter was 20%. We expect organic revenue growth to accelerate throughout the remainder of the year, which I will discuss in our outlook for the quarter. Recurring revenue, which includes payment processing fees and SaaS subscription revenues, increased by 32% compared to last year's second quarter to $71 million and represented 74% of our total revenue in Q2. More specifically, processing revenue grew by 35% to $43 million in Q2, driven by a 16% increase in our installed base of managing connected devices and a 34% increase in dollar transaction value. This processing revenue growth continues to demonstrate our success as a scalable and valued payment partner to our diverse customer base as the market continues its cash to cashless conversion. Our take rate for the quarter was 2.7%, same as the prior year's quarter. Hardware revenue in the quarter was $25 million, slightly higher than the prior year's quarter. With continued strong demand for our product, solutions and technology in the quarter, our installed base grew by 16% compared to last year's second quarter, reaching nearly 1.38 million devices as we added 48,000 devices. To our installed base. Moving now to profitability and margin for the quarter, gross margin significantly improved to 48.3% compared to 44.3% in the last year's second quarter, driven by both higher recurring and hardware margins. More specifically, our recurring margin increased to 52.8% from 51.5% in the prior year quarter, mainly driven by an additional improvement in processing margin from the acceleration to meaningful processing volumes with our new banking partner Adyen, driving improved operational efficiency. We also benefited from the federal renegotiation of key contracts with several bank acquirers and improved smart routing capabilities. On the hardware side, our margin increased to 35.4% compared to 28.7% in Q2 2024, driven by the continuing optimization of our supply chain infrastructure and better component sourcing and cost. Consistent with our expectations for the full year, we continue to expect household margin to be within the range of 30% to 35%. While total revenue grew by 22% over Q2 of last year, total gross profit grew significantly more by 33% to more than $46 million. Adjusted OPEX of $34 million was 35.6% of revenue, a testament to our disciplined cost management. Adjusted EBITDA increased to nearly $13 million representing 13% of revenue, an improvement of approximately $4.5 million compared to last year's second quarter and demonstrating the continued scaling. Of our operating leverage in the business. Operating profit was $9.5 million and includes a one time gain of $5.6 million mainly from the share purchase of Nayax capital. Excluding this one time gain, operating profit would have been $3.9 million, an improvement of $3 million from last year's second quarter. The significant operating profit increase is mainly driven by improved gross margin. Net income for the quarter was nearly $12 million compared to net loss of $3 million in the prior year period. Excluding the one time gain mainly associated with the share purchase of Nayax Capital, net income would have been $6.1 million, a significant improvement of $9.1 million from the prior year period. Turning to our balance sheet on June 30, 2025, cash and cash equivalents and short term deposits totaled $172 million. Short and long term debt was $156 million, both driven by a note and warrant offering completed in March 2025 of approximately 486 million shekels net. Maintaining a solid balance sheet and net cash position. Looking at our cash flow we generated $12.9 million from operating activities. Free cash flow for the quarter was $5.6 million. Turning now to our outlook and referring to our forward looking information disclosure in our press release, as Yair mentioned, for the full year 2025, we are reaffirming our financial outlook of revenue growth of between 30% to 35%, representing a revenue range of $410 to $425 million on a constant currency basis. This includes an organic revenue growth of at least 25% consistent with prior years and reflecting the seasonal nature of our business. We expect stronger performance in the second half of the full year, mainly driven by enterprise sales, particularly from customers with longer procurement cycles. Our guidance for adjusted EBITDA remains unchanged at between 65 to 70 million dollars, driven by continued revenue growth, market expansion, the full integration of recent acquisitions and continued operational optimization. We also expect at least 50% free cash for conversion from adjusted EBITDA for the full year 2025. As for our 2028 target, we continue to project an annual revenue growth of approximately 35% driven by a combination of organic growth and strategic M and A. We also continue to target a gross margin of 50% and an adjusted EBITDA margin of 30% as we continue to drive high margin revenues and operational efficiency. In closing, we are well positioned for future growth in 2025 and beyond as we continue to grow our installed base globally and capture market share. We'll also continue to focus on scaling our recurring revenue stream, in particular our payment processing capabilities, which benefits from the conversion trend of cash to cashless transactions. I'll now turn the call over to the operator for our Q and A session. Operator.

OPERATOR - (00:12:56)

Thank you. We will now be conducting a question and answer session. If you would like to ask a question, please press star and then one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star then 2. If you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the STAR keys. The first question we have is from Josh Nichols of B. Riley. Please go ahead.

Josh Nichols - (00:13:26)

Yeah, thanks for taking my question and great to see the gross margin and the operating leverage is starting to come into play here. Wanted to touch on you had some key wins this quarter, particularly in the EV market. How should we think about the larger opportunity in terms of EV as a percentage of revenues? That starts the scale. A relatively small percentage today, but you know the win you just announced recently, you know, represents like 7% of the entire install base and presumably with a relatively higher average transaction price than your other businesses. So how do you expect that piece of business to scale over the next couple years?

Josh Heitz - (00:14:11)

Josh Heitz, thank you for the question. First, I want to give the context. Of how we see payment into the decades ahead and what is important about the payment platform that we're building. It's based on trust and ease of use and scale. We are now in the era of scaling the business and scaling the business in all the aspects of payment means that we have to pave the way for distribution partners and to have more and more partners that we can work with and scale our business. In terms of acquiring customers, you have to remember that we're talking about almost direct to the market gaining and winning customers and most of them are small to medium sized businesses. When we are saying that we have a partnership like hotel that we put two days ago or yesterday, it's not the hotel itself that is the customers, we're looking through them, that we're getting more and more customers through the pavement of their bringing the customer to us. It's keep the cost of acquisition quite low and it's opened the door for all the customers that they are already selling to. The difference in terms of this kind of thing and why we see a big, big, big difference in terms of the term of Nayax into the future on this aspect that we moved from just OEM basic basically that taking what you call a Vipostach unit and retrofitting some of the orders into a solution which is ODM solution, meaning that all the market that the hotel will sell or anyone that working with Nayax is embedded with the Nayax payment solution, whether it will happen in terms of activation within one month, two months, five months, one year, two years, I really don't care. The only thing is that this customer is a full partner and he has what he call Nayax insights. And this is opening the door for. A big, big market from my perspective. And that's the agreement that we're doing today on the EV market. We want to capture the market at the starting point and gaining potentially very, very big market share. So we are very optimistic regarding what. We can gain out of it. Although in terms of potentially of the hardware, it's been seen that because it's a Uno Mini, so it's very, very low hardware revenue. But in terms of customers, which is the main thing that we're getting a SaaS out of these customers, which is higher than the Vending industry is much more important and of course the gross margin is much higher.

Aaron Josh - (00:16:48)

I'll just add to that. This is Aaron Josh, with regards to the Autel relationship specifically, but in terms of our broader strategy, as we talked about the last couple of quarters now, the going up the chain, you know, not just as you said, you know, the last couple of decades, we started really from the ground up with going down to the small operator. And we're seeing now that we can also come from the top down with regards to the OEMs and really make a push into the OEM business, which really, it allows us to be able to get in front of the customer at a much lower cac, as you mentioned, at a much higher volume at the OEM level. And that's why we were able to set up the relationship with someone like Autel for 100,000 devices, which they're going to now spread out over all of their jurisdictions. Now part of that was our investment over the last couple of years after the OTI acquisition into the embedded payments business, which allows us to go and actually integrate these Uno Mini devices inside the EV charger, which creates a lot of stickiness because you can't actually remove it afterwards and flip it into another payment device. So they receive it at the OEM level. They actually go through the certification, the UL certification process for the, for the US market and various other certifications for other markets. They actually go through that certification with the Uno Mini in the machine and then they go and sell it. So it brings a different level of stickiness. And you know, We've now announced two partnerships, LinkWell and now Autel, and we hope to be able to announce a lot more in the future.

Josh Nichols - (00:18:37)

Appreciate the context there and great to see the company moving up market, I guess just to dive in a little bit. Last question for me. You mentioned you're expecting a pretty healthy step up, particularly in the second half for enterprise customers. Is a good chunk of that related to these new announcements in the ev? Are they more around other areas specifically? And is the EV ramp expected to be more of a 2026 story? We do have EV opportunities, We do have other aspects of the business. We have the unattended business that big opportunities and we do have also retail that coming in front of us. And we do see something that will happen within the six months of all of this potential markets. And maybe to. Maybe to add to that. Josh. Hi. Yes, the second half of the year we see a stronger hardware revenue sales, both from an enterprise perspective, both in the smart Coolers area Aaron mentioned in the EV space, but also some retrofit that we see that will happen towards the end of the year. However, we also see a very strong. Transaction value that is growing and recurring revenue in general. For example, July and August are already showing us the significant increase and give us the confidence of the strong second half. Appreciate the context. Thanks.

OPERATOR - (00:20:37)

The next question we have is from Chris Kennedy of William Blair. Please go ahead.

Chris Kennedy - (00:20:41)

Great. Thanks for taking the question. Can you just talk about NRR and kind of how you think of that trending over the next couple of years as your business mix starts to maybe change a little bit. Thank you. I will take it first. Sure. Just to mention regarding NRR and then Sagitt will we think basically the NLL is basically on two engines. One is the service and the other one is the processing. Both of them are really creating the net retention of Nayax. It's maybe through verbally it will be a little bit difficult to understand, but if you remember 2021, 2 and 3, we always stated about the time of the market and it was first and foremost the vending and then moving out to ticketing and moving out to car and then to electrical vehicle. We're seeing now more and more that the retrofit business totally, that the customer is coming and is empty, is coming totally from cash to cashless is slowing down and we're seeing more. The other verticals are emerging and that's created the engine of the processing which is growing quite nicely, is holding very strongly on the nrr. So in terms of the future, we're seeing that we're coming from a ticket. In the past it was around, let's say less than $2 and now it's much higher than $2. And we're growing with the verticals that are really higher in terms of the ticket. So if the vending is let's say $1.60, $1.80, the parking is potentially 4, the EV is around 7, and these verticals are creating more of what we call the NRRR that we see into the future. And maybe to add to that, the NRR 123% remains very strong, really indicating, as Yair mentioned, healthy growth both in the output and in the atv. And you can see that as long as we continue to bring the the 4,5000 customers a quarter, as long as we continue to grow significantly, as we did this quarter with the number of managed and connected devices, the growth is there reminding you that approximately 80% of our customers are existing customers and organic revenue and you know, we grew recurring revenue by 32%. Organic recurring revenue grew by 29%. So really it really reflects the normal quarterly variation in customer usage and deployment cycle. So you know, we feel that we continue to enjoy the high customer stickiness. You can see that with the very low churn rate and the scalability of the business is still there, it basically supports the continuing and sustainable growth. Great, thank you for that detail. And then just as a follow up, can you just give us an update on kind of your hospitality and retail initiatives? Kind of where are you in that journey? Thank you.

Gus - (00:24:11)

On the retail, we built a big infrastructure in terms of the back end and we're moving forward with the retail. We're now testing the water with the retail initiative directly to customers. We built a team, they're doing outbound calls that already running on our existing customers and new customers. We're seeing a very strong demand and I think we'll have some news in the next six months regarding a big jump into the retail with some big news that will come following in the next six months. I'll also add to that on the hospitality space, we're trying to make a push into it. In the last year since the VM Technologie acquisition, we spent a lot of time going and trying to integrate our technology into the Brazilian markets. And we released our food services business for kiosks into the Brazilian market a few months ago and are seeing already a lot of demand in that market for the solution. Interestingly there was not very much in terms of the amount of cloud based solutions fully integrated with the post and being able to give a full end to end solution that was in the modern generation. And we feel that there's a huge market opportunity in the Brazilian market for the hospitality business specifically. Great, thanks for taking the question, Gus. Thank you.

OPERATOR - (00:25:51)

The next question we have is from Sanjay Sakrani of kbw. Please go ahead.

Vasu Govil - (00:25:56)

Hi, this is Vasu Govil for Sanjay. Thank you for taking my question. I guess maybe the first question just around M and A, if we could get what the revenue contribution from M and A has been year to date, it looks like we're still expecting about 25 million contribution for the year. Do we feel like we have all the deals that you need to done to hit that target for this year and then specifically on NIAC's capital JV, is that part of the M and A contribution? Sort of any color on how big that is? Thank you.

Aaron - (00:26:29)

Yes, this is Aaron with regards to the M and A. As we've said at the Beginning of the year, after the first couple of acquisitions, we have a run rate still after that, roughly the same as what we said back a few months ago, which is around 10 million through the rest of the year in inorganic growth with regards to the Nayax Capital. Don't see to be meaningful amount of inorganic growth from that activity through the end of the year. Really what it, what it does is. Helps with our long term strategy which is to start getting more into the financing solutions which we've pushed out and already heavily in markets like the Brazilian market, which was separated from the Nayax Capital solution completely. And we're now bringing that all into one infrastructure and we're rolling out this rental based financing model into other jurisdictions. We saw an opportunity there to bring it in house and to really start to scale it more quickly. And we're also combining that in our embedded banking solution which we are now working on rolling out over the next few months and it was mentioned. In. The first notes here some minutes ago. But we've essentially put together a new division with bringing in Nayax Capital and we brought in the former CTO of Bank Hapo Alim, the largest bank in Israel, to go and build out essentially a banking division for Nayax. We've partnered strategically with Adyen to go and enter the market for embedded banking solutions. So issuing cards and bank accounts which we plan on rolling out in the US market first in a few months and hopefully we'll go into some other markets again soon with regards to rest of the year M and a pipeline we still intend to complete probably one to two more acquisitions this year based on our current pipeline. I don't expect that the inorganic revenue is going to get to 25 million, but do believe that we're going to be able to hit the inorganic growth that is needed in order to meet the 30, 35% which we have reiterated on. Great. Maybe to add to that is that still, you know, as in previous years. Most of the growth will come from organic growth as we expect that the second half of the year will be as we talked about right. Stronger in both how the revenue as well as continue the beautiful growth that we already see in the recurring revenue.

Vasu Govil - (00:29:33)

Thank you, that's helpful Galar. And I guess for my follow up I wanted to ask about the VM technology acquisition. I know there was a plan to move from a hardware sales to more of a rental or subscription model. Curious where you guys are with that and if that's something, you know, what the that that has been and if that's something you are planning to roll out more aggressively across the organization.

Aaron - (00:29:58)

Yeah. So as I was alluding to a little bit earlier, this is a big reason why we decided to bring the full Nayax capital in house. It was previously a joint venture. We're seeing a lot of success in the Brazilian market with the rental based model. It's still growing very well as a business in Brazil. And now with the Uppay acquisition as well, we've doubled our managed and connected devices there in Brazil, still growing very strongly. We're essentially taking that embedded banking division and centralizing everything so that we can roll out a standard model essentially across each of these jurisdictions. We announced locally in the Australian market a few weeks back that we're starting to roll out the rental based model pretty aggressively there in the Australian market and we're seeing a lot of demand for that so far and we're starting to slowly go and roll it out in some other jurisdictions as well. But the intention here is over the coming months that we will start to more aggressively push the infrastructure for it and we'll start to see some results here over the coming quarters of that model.

Vasu Govil - (00:31:09)

Great. Thank you very much.

OPERATOR - (00:31:15)

Ladies and gentlemen. Just a final reminder, if you would like to ask a question, you may press star and then one to join the queue. The next question we have is from Nick Cremo of ubs. Please go ahead.

Nick Cremo - (00:31:28)

Hey guys, congrats on the strong results and thanks for taking my questions. First, I just wanted to go back to the new EV charging partnerships you announced with Hotel and Linkwell. Can you just elaborate on how competitive winning those deals were and why NIOX was ultimately selected?

Aaron - (00:31:43)

Yeah, absolutely. Nick, this is Aaron. If we're looking at the EV charging industry, this is an industry that we entered into at the very beginning back seven, eight years ago. And that experience in the EV charging industry has allowed us to really have an advantage here today because we really have the know how of, you know, learning from experience of, you know, from mistakes at the beginning of how complicated this industry is. It's a very technical integration with these EV chargers. You have to, you know, now with the embedded devices you have to go through UL certification with the manufacturer. You have to know what you're doing. You have to be working very closely, hand in hand. You have to update them with SDKs periodically. And there's very few players in the market from the payments point of view that are able to compete in this space just because of the complexity of it. When we're looking at these OEMs now I think that we have a very differentiated product with this Uno Mini that we released and I don't think personally that there is another product at the same level out there right now. I think we have a first mover advantage with regard to this type of a product for the EV industry. And I think that now as we're working through this cycle now of integrating with all of these OEMs, I think we have the chance here to go and to run very fast with several more partners. And the thing Is with the OEMs, they don't go and replace their hardware and go through UL certification every six months or year. They go through cycles on the. So the intention here is that, you know, once we've gone through this process with them, they'll be using us for many years before they go through another, you know, potential RFP process. Just to add to this, you have to remember that in 20 years we built a foot on the ground of more than 100 countries. So as an exporter coming from China or wherever it is and he wants to service customers, it's plug and play and then he can run the business smoothly with embedded payment inside covering all over the world. And that's a big, big advantage that nobody else can have. Yeah, it's one SKU as Yair was alluding to, it's that Uno Mini for Autel. If they're selling 100,000 of these devices, they can keep one SKU of the Uno Mini. You know, they don't have to change it depending on the region, they don't have to go work with multiple suppliers. Yeah, and it's landing on the ground. In France or in UK or in US and it's operating because on the. Onboarding of the customers is done by the payment facilitator.

Nick Cremo - (00:34:31)

Awesome. Well, thanks for all the color guys. Very exciting.

OPERATOR - (00:34:40)

At this time there are no further questions and I would like to turn the call back over to Yair Mehmed for any closing remarks.

Yair Mehmed - (00:34:51)

Thank you for joining the call today. The quarter's performance demonstrates strong strength of our strategy and the commitment of our team. By continuing the investment in innovation, expanding our global reach and strengthening our customers relationship, we are positioned nax for sustainable growth and long term value creation. I'm grateful to our employees for their dedication which makes our success possible. The opportunities ahead are significant and we are prepared to build this momentum into the upcoming quarters. Thank you.

OPERATOR - (00:35:34)

Ladies and gentlemen. That concludes today's conference. Thank you for joining us. You may now disconnect your lines.