Verra Mobility (NASDAQ: VRRM) lifts Q2 sales but records $64M goodwill hit
Rhea-AI Filing Summary
Verra Mobility Corporation reported second quarter 2026 revenue of $263.6 million, up 12% from $236.0 million a year earlier, driven by 20% growth in Government Solutions to $128.5 million and 6% growth in Commercial Services to $115.1 million. Parking Solutions revenue was $20.0 million, roughly flat year over year.
The company recorded a net loss of $48.2 million, or $0.32 per share, versus net income of $38.6 million a year ago, mainly due to a $64.0 million goodwill impairment and $40.4 million intangible impairment in the Parking Solutions segment and higher operating expenses. Non-GAAP results were stronger, with Adjusted EBITDA of $110.7 million (42% margin) versus $105.3 million and Adjusted EPS of $0.38 versus $0.34.
Net cash provided by operating activities was $56.4 million, down from $75.1 million, and Free Cash Flow was $32.6 million. As of June 30, 2026, cash was $49.6 million, Net Debt was $993.2 million and Net Leverage was 2.4x. The company extended long-term contracts with Avis and Hertz on terms it describes as materially less favorable, including fleet volume modulation rights that could materially affect future results, and recorded leadership and organizational changes while revising its 2026 full-year guidance for revenue, Adjusted EBITDA, Adjusted EPS and Free Cash Flow.
Positive
- Revenue and non-GAAP earnings growth: Q2 2026 revenue rose 12% to $263.6 million, led by 20% growth in Government Solutions, while Adjusted EPS increased to $0.38 and Adjusted EBITDA to $110.7 million from $105.3 million.
Negative
- Large impairments and swing to net loss: A $64.0 million goodwill impairment and $40.4 million intangible impairment in Parking Solutions drove a Q2 net loss of $48.2 million versus prior-year net income of $38.6 million.
- Key customer contracts on weaker terms: Seven- and five-year extensions with two significant Commercial Services customers are on materially less favorable terms and allow fleet volume modulation, which the company states could materially adversely affect revenue, cash flows, and results.
- Lower cash generation and higher leverage: Q2 operating cash flow fell to $56.4 million from $75.1 million and Free Cash Flow to $32.6 million, while Net Debt rose to $993.2 million and Net Leverage to 2.4x from 2.3x.
- CEO departure and restructuring: President and CEO David Roberts departed, an interim CEO was appointed, and organizational realignment with transformation expenses is underway, adding execution and leadership transition risk.
Filing Explained
In addition to the results already reported, the filing adds that Verra Mobility repurchased and retired
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
Free Cash Flow financial
Net Leverage financial
goodwill impairment financial
Tax receivable agreement liability financial
Earnings Snapshot
For full year 2026, the company expects total revenue of $945–$965 million, Adjusted EBITDA of $360–$370 million, Adjusted EPS of $1.11–$1.17, and Free Cash Flow of $105–$115 million, based on assumptions for share count, tax rate, interest, working capital use, and approximately $135 million of capital expenditures.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction |
(Commission |
(IRS Employer |
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(
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
(Title of each class) |
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(Trading symbol) |
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(Name of each exchange on which registered) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
1
Item 2.02 Results of Operations and Financial Condition.
On August 5, 2026, Verra Mobility Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 7.01 Regulation FD Disclosure.
The Company will host a conference call and live webcast to discuss its second quarter 2026 financial results on August 5, 2026, at 5:00 p.m. Eastern time. Live and archived webcasts of the presentation will also be available on the Company’s investor relations website at ir.verramobility.com, although the Company reserves the right to discontinue that availability at any time.
On August 5, 2026, the Company posted supplemental investor materials on its investor relations website. The Company uses its investor relations website as a means of disclosing material non-public information, announcing upcoming investor conferences, and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s investor relations website in addition to following its press releases, filings with the Securities and Exchange Commission, and public conference calls and webcasts.
The information being furnished pursuant to Item 2.02, including Exhibit 99.1, and Item 7.01 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
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Description of Exhibits |
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99.1 |
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Press Release, dated August 5, 2026, issued by Verra Mobility Corporation. |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 5, 2026 |
Verra Mobility Corporation |
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By: |
/s/ Craig Conti |
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Name: |
Craig Conti |
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Title: |
Chief Financial Officer |
3
Exhibit 99.1
Verra Mobility Announces Second Quarter 2026 Financial Results
MESA, Ariz., August 5, 2026 /PRNewswire/ – Verra Mobility Corporation (NASDAQ: VRRM), a leading provider of smart mobility technology solutions, announced today the financial results for the second quarter ended June 30, 2026.
"I am proud of what our team accomplished during the second quarter, delivering revenue and profitability above our internal expectations while continuing to execute well across the business," said Jon Keyser, Interim Chief Executive Officer of Verra Mobility. "During the quarter, we also retained two of our most important customer relationships by extending our long-standing agreements with Avis Budget Group and Hertz. These agreements, together with our selection by the City of Los Angeles to implement California's largest speed safety program, reflect the strength of our technology, our operational capabilities and the trust our customers place in Verra Mobility."
"This has been a transformative quarter for our company. On behalf of our leadership team, I want to sincerely thank our employees for embracing change, acting with urgency and re-centering our focus on customer success. Their commitment is helping build a more agile, customer-centric Verra Mobility and positions us for long-term value creation."
Second Quarter 2026 Financial Highlights
1
Exhibit 99.1
*Non-GAAP measure; refer to “Non-GAAP Financial Measures” further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.
We report our results of operations based on three operating segments:
Second Quarter 2026 Segment Detail
2
Exhibit 99.1
Liquidity and Debt: As of June 30, 2026, cash and cash equivalents were $49.6 million and total debt, net was $1,035 million. Net cash provided by operating activities was $56.4 million for the three months ended June 30, 2026, and $97.2 million for the six months ended June 30, 2026.
Net Debt and Net Leverage*: As of June 30, 2026, Net Debt was $993.2 million and Net Leverage was 2.4x, as compared to $971.8 million and 2.3x as of December 31, 2025.
*Non-GAAP measure; refer to “Non-GAAP Financial Measures” further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.
Change in Executive Leadership and Organizational Realignment
On June 1, 2026, we announced that David Roberts had departed as our President and Chief Executive Officer and as a member of our Board of Directors. The Board appointed Jon Keyser, previously our Chief Transformation Officer and Executive Vice President and Chief Legal Officer, as Interim President and Chief Executive Officer and retained an executive search firm to assist with a comprehensive search for a permanent successor.
On June 17, 2026, we announced organizational changes intended to accelerate our transformation initiatives, strengthen customer focus and create a more agile and efficient operating model. These changes are intended to build upon a hybrid operating model that centralizes key functions, including Human Resources, Finance, Legal, Government Relations, Engineering and Product Management. Stacey Moser was appointed Chief Customer Officer with responsibility for sales, account management and marketing across our Commercial Services and Government Solutions businesses. We are evaluating the effect of these organizational and internal management reporting changes on our operating and reportable segments.
Commercial Services Customer Contracts
We announced that one of our three significant Commercial Services customers had issued a notice terminating its contract with us; that customer subsequently withdrew and rescinded the notice and instead entered into a seven-year contract extension on terms materially less favorable to us than the prior agreement, including an option for the customer to modulate its fleet volume. A second significant Commercial Services customer entered into a five-year extension, with options to extend, also on materially less favorable terms and with fleet volume modulation rights.
Fluctuations in fleet volume under these arrangements could cause our revenue, results of operations, and cash flows to vary from period to period and could have a material adverse effect on our business, financial condition,
3
Exhibit 99.1
and results of operations. Additionally, any future termination of either extended contract could have a material adverse effect on our business, financial condition, and results of operations.
Goodwill and Intangible Assets Impairments
We recorded a $64.0 million impairment to goodwill in our Parking Solutions segment during the six months ended June 30, 2026, which is presented in a separate line item on the consolidated statements of operations. This was in connection with our 2026 assessment of goodwill impairment which determined that the Parking Solutions reporting unit carrying value exceeded the estimated fair value. As part of this assessment, we determined that the carrying value of certain intangibles within the Parking Solutions segment were not recoverable and recorded a $40.4 million impairment to intangibles in our Parking Solutions segment during the six months ended June 30, 2026, which is presented in a separate line item on the consolidated statements of operations.
2026 Full Year Guidance
Any guidance that we provide is subject to change as a variety of factors can affect actual operating results. Certain of the factors that may impact our actual operating results are identified below in the safe harbor language included within Forward-Looking Statements of this press release.
We are providing the following forward-looking guidance, which includes Adjusted EBITDA, Adjusted EPS, and Free Cash Flow, all of which are non-GAAP financial measures (defined below).
Based on our first half 2026 results and our outlook for the remainder of the year, we are revising our 2026 full year financial outlook to the following:
Underlying Assumptions for 2026 Full Year Guidance
4
Exhibit 99.1
Conference Call Details
Date: August 5, 2026
Time: 5:00 p.m. Eastern Time
To access this conference call by telephone, register here to receive dial-in numbers and a unique PIN to join the call.
Webcast Information: Available live in the “Investor Relations” section of our website at http://ir.verramobility.com.
A replay of the call will also be made available on the Investor Relations website. A copy of the earnings call presentation will be available on the Investor Relations section of our website.
About Verra Mobility
Verra Mobility Corporation (NASDAQ: VRRM) is a leading provider of smart mobility technology solutions that make transportation safer, smarter, and more connected. The company sits at the center of the mobility ecosystem, bringing together vehicles, hardware, software, data, and people to enable safe, efficient solutions for customers globally. Verra Mobility’s transportation safety systems and parking management solutions protect lives, improve urban and motorway mobility, and support healthier communities. The company also solves complex payment, utilization, and compliance challenges for fleet owners and rental car companies. Headquartered in Arizona, Verra Mobility operates in the United States, Australia, Europe, and Canada. For more information, please visit www.verramobility.com.
Forward-Looking Statements
This press release contains forward-looking statements which address our expected future business and financial performance, and may contain words such as “goal,” “target,” “future,” “estimate,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “project,” “may,” “should,” “will” or similar expressions. Forward-looking statements include statements regarding changes and trends in the market for our products and services, including expected operating results and metrics, such as revenue growth and expected margins; expansion plans and opportunities; expectations regarding the fluctuations in fleet volume under our arrangements with two of our significant Commercial Services customers; expectations relating to our selection by the City of Los Angeles to implement California’s largest speed safety program and the contract with the New York City Department of Transportation (“NYCDOT”); expectations regarding the prospect for long-term renewal with our other significant Commercial Services customer; our ability to improve operational efficiencies, generate cost savings and improve customer centricity; our ability to achieve expected benefits from transformation and strategic initiatives; full year guidance for 2026, including expected total revenue, Adjusted EBITDA, Adjusted EPS, and Free Cash Flow, and the underlying assumptions for the 2026 full-year guidance, including expected weighted average fully diluted share count, effective tax rate and cash taxes, expected depreciation and amortization expenses, expected interest expense, net and total net cash interest, expected change in working capital, expected capital expenditures, and expected operating expenditures; expectations relating to momentum across key growth areas and our pipeline; our ability to meet our long-term outlook; the expected benefits of our smart mobility platform, including margin expansion impact; and expectations concerning our share repurchase program. Forward-looking statements involve risks and uncertainties, and a number of factors could cause actual results to differ materially from those currently anticipated. These factors include, but are not limited to, the impact of negative industry and macroeconomic conditions, including inflation and higher interest rates, the impact of government actions and regulations, such as tariffs, trade protection measures, and military conflicts, on our customers or Verra Mobility; customer concentration in our Commercial Services and Government Solutions segments, including risks impacting these segments such as travel demand and legislation, and the risk of losing a customer; risks related to our contract with NYCDOT, which comprises a material portion of our revenue, including the timing of payments; risks associated with fluctuations in fleet volume under our arrangements with two of our significant Commercial Services customers; risks associated with the renewal of Commercial Services customer agreements or any future termination of any such contracts; risks related to the contractual renewal discussions with our third significant Commercial Services customer; risks and uncertainties related to our
5
Exhibit 99.1
government contracts, including legislative changes, termination rights, delays in payments, audits, and investigations; decreases in the prevalence or political acceptance of, or an increase in governmental restrictions regarding, automated and other similar methods of photo enforcement, parking solutions, or the use of tolling; our ability to successfully implement our acquisition strategy or integrate acquisitions; failures in or breaches of our networks or systems, including as a result of cyber-attacks or other incidents; risks and uncertainties related to our international operations and our ability to develop and successfully market new products and technologies into new markets; our failure to acquire necessary intellectual property or adequately protect our intellectual property; our ability to manage our substantial level of indebtedness; our ability to maintain effective internal controls over financial reporting; risks related to our goodwill and intangible assets, which have been subject to impairment and may be subject to further impairment in the future; our ability to properly perform under our contracts and otherwise satisfy our customers; risks associated with the use of artificial intelligence (“AI”) and related tools and our ability to achieve expected benefits from AI; our ability to incorporate AI into our business and transform our data into valuable insights, deliver more intelligent software and hardware, improve our efficiency of our operations and create a new generation of AI-enabled transportation solutions that strengthens customer outcomes, improves roadway safety and increases the long-term value of our technology platform;; decreased interest in outsourcing from our customers; our ability to keep up with technological developments and changing customer preferences; our ability to compete in a highly competitive and rapidly evolving market; risks and uncertainties related to our share repurchase program; risks and uncertainties related to litigation, including pending securities litigation, and other disputes and regulatory investigations; our reliance on specialized third-party providers; and other risks and uncertainties indicated from time to time in documents we filed or will file with the Securities and Exchange Commission (the “SEC”). In addition, no assurance can be given that any plan, initiative, projection, goal, commitment, expectation, or prospect set forth in this press release can or will be achieved. This press release should be read in conjunction with the information included in our other press releases, reports, and other filings with the SEC. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our 2025 Annual Report on Form 10-K and first quarter 2026 Quarterly Report on Form 10-Q. These forward-looking statements speak only as of the date of this press release and except to the extent required by applicable law, we do not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments, or otherwise. Understanding the information contained in these filings is important in order to fully understand our reported financial results and our business outlook for future periods.
Additional Information
We periodically provide information for investors on our corporate website, www.verramobility.com, and our investor relations website, ir.verramobility.com.
We intend to use our website including our quarterly earnings presentation as a means of disclosing material non-public information, additional financial and operating metrics and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor our website, in addition to following our press releases, SEC filings, public conference calls, webcasts, and social media. In addition, you may enroll to automatically receive e-mail alerts and other information about our company by visiting “Email Alerts” under the “Investor Resources” section of the “Investors” portion of our website.
6
Exhibit 99.1
Non-GAAP Financial Measures
In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles (“GAAP”), we also disclose certain non-GAAP financial information in this press release. These financial measures are not recognized measures under GAAP and are not intended to be, and should not be, considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. EBITDA, Adjusted EBITDA, Free Cash Flow, Adjusted Net Income, Adjusted EPS, Adjusted EBITDA Margin, Net Debt, and Net Leverage are non-GAAP financial measures as defined by SEC rules. These non-GAAP financial measures may be determined or calculated differently by other companies. As a result, they may not be comparable to similarly titled performance measures presented by other companies. Reconciliations of these non-GAAP measurements to the most directly comparable GAAP financial measurements have been provided in the financial statement tables included in this press release, and investors are encouraged to review the reconciliations.
We are not providing a quantitative reconciliation of Adjusted EBITDA, Adjusted EPS, or Free Cash Flow which are included in our 2026 financial guidance above, in reliance on the “unreasonable efforts” exception for forward-looking non-GAAP measures set forth in SEC rules because certain financial information, the probable significance of which cannot be determined, is not available and cannot be reasonably estimated without unreasonable effort and expense. In this regard, we are unable to provide a reconciliation of forward-looking Adjusted EBITDA to GAAP net income, Adjusted EPS to net income per share and Free Cash Flow to net cash provided by operating activities, due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation. Due to the uncertainty of estimates and assumptions used in preparing forward-looking non-GAAP measures, we caution investors that actual results could differ materially from these non-GAAP financial projections.
We use the non-GAAP metrics EBITDA, Adjusted EBITDA, Free Cash Flow, Adjusted Net Income, Adjusted EPS, and Adjusted EBITDA Margin to measure our performance from period to period, to evaluate and fund incentive compensation programs and to compare our results to those of our competitors. We use the non-GAAP metrics Free Cash Flow in connection with managing the business and we use the non-GAAP metrics “Net Debt” and “Net Leverage” to understand our overall leverage position and to evaluate capital allocation decisions. In addition, we also believe that these non-GAAP measures provide useful information to investors regarding financial and business trends related to our results of operations and that when non-GAAP financial information is viewed with GAAP financial information, investors are provided with a more meaningful understanding of our ongoing operating performance, liquidity, and leverage relative to other periods. These non-GAAP measures have certain limitations as analytical tools and should not be used as substitutes for net income, cash flows from operations, earnings per share, other consolidated income, cash flow, or debt data prepared in accordance with GAAP.
EBITDA and Adjusted EBITDA
We define “EBITDA” as net (loss) income adjusted to exclude interest expense, net, income taxes, depreciation and amortization. “Adjusted EBITDA” further excludes certain non-cash expenses and non-recurring items.
Free Cash Flow
We define “Free Cash Flow” as net cash flow provided by operating activities less purchases of installation and service parts and property and equipment.
Adjusted Net Income
We define “Adjusted Net Income” as net (loss) income adjusted to exclude amortization of intangibles and certain non-cash or non-recurring expenses such as loss on extinguishment of debt, among other items.
Adjusted EPS
We define “Adjusted EPS” as Adjusted Net Income divided by the diluted weighted average shares for the period.
7
Exhibit 99.1
Adjusted EBITDA Margin
We define “Adjusted EBITDA Margin” as Adjusted EBITDA as a percentage of total revenue.
Net Debt
We define “Net Debt” as total debt, net excluding original issue discounts and unamortized deferred financing costs, less cash and cash equivalents.
Net Leverage
We define “Net Leverage” as Net Debt divided by the trailing twelve months Adjusted EBITDA as of the current quarter-end.
Additional Metrics
Recurring Revenue or Recurring Service Revenue
We define “Recurring Revenue” or “Recurring Service Revenue” as all revenue other than product sales for each of our segments, as we typically generate revenue on a recurring monthly basis under long-term contracts with our customers. This includes our Commercial Services segment where we generate service revenue through processing of tolls, violations, and titles and registrations.
8
Exhibit 99.1
VERRA MOBILITY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except per share data) |
|
June 30, |
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December 31, |
|
||
Assets |
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|
|
|
|
|
||
Current assets: |
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|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
49,561 |
|
|
$ |
65,272 |
|
Restricted cash |
|
|
3,629 |
|
|
|
3,046 |
|
Accounts receivable (net of allowance for credit losses of $20.4 million and |
|
|
259,424 |
|
|
|
234,288 |
|
Unbilled receivables |
|
|
97,279 |
|
|
|
56,100 |
|
Inventory |
|
|
24,277 |
|
|
|
20,662 |
|
Prepaid expenses and other current assets |
|
|
56,529 |
|
|
|
61,534 |
|
Total current assets |
|
|
490,699 |
|
|
|
440,902 |
|
Installation and service parts, net |
|
|
30,304 |
|
|
|
27,081 |
|
Property and equipment, net |
|
|
249,079 |
|
|
|
208,703 |
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Operating lease assets |
|
|
46,178 |
|
|
|
36,359 |
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Intangible assets, net |
|
|
98,685 |
|
|
|
168,641 |
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Goodwill |
|
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676,826 |
|
|
|
741,610 |
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Other non-current assets |
|
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24,420 |
|
|
|
22,366 |
|
Total assets |
|
$ |
1,616,191 |
|
|
$ |
1,645,662 |
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Liabilities and Stockholders' Equity |
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|
|
|
|
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||
Current liabilities: |
|
|
|
|
|
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||
Accounts payable |
|
$ |
141,117 |
|
|
$ |
101,813 |
|
Deferred revenue |
|
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21,713 |
|
|
|
26,650 |
|
Accrued liabilities |
|
|
60,345 |
|
|
|
69,851 |
|
Tax receivable agreement liability, current portion |
|
|
5,257 |
|
|
|
5,257 |
|
Current portion of debt |
|
|
10,000 |
|
|
|
6,888 |
|
Total current liabilities |
|
|
238,432 |
|
|
|
210,459 |
|
Debt, net of current portion |
|
|
1,024,657 |
|
|
|
1,021,157 |
|
Operating lease liabilities, net of current portion |
|
|
46,664 |
|
|
|
31,338 |
|
Tax receivable agreement liability, net of current portion |
|
|
33,418 |
|
|
|
38,418 |
|
Asset retirement obligations |
|
|
18,898 |
|
|
|
17,789 |
|
Deferred tax liabilities, net |
|
|
11,464 |
|
|
|
16,341 |
|
Other long-term liabilities |
|
|
19,036 |
|
|
|
17,200 |
|
Total liabilities |
|
|
1,392,569 |
|
|
|
1,352,702 |
|
Commitments and contingencies |
|
|
|
|
|
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||
Stockholders' equity |
|
|
|
|
|
|
||
Preferred stock, $0.0001 par value |
|
|
— |
|
|
|
— |
|
Class A common stock, $0.0001 par value |
|
|
15 |
|
|
|
15 |
|
Additional paid-in capital |
|
|
541,477 |
|
|
|
547,274 |
|
Accumulated deficit |
|
|
(308,124 |
) |
|
|
(243,759 |
) |
Accumulated other comprehensive loss |
|
|
(9,746 |
) |
|
|
(10,570 |
) |
Total stockholders' equity |
|
|
223,622 |
|
|
|
292,960 |
|
Total liabilities and stockholders' equity |
|
$ |
1,616,191 |
|
|
$ |
1,645,662 |
|
9
Exhibit 99.1
VERRA MOBILITY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE (LOSS) INCOME
(Unaudited)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
(In thousands, except per share data) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Service revenue |
|
$ |
246,710 |
|
|
$ |
223,477 |
|
|
$ |
460,102 |
|
|
$ |
435,379 |
|
Product sales |
|
|
16,881 |
|
|
|
12,548 |
|
|
|
27,057 |
|
|
|
23,900 |
|
Total revenue |
|
|
263,591 |
|
|
|
236,025 |
|
|
|
487,159 |
|
|
|
459,279 |
|
Cost of service revenue, excluding depreciation and amortization |
|
|
14,210 |
|
|
|
4,629 |
|
|
|
21,601 |
|
|
|
9,412 |
|
Cost of product sales |
|
|
14,035 |
|
|
|
8,946 |
|
|
|
22,325 |
|
|
|
16,978 |
|
Operating expenses |
|
|
90,577 |
|
|
|
81,317 |
|
|
|
176,520 |
|
|
|
155,056 |
|
Selling, general and administrative expenses |
|
|
43,990 |
|
|
|
48,466 |
|
|
|
84,843 |
|
|
|
99,967 |
|
Depreciation, amortization and (gain) loss on disposal of assets, net |
|
|
29,167 |
|
|
|
29,473 |
|
|
|
58,458 |
|
|
|
57,287 |
|
Goodwill impairment |
|
|
64,037 |
|
|
|
— |
|
|
|
64,037 |
|
|
|
— |
|
Impairment of intangible assets |
|
|
40,354 |
|
|
|
— |
|
|
|
40,354 |
|
|
|
— |
|
Total costs and expenses |
|
|
296,370 |
|
|
|
172,831 |
|
|
|
468,138 |
|
|
|
338,700 |
|
(Loss) income from operations |
|
|
(32,779 |
) |
|
|
63,194 |
|
|
|
19,021 |
|
|
|
120,579 |
|
Interest expense, net |
|
|
15,486 |
|
|
|
16,572 |
|
|
|
30,893 |
|
|
|
33,208 |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
23 |
|
|
|
— |
|
|
|
48 |
|
Other income, net |
|
|
(6,040 |
) |
|
|
(6,003 |
) |
|
|
(10,134 |
) |
|
|
(10,112 |
) |
Total other expenses |
|
|
9,446 |
|
|
|
10,592 |
|
|
|
20,759 |
|
|
|
23,144 |
|
(Loss) income before income taxes |
|
|
(42,225 |
) |
|
|
52,602 |
|
|
|
(1,738 |
) |
|
|
97,435 |
|
Income tax provision |
|
|
5,953 |
|
|
|
14,027 |
|
|
|
19,696 |
|
|
|
26,521 |
|
Net (loss) income |
|
$ |
(48,178 |
) |
|
$ |
38,575 |
|
|
$ |
(21,434 |
) |
|
$ |
70,914 |
|
Other comprehensive (loss) income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Change in foreign currency translation adjustment |
|
|
(170 |
) |
|
|
6,386 |
|
|
|
824 |
|
|
|
8,513 |
|
Total comprehensive (loss) income |
|
$ |
(48,348 |
) |
|
$ |
44,961 |
|
|
$ |
(20,610 |
) |
|
$ |
79,427 |
|
Net (loss) income per share: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
$ |
(0.32 |
) |
|
$ |
0.24 |
|
|
$ |
(0.14 |
) |
|
$ |
0.44 |
|
Diluted |
|
$ |
(0.32 |
) |
|
$ |
0.24 |
|
|
$ |
(0.14 |
) |
|
$ |
0.44 |
|
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
|
151,945 |
|
|
|
159,478 |
|
|
|
151,896 |
|
|
|
159,511 |
|
Diluted |
|
|
151,945 |
|
|
|
161,543 |
|
|
|
151,896 |
|
|
|
161,804 |
|
10
Exhibit 99.1
VERRA MOBILITY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
Three Months Ended June 30, |
|
|||||
($ in thousands) |
|
2026 |
|
|
2025 |
|
||
Cash Flows from Operating Activities: |
|
|
|
|
|
|
||
Net (loss) income |
|
$ |
(48,178 |
) |
|
$ |
38,575 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
28,530 |
|
|
|
29,155 |
|
Amortization of deferred financing costs and discounts |
|
|
559 |
|
|
|
971 |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
23 |
|
Share-based proceeds from legal settlement |
|
|
— |
|
|
|
— |
|
Unrealized loss on remeasurement of share-based proceeds |
|
|
1,120 |
|
|
|
— |
|
Credit loss expense |
|
|
4,575 |
|
|
|
5,741 |
|
Deferred income taxes |
|
|
(7,278 |
) |
|
|
(2,987 |
) |
Stock-based compensation |
|
|
195 |
|
|
|
7,279 |
|
Uncertain tax position reserve release |
|
|
— |
|
|
|
(1,682 |
) |
Goodwill impairment |
|
|
64,037 |
|
|
|
— |
|
Impairment of intangible assets |
|
|
40,354 |
|
|
|
— |
|
Other |
|
|
729 |
|
|
|
— |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable |
|
|
(42,289 |
) |
|
|
(10,133 |
) |
Unbilled receivables |
|
|
(14,637 |
) |
|
|
(4,218 |
) |
Inventory |
|
|
(1,548 |
) |
|
|
(55 |
) |
Prepaid expenses and other assets |
|
|
(218 |
) |
|
|
1,198 |
|
Deferred revenue |
|
|
(2,695 |
) |
|
|
3,105 |
|
Accounts payable and other current liabilities |
|
|
28,474 |
|
|
|
9,985 |
|
Other liabilities |
|
|
4,675 |
|
|
|
(1,809 |
) |
Net cash provided by operating activities |
|
|
56,405 |
|
|
|
75,148 |
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
||
Purchases of installation and service parts and property and equipment |
|
|
(23,849 |
) |
|
|
(34,875 |
) |
Cash proceeds from the sale of assets |
|
|
99 |
|
|
|
75 |
|
Net cash used in investing activities |
|
|
(23,750 |
) |
|
|
(34,800 |
) |
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
Borrowings on Amended Revolver |
|
|
62,000 |
|
|
|
— |
|
Repayment on Amended Revolver |
|
|
(88,000 |
) |
|
|
— |
|
Repayment of term loan debt |
|
|
(1,722 |
) |
|
|
(2,254 |
) |
Equipment financing arrangements |
|
|
39 |
|
|
|
— |
|
Repayment of equipment financing arrangements |
|
|
(210 |
) |
|
|
— |
|
Payment of debt issuance costs |
|
|
43 |
|
|
|
(219 |
) |
Share repurchases and retirement |
|
|
(1,330 |
) |
|
|
— |
|
Proceeds from the exercise of stock options |
|
|
— |
|
|
|
671 |
|
Payment of employee tax withholding related to RSUs and PSUs vesting |
|
|
(226 |
) |
|
|
(384 |
) |
Net cash used in financing activities |
|
|
(29,406 |
) |
|
|
(2,186 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
(165 |
) |
|
|
1,232 |
|
Net increase in cash, cash equivalents and restricted cash |
|
|
3,084 |
|
|
|
39,394 |
|
Cash, cash equivalents and restricted cash - beginning of period |
|
|
50,106 |
|
|
|
114,531 |
|
Cash, cash equivalents and restricted cash - end of period |
|
$ |
53,190 |
|
|
$ |
153,925 |
|
11
Exhibit 99.1
VERRA MOBILITY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
Six Months Ended June 30, |
|
|||||
($ in thousands) |
|
2026 |
|
|
2025 |
|
||
Cash Flows from Operating Activities: |
|
|
|
|
|
|
||
Net (loss) income |
|
$ |
(21,434 |
) |
|
$ |
70,914 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
57,755 |
|
|
|
56,645 |
|
Amortization of deferred financing costs and discounts |
|
|
1,122 |
|
|
|
1,903 |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
48 |
|
Share-based proceeds from legal settlement |
|
|
(7,865 |
) |
|
|
— |
|
Unrealized loss on remeasurement of share-based proceeds |
|
|
2,628 |
|
|
|
— |
|
Credit loss expense |
|
|
7,210 |
|
|
|
13,856 |
|
Deferred income taxes |
|
|
(5,262 |
) |
|
|
(4,467 |
) |
Stock-based compensation |
|
|
7,147 |
|
|
|
13,735 |
|
Uncertain tax position reserve release |
|
|
— |
|
|
|
(1,682 |
) |
Goodwill impairment |
|
|
64,037 |
|
|
|
— |
|
Impairment of intangible assets |
|
|
40,354 |
|
|
|
— |
|
Other |
|
|
881 |
|
|
|
1,227 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable |
|
|
(32,412 |
) |
|
|
(23,674 |
) |
Unbilled receivables |
|
|
(40,858 |
) |
|
|
(2,710 |
) |
Inventory |
|
|
(9,745 |
) |
|
|
182 |
|
Prepaid expenses and other assets |
|
|
11,037 |
|
|
|
5,975 |
|
Deferred revenue |
|
|
(5,009 |
) |
|
|
(56 |
) |
Accounts payable and other current liabilities |
|
|
22,931 |
|
|
|
7,900 |
|
Other liabilities |
|
|
4,729 |
|
|
|
(1,683 |
) |
Net cash provided by operating activities |
|
|
97,246 |
|
|
|
138,113 |
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
||
Purchases of installation and service parts and property and equipment |
|
|
(55,048 |
) |
|
|
(56,118 |
) |
Cash proceeds from the sale of assets |
|
|
211 |
|
|
|
99 |
|
Net cash used in investing activities |
|
|
(54,837 |
) |
|
|
(56,019 |
) |
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
Borrowings on Amended Revolver |
|
|
110,500 |
|
|
|
— |
|
Repayment on Amended Revolver |
|
|
(110,500 |
) |
|
|
— |
|
Repayment of term loan debt |
|
|
(3,444 |
) |
|
|
(4,509 |
) |
Equipment financing arrangements |
|
|
2,908 |
|
|
|
— |
|
Repayment of equipment financing arrangements |
|
|
(210 |
) |
|
|
— |
|
Payment of debt issuance costs |
|
|
(536 |
) |
|
|
(262 |
) |
Share repurchases and retirement |
|
|
(51,567 |
) |
|
|
— |
|
Proceeds from the exercise of stock options |
|
|
336 |
|
|
|
841 |
|
Payment of employee tax withholding related to RSUs and PSUs vesting |
|
|
(5,474 |
) |
|
|
(6,990 |
) |
Net cash used in financing activities |
|
|
(57,987 |
) |
|
|
(10,920 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
450 |
|
|
|
1,597 |
|
Net (decrease) increase in cash, cash equivalents and restricted cash |
|
|
(15,128 |
) |
|
|
72,771 |
|
Cash, cash equivalents and restricted cash - beginning of period |
|
|
68,318 |
|
|
|
81,154 |
|
Cash, cash equivalents and restricted cash - end of period |
|
$ |
53,190 |
|
|
$ |
153,925 |
|
12
Exhibit 99.1
VERRA MOBILITY CORPORATION
RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA (Unaudited)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
($ in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Net (loss) income |
|
$ |
(48,178 |
) |
|
$ |
38,575 |
|
|
$ |
(21,434 |
) |
|
$ |
70,914 |
|
Interest expense, net |
|
|
15,486 |
|
|
|
16,572 |
|
|
|
30,893 |
|
|
|
33,208 |
|
Income tax provision |
|
|
5,953 |
|
|
|
14,027 |
|
|
|
19,696 |
|
|
|
26,521 |
|
Depreciation and amortization |
|
|
28,530 |
|
|
|
29,155 |
|
|
|
57,755 |
|
|
|
56,645 |
|
EBITDA |
|
|
1,791 |
|
|
|
98,329 |
|
|
|
86,910 |
|
|
|
187,288 |
|
Transaction and other related expenses (i) |
|
|
— |
|
|
|
1,093 |
|
|
|
— |
|
|
|
1,093 |
|
Transformation expenses (ii) |
|
|
3,219 |
|
|
|
(1,403 |
) |
|
|
7,412 |
|
|
|
(1,403 |
) |
Legal accrual/settlement (iii) |
|
|
1,098 |
|
|
|
— |
|
|
|
(9,180 |
) |
|
|
— |
|
Goodwill impairment (iv) |
|
|
64,037 |
|
|
|
— |
|
|
|
64,037 |
|
|
|
— |
|
Impairment of intangible assets (v) |
|
|
40,354 |
|
|
|
— |
|
|
|
40,354 |
|
|
|
— |
|
Transfer pricing adjustments |
|
|
(3 |
) |
|
|
— |
|
|
|
(3 |
) |
|
|
— |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
23 |
|
|
|
— |
|
|
|
48 |
|
Stock-based compensation (vi) |
|
|
195 |
|
|
|
7,279 |
|
|
|
7,147 |
|
|
|
13,735 |
|
Adjusted EBITDA |
|
$ |
110,691 |
|
|
$ |
105,321 |
|
|
$ |
196,677 |
|
|
$ |
200,761 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EBITDA Margin |
|
|
42 |
% |
|
|
45 |
% |
|
|
40 |
% |
|
|
44 |
% |
Net (Loss) Income Margin |
|
|
(18 |
)% |
|
|
16 |
% |
|
|
(4 |
)% |
|
|
15 |
% |
Revenue |
|
|
263,591 |
|
|
|
236,025 |
|
|
|
487,159 |
|
|
|
459,279 |
|
13
Exhibit 99.1
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW (Unaudited)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
($ in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Net cash provided by operating activities |
|
$ |
56,405 |
|
|
$ |
75,148 |
|
|
$ |
97,246 |
|
|
$ |
138,113 |
|
Purchases of installation and service parts and property and equipment |
|
|
(23,849 |
) |
|
|
(34,875 |
) |
|
|
(55,048 |
) |
|
|
(56,118 |
) |
Free Cash Flow |
|
$ |
32,556 |
|
|
$ |
40,273 |
|
|
$ |
42,198 |
|
|
$ |
81,995 |
|
RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED NET INCOME AND CALCULATION OF ADJUSTED EPS (Unaudited)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
(In thousands, except per share data) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Net (loss) income |
|
$ |
(48,178 |
) |
|
$ |
38,575 |
|
|
$ |
(21,434 |
) |
|
$ |
70,914 |
|
Amortization of intangibles |
|
|
14,316 |
|
|
|
16,377 |
|
|
|
29,915 |
|
|
|
33,074 |
|
Transaction and other related expenses (i) |
|
|
— |
|
|
|
1,093 |
|
|
|
— |
|
|
|
1,093 |
|
Transformation expenses (ii) |
|
|
3,219 |
|
|
|
(1,403 |
) |
|
|
7,412 |
|
|
|
(1,403 |
) |
Legal accrual/settlement (iii) |
|
|
1,098 |
|
|
|
— |
|
|
|
(9,180 |
) |
|
|
— |
|
Goodwill impairment (iv) |
|
|
64,037 |
|
|
|
— |
|
|
|
64,037 |
|
|
|
— |
|
Impairment of intangible assets (v) |
|
|
40,354 |
|
|
|
— |
|
|
|
40,354 |
|
|
|
— |
|
Tax credit on impairment |
|
|
(11,254 |
) |
|
|
— |
|
|
|
(11,254 |
) |
|
|
— |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
23 |
|
|
|
— |
|
|
|
48 |
|
Stock-based compensation (vi) |
|
|
195 |
|
|
|
7,279 |
|
|
|
7,147 |
|
|
|
13,735 |
|
Total adjustments before income tax effect |
|
|
111,965 |
|
|
|
23,369 |
|
|
|
128,431 |
|
|
|
46,547 |
|
Income tax effect on adjustments |
|
|
(5,272 |
) |
|
|
(6,771 |
) |
|
|
(9,882 |
) |
|
|
(13,485 |
) |
Total adjustments after income tax effect |
|
|
106,693 |
|
|
|
16,598 |
|
|
|
118,549 |
|
|
|
33,062 |
|
Adjusted Net Income |
|
$ |
58,515 |
|
|
$ |
55,173 |
|
|
$ |
97,115 |
|
|
$ |
103,976 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted EPS |
|
$ |
0.38 |
|
|
$ |
0.34 |
|
|
$ |
0.63 |
|
|
$ |
0.64 |
|
Diluted weighted average shares outstanding (vii) |
|
|
153,154 |
|
|
|
161,543 |
|
|
|
153,422 |
|
|
|
161,804 |
|
Annual estimated effective income tax rate (viii) |
|
|
28 |
% |
|
|
29 |
% |
|
|
28 |
% |
|
|
29 |
% |
14
Exhibit 99.1
RECONCILIATION OF TOTAL DEBT, NET TO NET DEBT AND NET LEVERAGE (Unaudited)
($ in thousands) |
|
June 30, |
|
|
December 31, |
|
||
Total debt, net |
|
$ |
1,034,657 |
|
|
$ |
1,028,045 |
|
Original issue discounts |
|
|
2,027 |
|
|
|
2,193 |
|
Unamortized deferred financing costs |
|
|
6,074 |
|
|
|
6,844 |
|
Total debt, excluding original issue discounts and unamortized deferred financing costs |
|
|
1,042,758 |
|
|
|
1,037,082 |
|
Cash and cash equivalents |
|
|
(49,561 |
) |
|
|
(65,272 |
) |
Net Debt |
|
$ |
993,197 |
|
|
$ |
971,810 |
|
|
|
|
|
|
|
|
||
Net Leverage |
|
2.4x |
|
|
2.3x |
|
||
Trailing twelve months adjusted EBITDA (i) |
|
|
411,825 |
|
|
|
415,905 |
|
QUARTERLY RESULTS AND RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA
(Unaudited)
($ in millions) |
Q1 2025 |
|
Q2 2025 |
|
Q3 2025 |
|
Q4 2025 |
|
TTM 2025 |
|
Q1 2026 |
|
Q2 2026 |
|
TTM 2026 |
|
||||||||
Net income |
$ |
32.3 |
|
$ |
38.6 |
|
$ |
46.8 |
|
$ |
18.9 |
|
$ |
136.6 |
|
$ |
26.7 |
|
$ |
(48.2 |
) |
$ |
44.2 |
|
Interest expense, net |
|
16.6 |
|
|
16.6 |
|
|
16.4 |
|
|
15.0 |
|
|
64.6 |
|
|
15.4 |
|
|
15.5 |
|
|
62.3 |
|
Income tax provision |
|
12.5 |
|
|
14.0 |
|
|
17.8 |
|
|
14.0 |
|
|
58.3 |
|
|
13.7 |
|
|
6.0 |
|
|
51.5 |
|
Depreciation and amortization |
|
27.6 |
|
|
29.1 |
|
|
28.6 |
|
|
28.9 |
|
|
114.2 |
|
|
29.3 |
|
|
28.5 |
|
|
115.3 |
|
EBITDA |
|
89.0 |
|
|
98.3 |
|
|
109.6 |
|
|
76.8 |
|
|
373.7 |
|
|
85.1 |
|
|
1.8 |
|
|
273.3 |
|
Transaction and other related expenses (i) |
|
— |
|
|
1.1 |
|
|
— |
|
|
6.3 |
|
|
7.4 |
|
|
— |
|
|
— |
|
|
6.3 |
|
Transformation expenses (ii) |
|
— |
|
|
(1.4 |
) |
|
0.2 |
|
|
10.3 |
|
|
9.1 |
|
|
4.2 |
|
|
3.2 |
|
|
17.9 |
|
Legal accrual/settlement (iii) |
|
— |
|
|
— |
|
|
(1.5 |
) |
|
— |
|
|
(1.5 |
) |
|
(10.3 |
) |
|
1.1 |
|
|
(10.7 |
) |
Goodwill impairment (iv) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
64.0 |
|
|
64.0 |
|
Impairment of intangible assets (v) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
40.4 |
|
|
40.4 |
|
Loss on extinguishment of debt |
|
— |
|
|
— |
|
|
— |
|
|
1.3 |
|
|
1.3 |
|
|
— |
|
|
— |
|
|
1.3 |
|
Tax receivable agreement liability adjustment |
|
— |
|
|
— |
|
|
— |
|
|
0.7 |
|
|
0.7 |
|
|
— |
|
|
— |
|
|
0.7 |
|
Stock-based compensation (vi) |
|
6.4 |
|
|
7.3 |
|
|
5.0 |
|
|
6.5 |
|
|
25.2 |
|
|
7.0 |
|
|
0.1 |
|
|
18.6 |
|
Adjusted EBITDA |
$ |
95.4 |
|
$ |
105.3 |
|
$ |
113.3 |
|
$ |
101.9 |
|
$ |
415.9 |
|
$ |
86.0 |
|
$ |
110.6 |
|
$ |
411.8 |
|
15
Exhibit 99.1
Investor Relations Contact
Mark Zindler
mark.zindler@verramobility.com
16