For the month of November 2026 (Report No. 1)
13
Zarchin Street, P.O. Box 690, Ra’anana, Israel
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
THE GAAP FINANCIAL STATEMENTS ATTACHED TO THE
PRESS RELEASE ATTACHED HERETO AS EXHIBIT 99.1 OF THIS REPORT ON FORM 6-K ARE HEREBY INCORPORATED BY REFERENCE INTO NICE LTD.`S (“NICE”)
REGISTRATION STATEMENTS ON FORM S-8 (REGISTRATION STATEMENT NOS. 333-166364, 333-168100, 333-171165, 333-162795, 333-162110, 333-06784,
333-08146, 333-11842, 333-09350, 333-11154, 333-111112, 333-111113, 333-134355, 333-144589, 333-145981, 333-153230, 333-177510, 333-179408,
333-181375, 333-191176, 333-199904, 333-210341, 333-210343, 333-210344, 333-214584, 333-226930, 333-228911, 333-249186, 333-270969, 333-290600,
and 333-290601), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR
REPORTS SUBSEQUENTLY FILED OR FURNISHED.
NICE LTD. hereby furnishes this Report on Form
6-K consisting of the following document, which is attached hereto and incorporated by reference herein:
99.1 Press
Release: NiCE Exceeds Revenue and EPS Guidance Ranges, Reporting 8% Year-Over-Year Revenue Growth in Third Quarter 2026, dated November
4, 2026.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Exhibit 99.1

NiCE
Exceeds Revenue and EPS Guidance Ranges,
Reporting
8% Year-Over-Year Revenue Growth in Third Quarter 2026
| • | AI
ARR reached $392 million, increasing 46% year over year |
| • | NiCE
raises full-year 2026 EPS guidance |
| • | NiCE
to streamline its operating model and drive greater efficiency by leveraging AI, reducing
workforce by approximately 5% |
Hoboken,
New Jersey, November 4, 2026 - NiCE (NASDAQ: NICE) today announced results for the third quarter ended
September 30, 2026, as compared to the corresponding period of the previous year.
Third
Quarter 2026 Financial Highlights
| GAAP
|
Non-GAAP |
| Total
revenue was $790.7 million and increased 8.0%* |
Total
revenue was $790.7 million and increased 8.0%* |
| Cloud
revenue was $622.7 million and increased 10.6%* |
Cloud
revenue was $622.7 million and increased 10.6%* |
| Operating
income was $120.6 million with operating margin of 15.3% |
Operating
income was $213.8 million with operating margin of 27.0% |
| Diluted
EPS was $1.60 |
Diluted
EPS was $2.84 |
| Net
cash provided by operating activities was $97.7 million |
|
*Third-quarter
2026 total revenue and cloud revenue would have increased 9.4% and 12.2%, respectively, excluding
an atypical $10 million customer credit, of which approximately $9 million was recorded against
non-CXone cloud revenue.
“In
the third quarter, we delivered total revenue and non-GAAP EPS above the high end of our guidance ranges, while continuing to advance
our position in the rapidly evolving CX AI market,” said Scott Russell, CEO of NiCE. “We saw strong performance in several
important areas of our business, including international markets, where revenue increased 33% year over year and AI ARR increased 46%
to $392 million reaching 16% of cloud revenue.
Additionally,
today we announced a plan to further leverage AI to execute with greater speed and efficiency while focusing on our areas of greatest
opportunity.”
Mr. Russell
continued, “We are still in the early stages of a significant growth opportunity in customer experience. Personal AI agents have
the potential to multiply customer interactions at an unprecedented scale, increasing the importance of a unified CX AI platform that
can orchestrate every experience across human and AI. NiCE has the platform, strategy and customer relationships to lead this next phase
of CX AI. Together with the actions we're taking to streamline the business, these advantages give me confidence in our ability to deliver
sustainable, long-term value for our shareholders.”
GAAP
Financial Highlights for the Third Quarter Ended September 30:
Revenues:
Third quarter
2026 total revenues increased 8.0% year over year to $790.7 million compared to $732.0 million for the third quarter of 2025.
Gross Profit:
Third quarter
2026 gross profit was $493.2 million compared to $489.1 million for the third quarter of 2025. Third quarter 2026 gross margin was 62.4%
compared to 66.8% for the third quarter of 2025.
Operating
Income:
Third quarter
2026 operating income was $120.6 million compared to $160.8 million for the third quarter of 2025.
Third quarter
2026 operating margin was 15.3% compared to 22.0% for the third quarter of 2025.
Net Income:
Third quarter
2026 net income was $95.1 million compared to $144.9 million for the third quarter of 2025.
Third quarter
2026 net income margin was 12.0% compared to 19.8% for the third quarter of 2025.
Fully Diluted
Earnings Per Share:
Fully diluted
earnings per share for the third quarter of 2026 was $1.60 compared to $2.29 in the third quarter of 2025.
Cash Flow
and Cash Balance:
Third quarter
2026 operating cash flow was $97.7 million. In the third quarter of 2026, $72.2 million was used for share repurchases. As of September
30, 2026, total cash and cash equivalents, and short-term investments were $350.9 million, with no outstanding debt.
Non-GAAP
Financial Highlights for the Third Quarter Ended September 30:
Revenues:
Third quarter
2026 non-GAAP total revenues increased 8.0% year over year to $790.7 million compared to $732.0 million for the third quarter of 2025.
Gross Profit:
Third quarter
2026 non-GAAP gross profit was $526.2 million compared to $511.6 million for the third quarter of 2025. Third quarter 2026 non-GAAP gross
margin was 66.5% compared to 69.9% for the third quarter of 2025.
Operating
Income:
Third quarter
2026 non-GAAP operating income was $213.8 million compared to $230.9 million for the third quarter of 2025. Third quarter 2026 non-GAAP
operating margin was 27.0% compared to 31.5% for the third quarter of 2025.
Net Income:
Third quarter
2026 non-GAAP net income was $168.2 million compared to $200.8 million for the third quarter of 2025. Third quarter 2026 non-GAAP net
income margin totaled 21.3% compared to 27.4% for the third quarter of 2025.
Fully Diluted
Earnings Per Share:
Third quarter
2026 non-GAAP fully diluted earnings per share was $2.84 compared to $3.18 for the third quarter of 2025.
Restructuring
Plan
NiCE is streamlining
its organization, reducing management layers and simplifying decision-making, while strengthening its partner-led go-to-market and delivery
capabilities. As part of this effort, NiCE expects to reduce its global workforce by approximately 5%. These actions will drive greater
efficiency across the business while enabling continued investment in key growth priorities, including CX AI innovation, customer delivery
and go-to-market capabilities.
NiCE expects
to record pre-tax restructuring charges of approximately $15–20 million, primarily in the fourth quarter of 2026. These charges
will be excluded from non-GAAP results.
Full
Year 2026 Guidance:
Full-year
2026 non-GAAP total revenues are reiterated and expected to be in a range of $3,170 million to $3,190 million, representing 8.0% year-over-year
growth at the midpoint.
We are raising
full-year 2026 non-GAAP fully diluted earnings per share which is now expected to be in a range of $11.12 to $11.32.
The above
full-year 2026 guidance includes the expectation of approximately 12% year-over-year growth in cloud revenue.
Quarterly
Results Conference Call
NiCE management
will host its earnings conference call today, November 4, 2026, at 8:30 AM ET, 13:30 GMT,
15:30 Israel,
to discuss the results and the company's outlook. A live webcast and replay will be available on the Investor Relations page of the Company’s
website. To access, please register by clicking here: https://www.nice.com/company/investors/ir-events.
Explanation
of Non-GAAP measures
Non-GAAP financial
measures are included in this press release. Non-GAAP financial measures consist of GAAP financial measures adjusted to exclude share-based
compensation, amortization of acquired intangible assets, acquisition and divestiture related expenses, gains on intercompany foreign
currency transactions, amortization of deferred financing costs, amortization of discount on debt, the tax effect of the Non-GAAP adjustments,
and the tax rate impact resulting from the non-U.S. intercompany transaction.
The Company
believes that these Non-GAAP financial measures, used in conjunction with the corresponding GAAP measures, provide investors with useful
supplemental information about the ongoing financial performance of our business. Our management regularly uses our supplemental Non-GAAP
financial measures internally to understand, manage and evaluate our business and to make financial, strategic and operating decisions.
These Non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. Our Non-GAAP financial
measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction
with our consolidated financial statements prepared in accordance with GAAP. These Non-GAAP financial measures may differ materially
from the Non-GAAP financial measures used by other companies. Reconciliation between results on a GAAP and Non-GAAP basis is provided
in a table immediately following the Consolidated Statements of Income. The Company provides guidance only on a Non-GAAP basis. A reconciliation
of guidance from a GAAP to Non-GAAP basis is not available due to the unpredictability and uncertainty associated with future events
that would be reported in GAAP results and would require adjustments between GAAP and Non-GAAP financial measures, including the impact
of future possible business acquisitions. Accordingly, a reconciliation of the guidance based on Non-GAAP financial measures to corresponding
GAAP financial measures for future periods is not available without unreasonable effort.
About NiCE
NiCE
(NASDAQ: NICE) is transforming the world with AI that puts people first. Our purpose-built AI-powered platforms automate engagements
into proactive, safe, intelligent actions, empowering individuals and organizations to innovate and act, from interaction to resolution.
Trusted by organizations throughout 150+ countries worldwide, NiCE’s platforms are widely adopted across industries connecting
people, systems, and workflows to work smarter at scale, elevating performance across the organization, delivering proven measurable
outcomes.
Investor
Relations Contact
Ryan Gilligan,
+1-551-417-2531, ir@nice.com, ET
Omri Arens,
+972 3 763-0127, ir@nice.com, CET
Corporate
Media Contact
Christopher
Irwin-Dudek, +1 201 561 4442, media@nice.com, ET
Trademark
Note: NiCE and the NiCE logo are trademarks or registered trademarks of NICE. All other marks are trademarks of their respective
owners. For a full list of NiCE trademarks, please see: http://www.nice.com/nice-trademarks.
Forward-Looking
Statements
This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of
1995. In some cases, forward-looking statements may be identified by words such as “believe”, “expect”, “seek”,
“may”, “will”, “intend”, “should”, “project”, “anticipate”, “plan”,
and similar expressions. Forward-looking statements are based on the current beliefs, expectations and assumptions of the Company’s
management regarding the future of the Company’s business, performance, future plans and strategies, projections, anticipated events
and trends, the economic environment, and other future conditions. Examples of forward-looking statements include guidance regarding
the Company’s revenue and earnings and the growth of our cloud, analytics and artificial intelligence business.
Forward looking
statements are inherently subject to significant uncertainties, contingencies, and risks, including, economic, competitive and other
factors, which are difficult to predict and many of which are beyond the control of management. The Company cautions that these statements
are not guarantees of future performance, and investors should not place undue reliance on them. There are or will be important known
and unknown factors and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking
statements. These factors, include, but are not limited to, risks associated with changes in economic and business conditions, competition,
successful execution of the Company’s growth strategy, success and growth of the Company’s cloud Software-as-a-Service business,
difficulties in making additional acquisitions or effectively integrating acquired operations, products, technologies and personnel,
the Company’s dependency on third-party cloud computing platform providers, hosting facilities and service partners, rapid changes
in technology and market requirements, the implementation of AI capabilities in certain products and services; decline in demand for
the Company's products; inability to timely develop and introduce new technologies, products and applications, loss of market share,
cyber security attacks or other security incidents, privacy concerns and legislation impacting the Company’s business, changes
in currency exchange rates and interest rates, the effects of additional tax liabilities resulting from our global operations, the effect
of unexpected events or geo-political conditions, including those arising from political instability or armed conflict that may disrupt
our business and the global economy, our ability to recruit and retain qualified personnel, the effect of newly enacted or modified laws,
regulation or standards on the Company and our products, and various other factors and uncertainties discussed in our filings with the
U.S. Securities and Exchange Commission (the “SEC”).
You are encouraged
to carefully review the section entitled “Risk Factors” in our latest Annual Report on Form 20-F and our other filings with
the SEC for additional information regarding these and other factors and uncertainties that could affect our future performance. The
forward-looking statements contained in this press release speak only as of the date hereof, and the Company undertakes no obligation
to update or revise them, whether as a result of new information, future developments or otherwise, except as required by law.
###
| NICE
LTD. AND SUBSIDIARIES |
| CONDENSED
CONSOLIDATED BALANCE SHEETS |
| U.S.
dollars in thousands |
| |
| | |
September 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Audited | |
| | |
| | |
| |
| ASSETS | |
| | | |
| | |
| | |
| | | |
| | |
| CURRENT ASSETS: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 312,307 | | |
$ | 379,388 | |
| Short-term investments | |
| 38,629 | | |
| 38,010 | |
| Trade receivables | |
| 896,932 | | |
| 737,954 | |
| Prepaid expenses and other current assets | |
| 293,985 | | |
| 223,780 | |
| | |
| | | |
| | |
| Total current assets | |
| 1,541,853 | | |
| 1,379,132 | |
| | |
| | | |
| | |
| LONG-TERM ASSETS: | |
| | | |
| | |
| Property and equipment, net | |
| 207,406 | | |
| 189,395 | |
| Deferred tax assets | |
| 180,156 | | |
| 198,213 | |
| Other intangible assets, net | |
| 481,223 | | |
| 587,599 | |
| Operating lease right-of-use assets | |
| 78,310 | | |
| 78,064 | |
| Goodwill | |
| 2,437,880 | | |
| 2,440,532 | |
| Prepaid expenses and other long-term assets | |
| 275,733 | | |
| 233,095 | |
| | |
| | | |
| | |
| Total long-term assets | |
| 3,660,708 | | |
| 3,726,898 | |
| | |
| | | |
| | |
| TOTAL ASSETS | |
$ | 5,202,561 | | |
$ | 5,106,030 | |
| | |
| | | |
| | |
| LIABILITIES AND SHAREHOLDERS' EQUITY | |
| | | |
| | |
| | |
| | | |
| | |
| CURRENT LIABILITIES: | |
| | | |
| | |
| Trade payables | |
$ | 131,614 | | |
$ | 100,782 | |
| Deferred revenues and advances from customers | |
| 326,233 | | |
| 303,911 | |
| Current maturities of operating leases | |
| 13,188 | | |
| 13,742 | |
| Accrued expenses and other liabilities | |
| 669,550 | | |
| 469,192 | |
| | |
| | | |
| | |
| Total current liabilities | |
| 1,140,585 | | |
| 887,627 | |
| | |
| | | |
| | |
| LONG-TERM LIABILITIES: | |
| | | |
| | |
| Deferred revenues and advances from customers | |
| 43,623 | | |
| 61,392 | |
| Operating leases | |
| 70,561 | | |
| 75,059 | |
| Deferred tax liabilities | |
| 4,325 | | |
| 109,993 | |
| Other long-term liabilities | |
| 97,173 | | |
| 95,431 | |
| | |
| | | |
| | |
| Total long-term liabilities | |
| 215,682 | | |
| 341,875 | |
| | |
| | | |
| | |
| SHAREHOLDERS' EQUITY | |
| | | |
| | |
| Nice Ltd's equity | |
| 3,846,294 | | |
| 3,876,528 | |
| | |
| | | |
| | |
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | |
$ | 5,202,561 | | |
$ | 5,106,030 | |
| NICE
LTD. AND SUBSIDIARIES |
|
| CONSOLIDATED
STATEMENTS OF INCOME |
|
| U.S.
dollars in thousands (except per share amounts) |
|
| |
|
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| | |
| | |
| | |
| | |
| |
| Revenue: | |
| | | |
| | | |
| | | |
| | |
| Cloud | |
$ | 622,669 | | |
$ | 562,942 | | |
$ | 1,835,083 | | |
$ | 1,630,087 | |
| Services | |
| 128,747 | | |
| 138,706 | | |
| 377,355 | | |
| 419,389 | |
| Product | |
| 39,325 | | |
| 30,351 | | |
| 129,213 | | |
| 109,427 | |
| Total revenue | |
| 790,741 | | |
| 731,999 | | |
| 2,341,651 | | |
| 2,158,903 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cost of revenue: | |
| | | |
| | | |
| | | |
| | |
| Cloud | |
| 230,523 | | |
| 189,661 | | |
| 669,562 | | |
| 555,106 | |
| Services | |
| 60,107 | | |
| 47,218 | | |
| 163,506 | | |
| 141,715 | |
| Product | |
| 6,906 | | |
| 6,051 | | |
| 19,570 | | |
| 19,790 | |
| Total cost of revenue | |
| 297,536 | | |
| 242,930 | | |
| 852,638 | | |
| 716,611 | |
| | |
| | | |
| | | |
| | | |
| | |
| Gross profit | |
| 493,205 | | |
| 489,069 | | |
| 1,489,013 | | |
| 1,442,292 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Research and development, net | |
| 101,462 | | |
| 90,463 | | |
| 301,763 | | |
| 269,327 | |
| Selling and marketing | |
| 197,371 | | |
| 161,864 | | |
| 582,913 | | |
| 493,097 | |
| General and administrative | |
| 73,775 | | |
| 75,968 | | |
| 252,990 | | |
| 210,333 | |
| Total operating expenses | |
| 372,608 | | |
| 328,295 | | |
| 1,137,666 | | |
| 972,757 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating income | |
| 120,597 | | |
| 160,774 | | |
| 351,347 | | |
| 469,535 | |
| | |
| | | |
| | | |
| | | |
| | |
| Financial and other expense (income), net | |
| 1,117 | | |
| (21,136 | ) | |
| (21,807 | ) | |
| (51,806 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income before tax | |
| 119,480 | | |
| 181,910 | | |
| 373,154 | | |
| 521,341 | |
| Taxes on income | |
| 24,405 | | |
| 37,057 | | |
| 148,038 | | |
| 59,794 | |
| Net income | |
$ | 95,075 | | |
$ | 144,853 | | |
$ | 225,116 | | |
$ | 461,547 | |
| | |
| | | |
| | | |
| | | |
| | |
| Earnings per share: | |
| | | |
| | | |
| | | |
| | |
| Basic | |
$ | 1.63 | | |
$ | 2.33 | | |
$ | 3.82 | | |
$ | 7.38 | |
| Diluted | |
$ | 1.60 | | |
$ | 2.29 | | |
$ | 3.77 | | |
$ | 7.26 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average shares outstanding: | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 58,209 | | |
| 62,036 | | |
| 58,976 | | |
| 62,512 | |
| Diluted | |
| 59,306 | | |
| 63,161 | | |
| 59,762 | | |
| 63,574 | |
NICE
LTD. AND SUBSIDIARIES
CONSOLIDATED CASH FLOW STATEMENTS
U.S. dollars in thousands
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| | |
| | |
| | |
| | |
| |
| Operating Activities | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income | |
$ | 95,075 | | |
$ | 144,853 | | |
$ | 225,116 | | |
$ | 461,547 | |
| Adjustments to reconcile net income to net cash provided by operating activities: | |
| | | |
| | | |
| | | |
| | |
| Depreciation and amortization | |
| 59,871 | | |
| 48,918 | | |
| 184,087 | | |
| 136,971 | |
| Share-based compensation and ESPP | |
| 52,445 | | |
| 35,834 | | |
| 140,505 | | |
| 116,481 | |
| Amortization of premium and discount and accrued interest on marketable securities | |
| (174 | ) | |
| 5,838 | | |
| (373 | ) | |
| 1,534 | |
| Deferred taxes, net | |
| (19,856 | ) | |
| 15,997 | | |
| (87,461 | ) | |
| (9,297 | ) |
| Changes in operating assets and liabilities: | |
| | | |
| | | |
| | | |
| | |
| Trade Receivables, net | |
| (60,627 | ) | |
| (26,621 | ) | |
| (160,010 | ) | |
| (52,685 | ) |
| Prepaid expenses and other current assets | |
| 2,241 | | |
| 19,681 | | |
| 15,090 | | |
| 33,390 | |
| Operating lease right-of-use assets | |
| 3,181 | | |
| 2,309 | | |
| 9,436 | | |
| 11,135 | |
| Trade payables | |
| 22,957 | | |
| 11,596 | | |
| 27,829 | | |
| (19,811 | ) |
| Accrued expenses and other current liabilities | |
| (21,363 | ) | |
| (35,295 | ) | |
| 71,383 | | |
| (144,756 | ) |
| Deferred revenue | |
| (30,856 | ) | |
| (30,806 | ) | |
| 5,426 | | |
| 19,049 | |
| Realized gain on marketable securities, net | |
| - | | |
| (4,463 | ) | |
| - | | |
| (4,463 | ) |
| Operating lease liabilities | |
| (4,867 | ) | |
| (2,643 | ) | |
| (14,708 | ) | |
| (13,578 | ) |
| Amortization of discount on debt | |
| - | | |
| 361 | | |
| - | | |
| 1,210 | |
| Gains on intercompany foreign currency transactions | |
| - | | |
| - | | |
| (17,835 | ) | |
| - | |
| Other | |
| (299 | ) | |
| 4,941 | | |
| 1,146 | | |
| 166 | |
| Net cash provided by operating activities | |
| 97,728 | | |
| 190,500 | | |
| 399,631 | | |
| 536,893 | |
| | |
| | | |
| | | |
| | | |
| | |
| Investing Activities | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Purchase of property and equipment | |
| (7,295 | ) | |
| (7,258 | ) | |
| (24,509 | ) | |
| (15,504 | ) |
| Purchase of Investments | |
| (6,507 | ) | |
| (14,903 | ) | |
| (27,654 | ) | |
| (89,044 | ) |
| Proceeds from sales of marketable investments | |
| 7,066 | | |
| 1,064,132 | | |
| 26,949 | | |
| 1,198,906 | |
| Capitalization of internal use software costs | |
| (21,419 | ) | |
| (19,663 | ) | |
| (64,202 | ) | |
| (54,566 | ) |
| Payments for business acquisitions, net of cash acquired | |
| - | | |
| (826,583 | ) | |
| - | | |
| (863,049 | ) |
| Net cash provided by (used in) investing activities | |
| (28,155 | ) | |
| 195,725 | | |
| (89,416 | ) | |
| 176,743 | |
| | |
| | | |
| | | |
| | | |
| | |
| Financing Activities | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Proceeds from employee stock plans | |
| 24 | | |
| 15 | | |
| 11,614 | | |
| 1,023 | |
| Purchase of treasury shares | |
| (72,191 | ) | |
| (40,551 | ) | |
| (383,395 | ) | |
| (323,719 | ) |
| Payment of deferred financing costs | |
| - | | |
| - | | |
| (3,303 | ) | |
| - | |
| Repayment of debt | |
| - | | |
| (460,000 | ) | |
| - | | |
| (460,000 | ) |
| Net cash used in financing activities | |
| (72,167 | ) | |
| (500,536 | ) | |
| (375,084 | ) | |
| (782,696 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Effect of exchange rates on cash and cash equivalents | |
| (683 | ) | |
| (2,087 | ) | |
| (1,245 | ) | |
| 4,199 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net change in cash, cash equivalents and restricted cash | |
| (3,277 | ) | |
| (116,398 | ) | |
| (66,114 | ) | |
| (64,861 | ) |
| Cash, cash equivalents and restricted cash, beginning of period | |
$ | 319,170 | | |
$ | 536,569 | | |
$ | 382,007 | | |
$ | 485,032 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cash, cash equivalents and restricted cash, end of period | |
$ | 315,893 | | |
$ | 420,171 | | |
$ | 315,893 | | |
$ | 420,171 | |
| | |
| | | |
| | | |
| | | |
| | |
| Reconciliation of cash, cash equivalents and restricted cash reported in the consolidated balance sheet: | |
| | | |
| | | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 312,307 | | |
$ | 418,052 | | |
$ | 312,307 | | |
$ | 418,052 | |
| Restricted cash included in other current assets | |
$ | 3,586 | | |
$ | 2,119 | | |
$ | 3,586 | | |
$ | 2,119 | |
| Total cash, cash equivalents and restricted cash shown in the statement of cash flows | |
$ | 315,893 | | |
$ | 420,171 | | |
$ | 315,893 | | |
$ | 420,171 | |
| NICE
LTD. AND SUBSIDIARIES |
| RECONCILIATION
OF GAAP TO NON-GAAP RESULTS |
| U.S.
dollars in thousands (except per share amounts) |
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| GAAP revenues | |
$ | 790,741 | | |
$ | 731,999 | | |
$ | 2,341,651 | | |
$ | 2,158,903 | |
| Non-GAAP revenues | |
$ | 790,741 | | |
$ | 731,999 | | |
$ | 2,341,651 | | |
$ | 2,158,903 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP cost of revenue | |
$ | 297,536 | | |
$ | 242,930 | | |
$ | 852,638 | | |
$ | 716,611 | |
| Amortization of acquired intangible assets on cost of cloud | |
| (25,592 | ) | |
| (17,177 | ) | |
| (79,002 | ) | |
| (45,782 | ) |
| Cost of cloud revenue adjustment (1,2) | |
| (3,948 | ) | |
| (2,910 | ) | |
| (10,957 | ) | |
| (9,381 | ) |
| Cost of services revenue adjustment (1) | |
| (3,428 | ) | |
| (2,431 | ) | |
| (7,997 | ) | |
| (7,127 | ) |
| Cost of product revenue adjustment (1) | |
| - | | |
| (22 | ) | |
| (16 | ) | |
| (65 | ) |
| Non-GAAP cost of revenue | |
$ | 264,568 | | |
$ | 220,390 | | |
$ | 754,666 | | |
$ | 654,256 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP gross profit | |
$ | 493,205 | | |
$ | 489,069 | | |
$ | 1,489,013 | | |
$ | 1,442,292 | |
| Gross profit adjustments | |
| 32,968 | | |
| 22,540 | | |
| 97,972 | | |
| 62,355 | |
| Non-GAAP gross profit | |
$ | 526,173 | | |
$ | 511,609 | | |
$ | 1,586,985 | | |
$ | 1,504,647 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP operating expenses | |
$ | 372,608 | | |
$ | 328,295 | | |
$ | 1,137,666 | | |
$ | 972,757 | |
| Research and development (1,2) | |
| (7,069 | ) | |
| (4,762 | ) | |
| (18,203 | ) | |
| (12,633 | ) |
| Sales and marketing (1,2) | |
| (21,412 | ) | |
| (13,457 | ) | |
| (44,628 | ) | |
| (42,129 | ) |
| General and administrative (1,2) | |
| (22,643 | ) | |
| (22,469 | ) | |
| (71,909 | ) | |
| (58,951 | ) |
| Amortization of acquired intangible assets | |
| (9,064 | ) | |
| (6,859 | ) | |
| (27,372 | ) | |
| (18,508 | ) |
| Non-GAAP operating expenses | |
$ | 312,420 | | |
$ | 280,748 | | |
$ | 975,554 | | |
$ | 840,536 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP financial and other expense (income), net | |
$ | 1,117 | | |
$ | (21,136 | ) | |
$ | (21,807 | ) | |
$ | (51,806 | ) |
| Amortization of discount on debt | |
| - | | |
| (361 | ) | |
| - | | |
| (1,210 | ) |
| Amortization of deferred financing costs | |
| (275 | ) | |
| - | | |
| (678 | ) | |
| - | |
| Realized gain on marketable securities, net | |
| - | | |
| 4,463 | | |
| - | | |
| 4,463 | |
| Gains on intercompany foreign currency transactions | |
| - | | |
| - | | |
| 17,835 | | |
| - | |
| Non-GAAP financial and other expense (income), net | |
$ | 842 | | |
$ | (17,034 | ) | |
$ | (4,650 | ) | |
$ | (48,553 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP taxes on income | |
$ | 24,405 | | |
$ | 37,057 | | |
$ | 148,038 | | |
$ | 59,794 | |
| Tax adjustments re non-GAAP adjustments | |
| 20,306 | | |
| 10,043 | | |
| (20,678 | ) | |
| 76,763 | |
| Non-GAAP taxes on income | |
$ | 44,711 | | |
$ | 47,100 | | |
$ | 127,360 | | |
$ | 136,557 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP net income | |
$ | 95,075 | | |
$ | 144,853 | | |
$ | 225,116 | | |
$ | 461,547 | |
| Amortization of acquired intangible assets | |
| 34,656 | | |
| 24,036 | | |
| 106,374 | | |
| 64,290 | |
| Share-based compensation (1) | |
| 53,723 | | |
| 37,380 | | |
| 144,725 | | |
| 121,220 | |
| Acquisition and divestiture related expenses (2) | |
| 4,777 | | |
| 8,671 | | |
| 8,985 | | |
| 9,066 | |
| Amortization of discount on debt | |
| - | | |
| 361 | | |
| - | | |
| 1,210 | |
| Amortization of deferred financing costs | |
| 275 | | |
| - | | |
| 678 | | |
| - | |
| Realized gain on marketable securities, net | |
| - | | |
| (4,463 | ) | |
| - | | |
| (4,463 | ) |
| Gains on intercompany foreign currency transactions | |
| - | | |
| - | | |
| (17,835 | ) | |
| - | |
| Tax adjustments re non-GAAP adjustments | |
| (20,306 | ) | |
| (10,043 | ) | |
| 20,678 | | |
| (76,763 | ) |
| Non-GAAP net income | |
$ | 168,200 | | |
$ | 200,795 | | |
$ | 488,721 | | |
$ | 576,107 | |
| | |
| | | |
| | | |
| | | |
| | |
| GAAP diluted earnings per share | |
$ | 1.60 | | |
$ | 2.29 | | |
$ | 3.77 | | |
$ | 7.26 | |
| | |
| | | |
| | | |
| | | |
| | |
| Non-GAAP diluted earnings per share | |
$ | 2.84 | | |
$ | 3.18 | | |
$ | 8.18 | | |
$ | 9.06 | |
| | |
| | | |
| | | |
| | | |
| | |
| Shares used in computing GAAP diluted earnings per share | |
| 59,306 | | |
| 63,161 | | |
| 59,762 | | |
| 63,574 | |
| | |
| | | |
| | | |
| | | |
| | |
| Shares used in computing non-GAAP diluted earnings per share | |
| 59,306 | | |
| 63,161 | | |
| 59,762 | | |
| 63,574 | |
| NICE
LTD. AND SUBSIDIARIES |
| RECONCILIATION
OF GAAP TO NON-GAAP RESULTS (continued) |
| U.S.
dollars in thousands |
| (1) |
Share-based
compensation |
|
|
|
|
|
|
|
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
| | |
| | |
| | |
| |
| Cost of cloud revenue | |
$ | 3,770 | | |
$ | 2,910 | | |
$ | 10,779 | | |
$ | 9,381 | |
| Cost of services revenue | |
| 3,428 | | |
| 2,431 | | |
| 7,997 | | |
| 7,127 | |
| Cost of product revenue | |
| - | | |
| 22 | | |
| 16 | | |
| 65 | |
| Research and development | |
| 6,955 | | |
| 4,762 | | |
| 18,089 | | |
| 12,633 | |
| Sales and marketing | |
| 21,170 | | |
| 13,447 | | |
| 44,386 | | |
| 42,119 | |
| General and administrative | |
| 18,400 | | |
| 13,808 | | |
| 63,458 | | |
| 49,895 | |
| | |
$ | 53,723 | | |
$ | 37,380 | | |
$ | 144,725 | | |
$ | 121,220 | |
| (2) |
Acquisition
and divestiture related expenses |
|
|
|
|
|
|
|
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
| | |
| | |
| | |
| |
| Cost of cloud revenue | |
$ | 178 | | |
$ | - | | |
$ | 178 | | |
$ | - | |
| Research and development | |
| 114 | | |
| - | | |
| 114 | | |
| - | |
| Sales and marketing | |
| 242 | | |
| 10 | | |
| 242 | | |
| 10 | |
| General and administrative | |
| 4,243 | | |
| 8,661 | | |
| 8,451 | | |
| 9,056 | |
| | |
$ | 4,777 | | |
$ | 8,671 | | |
$ | 8,985 | | |
$ | 9,066 | |
| NICE
LTD. AND SUBSIDIARIES |
| RECONCILIATION
OF GAAP NET INCOME TO NON-GAAP EBITDA |
| U.S.
dollars in thousands |
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| | |
| | |
| | |
| | |
| |
| GAAP net income | |
$ | 95,075 | | |
$ | 144,853 | | |
$ | 225,116 | | |
$ | 461,547 | |
| Non-GAAP adjustments: | |
| | | |
| | | |
| | | |
| | |
| Depreciation and amortization | |
| 59,871 | | |
| 48,918 | | |
| 184,087 | | |
| 136,971 | |
| Share-based compensation | |
| 52,445 | | |
| 35,834 | | |
| 140,505 | | |
| 116,481 | |
| Financial and other expense (income), net | |
| 1,117 | | |
| (21,136 | ) | |
| (21,807 | ) | |
| (51,806 | ) |
| Acquisition and divestiture related expenses | |
| 4,777 | | |
| 8,671 | | |
| 8,985 | | |
| 9,066 | |
| Taxes on income | |
| 24,405 | | |
| 37,057 | | |
| 148,038 | | |
| 59,794 | |
| Non-GAAP EBITDA | |
$ | 237,690 | | |
$ | 254,197 | | |
$ | 684,924 | | |
$ | 732,053 | |
| NICE
LTD. AND SUBSIDIARIES |
| NON-GAAP
RECONCILIATION - FREE CASH FLOW FROM CONTINUING OPERATIONS |
| U.S.
dollars in thousands |
| | |
Quarter ended | | |
Year to date | |
| | |
September 30, | | |
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| | |
| | |
| | |
| | |
| |
| Net cash provided by operating activities | |
$ | 97,728 | | |
$ | 190,500 | | |
$ | 399,631 | | |
$ | 536,893 | |
| | |
| | | |
| | | |
| | | |
| | |
| Purchase of property and equipment | |
| (7,295 | ) | |
| (7,258 | ) | |
| (24,509 | ) | |
| (15,504 | ) |
| Capitalization of internal use software costs | |
| (21,419 | ) | |
| (19,663 | ) | |
| (64,202 | ) | |
| (54,566 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Free Cash Flow (a) | |
$ | 69,014 | | |
$ | 163,579 | | |
$ | 310,920 | | |
$ | 466,823 | |
| (a)
Free cash flow from continuing operations is defined as operating cash flows from continuing operations less capital expenditures
of the continuing operations and less capitalization of internal use software costs. |
| |
|
|