Verra Mobility Announces Third Quarter 2025 Financial Results

MESA, Ariz., Oct. 29, 2025 /PRNewswire/ -- Verra Mobility Corporation (NASDAQ: VRRM), a leading provider of smart mobility technology solutions, announced today the financial results for the third quarter ended September 30, 2025.

"We delivered a strong third quarter with all key financial measures ahead of our internal expectations," said David Roberts, President and CEO, Verra Mobility. "Driven primarily by the New York City red-light expansion change order, the Company generated 16 percent revenue growth compared to the third quarter of 2024. Based on our strong year-to-date performance and our outlook for the fourth quarter, we are increasing Full Year 2025 revenue guidance and reaffirming all other guidance measures."

Third Quarter 2025 Financial Highlights

*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:

Third Quarter 2025 Segment Detail

Liquidity and Debt: As of September 30, 2025, cash and cash equivalents were $196.1 million and long-term debt net was $1,029.9 million, and we generated $77.7 million in net cash provided by operating activities for the three months ended September 30, 2025.

Net Debt and Net Leverage*: As of September 30, 2025, Net Debt was $842.7 million and Net Leverage was 2.0x, as compared to $968.0 million and 2.4x as of December 31, 2024.

*Non-GAAP measure; refer to "Non-GAAP Financial Measures" further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.

New York City Department of Transportation Red-Light Camera Expansion and New Contract Update

On March 31, 2025, NYCDOT announced that it identified the Company as the vendor to manage New York City's automated enforcement camera safety programs. The Company and NYCDOT are engaged in negotiations with respect to the contract, which is expected to have an initial term of five years with an option for the parties to extend for an additional five years. The estimated total contract value for the first five-year term is approximately $963 million, and the contract is expected to provide that NYCDOT will purchase its equipment from the Company.

In the third quarter of 2025, NYCDOT instructed us, through a change order to our existing contract, to install up to 250 red-light cameras by year-end 2025 as part of a legislatively authorized expansion. The Company installed 130 red-light cameras during the third quarter of 2025, which contributed about $17 million of revenue for the three months ended September 30, 2025, of which, approximately $6 million was product revenue and about $11 million was installation services revenue. Total expected revenue from the NYCDOT red-light camera expansion program for 2025 is approximately $30 million, of which approximately $10 million is expected to be product revenue and approximately $20 million is expected to be installation services revenue.

Stockholder Repurchase Expansion Approval

In May 2025, our Board of Directors authorized a share repurchase program for up to an aggregate amount of $100.0 million of our outstanding shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), over an 18-month period. On October 23, 2025, our Board of Directors authorized a $150.0 million increase to the size of the share repurchase program, authorizing share repurchases up to an aggregate $250.0 million. Under the repurchase program, we may purchase shares of Class A Common Stock until November 2026 through open market purchases, in privately negotiated transactions, or by other means, including trading plans intended to qualify under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, and accelerated share repurchase agreements, each as permitted under applicable rules and regulations. The amount and timing of repurchases will be determined at our discretion and will depend on a variety of factors, including price, general business and market conditions, applicable legal requirements, and alternative investment opportunities. The repurchase program does not obligate us to acquire any particular amount of Class A Common Stock or at any specific time intervals and may be modified, suspended, or terminated at any time. We have not yet repurchased shares of Class A Common Stock under this repurchase program.

2025 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 year-to-date 2025 results and our outlook for the fourth quarter, we are increasing revenue guidance as follows and reaffirming all other guidance measures

The remainder of the financial guidance measures remain unchanged due to one-time readiness costs to support requirements of the new NYCDOT contract and are as follows:

Underlying Assumptions for 2025 Full Year Guidance

Long-Term Financial Outlook

We are also providing a preliminary view of our anticipated 2026 outlook in advance of providing guidance in our fourth quarter earnings call. This preliminary outlook assumes we will consummate our contract negotiations and enter into the New York renewal agreement, effective January 1, 2026. Driven primarily by the change order to our existing NYCDOT contract and red-light camera installations shifting from 2026 into 2025, we anticipate mid-single digit total consolidated revenue growth for fiscal year 2026. In addition, we expect Adjusted EBITDA margins to decline 250 to 300 basis points for fiscal year 2026 due to both portfolio mix and impacts from the new NYCDOT contract.

Please refer to slides 12 and 13 of the Verra Mobility Q3 2025 Earnings Presentation available on the Investor Relations section of our website at ir.verramobility.com for a detailed long-term outlook and assumptions underlying the new NYCDOT contract and Government Solutions segment forward-looking financial forecasts and a preliminary 2026 consolidated outlook.

Conference Call Details

Date: October 29, 2025

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 is a leading provider of smart mobility technology solutions that make transportation safer, smarter, and more connected. We sit at the center of the mobility ecosystem, bringing together vehicles, hardware, software, data, and people to enable safe, efficient solutions for customers globally. Our transportation safety systems and parking management solutions protect lives, improve urban and motorway mobility, and support healthier communities. We also solve complex payment, utilization, and compliance challenges for fleet owners and rental car companies. We are headquartered in Arizona, and operate in North America, Europe, Asia, and Australia. 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 increase in product adoption and tolling activity in our Commercial Services segment, expected growth in our Government Solutions segment, and expected growth in SaaS revenue and expected slowing product and professional services revenue in our Parking Solutions segment; expected operating results and metrics, such as revenue growth; expansion plans and opportunities; the expectations relating to the change order to the existing NYCDOT contract, the anticipated number of red-light camera installations in 2025 and the expected revenue from the change order in 2025, including expected installation service revenue and expected product revenue; expected terms of the new contract with NYCDOT including the length of the contract, the option for an extension, estimated total contract value, and expected equipment purchases by the NYCDOT; full-year guidance for 2025, including expected total revenue, Adjusted EBITDA, Adjusted EPS, and Free Cash Flow, and the underlying assumptions for the 2025 full-year guidance, including expected weighted average fully diluted share count, effective tax rate and cash taxes, expected depreciation and amortization, expected interest expense, net and total net cash interest, expected change in working capital, and expected capital expenditures; our ability to meet our long-term outlook, including anticipated revenue growth, expected decline in Adjusted EBITDA margins for fiscal 2026, and our preliminary 2026 consolidated outlook; the financial outlook for our Government Solutions segment based on the assumption of execution of the new NYCDOT contract effective January 1, 2026, including projections of Government Service revenue, Adjusted EBITDA, and NYCDOT-only revenue, and the underlying assumptions for the long-term outlook for the new NYCDOT contract and Government Solutions segment, including number and timing of camera installations, expected monthly fee, expected service revenue growth, expected total segment revenue growth, and expected margins; 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 the impact of government actions and regulations, such as tariffs, trade protection measures, or a prolonged government shutdown, on our customers or Verra Mobility; customer concentration in our Commercial Services and Government Solutions segments including risks impacting such segments, including travel demand, legislation, and the risk of losing a customer; risks related to our contract with NYCDOT which comprises a material portion of our revenue and was extended through December 31, 2025, including risks related to the ongoing contract negotiations as part of the competitive procurement process with NYCDOT, including if the contract terms and pricing are materially different from our estimates or current contract, or if the parties fail to consummate a new agreement; risks and uncertainties related to our 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; failure 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 an effective system of internal controls; our ability to properly perform under our contracts and otherwise satisfy our customers; 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, disputes and regulatory investigations; our reliance on specialized third-party vendors and service 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 2024 Annual Report on Form 10-K and 2025 Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this 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, and public conference calls and webcasts.

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 2025 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, 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 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 income adjusted to exclude amortization of intangibles and certain non-cash or non-recurring expenses such as change in fair value of interest rate swap, 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.

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 long-term 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.

VERRA MOBILITY CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except per share data)

September 30,

2025

December 31,

2024

Assets

Current assets:

Cash and cash equivalents

196,096

77,560

Restricted cash

4,203

3,594

Accounts receivable (net of allowance for credit losses of $23.1 million and

$17.0 million at September 30, 2025 and December 31, 2024, respectively)

228,756

206,503

Unbilled receivables

59,205

48,193

Inventory

21,695

15,502

Prepaid expenses and other current assets

47,873

42,647

Total current assets

557,828

393,999

Installation and service parts, net

27,590

36,631

Property and equipment, net

195,793

141,601

Operating lease assets

35,813

29,895

Intangible assets, net

185,205

232,297

Goodwill

741,450

735,615

Other non-current assets

34,662

44,451

Total assets

1,778,341

1,614,489

Liabilities and Stockholders' Equity

Current liabilities:

Accounts payable

122,033

91,224

Deferred revenue

29,299

29,374

Accrued liabilities

71,222

73,980

Tax receivable agreement liability, current portion

5,340

5,163

Total current liabilities

227,894

199,741

Long-term debt, net

1,029,938

1,034,211

Operating lease liabilities, net of current portion

29,987

25,757

Tax receivable agreement liability, net of current portion

37,800

42,977

Asset retirement obligations

17,453

15,493

Deferred tax liabilities, net

14,081

14,699

Other long-term liabilities

18,040

16,486

Total liabilities

1,375,193

1,349,364

Commitments and contingencies

Stockholders' equity

Preferred stock, $0.0001 par value

—

Common stock, $0.0001 par value

Additional paid-in capital

562,172

551,955

Accumulated deficit

(149,204)

(269,287)

Accumulated other comprehensive loss

(9,836)

(17,559)

Total stockholders' equity

403,148

265,125

Total liabilities and stockholders' equity

1,778,341

1,614,489

VERRA MOBILITY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME

(Unaudited)

Three Months Ended September 30,

Nine Months Ended September 30,

(In thousands, except per share data)

2025

2024

2025

2024

Service revenue

243,219

217,267

678,598

632,005

Product sales

18,719

8,284

42,619

25,702

Total revenue

261,938

225,551

721,217

657,707

Cost of service revenue, excluding depreciation and amortization

9,246

5,378

18,658

14,324

Cost of product sales

12,826

5,621

29,804

18,755

Operating expenses

88,036

76,026

243,092

221,569

Selling, general and administrative expenses

47,757

47,918

147,724

142,432

Depreciation, amortization and (gain) loss on disposal of assets, net

29,264

26,718

86,551

81,215

Total costs and expenses

187,129

161,661

525,829

478,295

Income from operations

74,809

63,890

195,388

179,412

Interest expense, net

16,421

18,723

49,629

57,203

Loss on interest rate swap

—

913

—

494

Loss on extinguishment of debt

628

Other income, net

(6,298)

(4,272)

(16,410)

(13,970)

Total other expenses

10,144

15,397

33,288

44,355

Income before income taxes

64,665

48,493

162,100

135,057

Income tax provision

17,826

13,761

44,347

36,953

Net income

46,839

34,732

117,753

98,104

Other comprehensive (loss) income:

Change in foreign currency translation adjustment

(790)

5,190

7,723

3,364

Total comprehensive income

46,049

39,922

125,476

101,468

Net income per share:

Basic

0.29

0.21

0.74

0.59

Diluted

0.29

0.21

0.73

0.58

Weighted average shares outstanding:

Basic

159,552

164,735

159,525

165,676

Diluted

161,861

167,624

161,824

168,318

VERRA MOBILITY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Three Months Ended September 30,

($ in thousands)

2025

2024

Cash Flows from Operating Activities:

Net income

46,839

34,732

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

28,534

26,631

Amortization of deferred financing costs and discounts

953

1,043

Change in fair value of interest rate swap

—

1,169

Loss on extinguishment of debt

Credit loss expense

4,521

2,119

Deferred income taxes

9,173

(985)

Stock-based compensation

4,961

6,438

Other

870

284

Changes in operating assets and liabilities:

Accounts receivable

(15,961)

14,077

Unbilled receivables

(7,731)

(6,681)

Inventory

3,580

(142)

Prepaid expenses and other assets

(11,119)

769

Deferred revenue

(442)

3,609

Accounts payable and other current liabilities

20,385

24,570

Other liabilities

(6,869)

1,121

Net cash provided by operating activities

77,715

108,787

Cash Flows from Investing Activities:

Cash receipts for interest rate swap

—

256

Purchases of installation and service parts and property and equipment

(28,750)

(23,676)

Cash proceeds from the sale of assets

116

Net cash used in investing activities

(28,634)

(23,354)

Cash Flows from Financing Activities:

Repayment of long-term debt

(2,255)

—

Payment of debt issuance costs

(187)

(216)

Proceeds from the exercise of stock options

213

1,727

Payment of employee tax withholding related to RSUs and PSUs vesting

(171)

(168)

Net cash (used in) provided by financing activities

(2,400)

1,343

Effect of exchange rate changes on cash and cash equivalents

(307)

1,039

Net increase in cash, cash equivalents and restricted cash

46,374

87,815

Cash, cash equivalents and restricted cash - beginning of period

153,925

125,398

Cash, cash equivalents and restricted cash - end of period

200,299

213,213

VERRA MOBILITY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Nine Months Ended September 30,

($ in thousands)

2025

2024

Cash Flows from Operating Activities:

Net income

117,753

98,104

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

85,179

80,982

Amortization of deferred financing costs and discounts

2,856

3,437

Change in fair value of interest rate swap

—

1,316

Loss on extinguishment of debt

628

Credit loss expense

18,377

11,425

Deferred income taxes

4,706

(1,684)

Stock-based compensation

18,696

18,586

UTP reserve release

(1,682)

—

Other

2,097

749

Changes in operating assets and liabilities:

Accounts receivable

(39,635)

(7,891)

Unbilled receivables

(10,441)

(13,912)

Inventory

3,762

511

Prepaid expenses and other assets

(5,144)

(3,423)

Deferred revenue

(498)

1,401

Accounts payable and other current liabilities

28,285

(6,600)

Other liabilities

(8,552)

(474)

Net cash provided by operating activities

215,828

183,155

Cash Flows from Investing Activities:

Cash receipts for interest rate swap

—

822

Purchases of installation and service parts and property and equipment

(84,868)

(52,009)

Cash proceeds from the sale of assets

215

156

Net cash used in investing activities

(84,653)

(51,031)

Cash Flows from Financing Activities:

Repayment of long-term debt

(6,764)

(4,509)

Payment of debt issuance costs

(449)

(440)

Share repurchases and retirement

—

(51,500)

Proceeds from the exercise of stock options

1,054

2,701

Payment of employee tax withholding related to RSUs and PSUs vesting

(7,161)

(5,826)

Net cash used in financing activities

(13,320)

(59,574)

Effect of exchange rate changes on cash and cash equivalents

1,290

941

Net increase in cash, cash equivalents and restricted cash

119,145

73,491

Cash, cash equivalents and restricted cash - beginning of period

81,154

139,722

Cash, cash equivalents and restricted cash - end of period

200,299

213,213

VERRA MOBILITY CORPORATION

RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA (Unaudited)

Three Months Ended September 30,

Nine Months Ended September 30,

($ in thousands)

2025

2024

2025

2024

Net income

46,839

34,732

117,753

98,104

Interest expense, net

16,421

18,723

49,629

57,203

Income tax provision

17,826

13,761

44,347

36,953

Depreciation and amortization

28,534

26,631

85,179

80,982

EBITDA

109,620

93,847

296,908

273,242

Transaction and other related expenses (i)

—

2,483

1,093

4,124

Transformation expenses (ii)

283

983

(1,120)

2,552

Legal accrual/settlement (iii)

(1,540)

—

(1,540)

—

Loss on interest rate swap

—

913

—

494

Loss on extinguishment of debt

628

Stock-based compensation (iv)

4,961

6,438

18,696

18,586

Adjusted EBITDA

113,345

104,697

314,106

299,626

Adjusted EBITDA Margin

Revenue

261,938

225,551

721,217

657,707

(i)

Transaction and other related expenses for the periods presented primarily related to deal costs incurred for potential acquisitions and debt modification costs related to the 2024 refinancing on our first lien term loan.

(ii)

Transformation expenses for the 2025 year to date period represents a non-cash benefit in relation to a building lease. Transformation expenses for the 2024 periods consist of severance and other employee separation costs related to exit activities initiated during the period.

(iii)

This relates to adjustments to loss contingencies for the period.

(iv)

Stock-based compensation represents the non-cash charge related to the issuance of awards under the Verra Mobility Corporation Amended and Restated 2018 Equity Incentive Plan.

RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH

FLOW (Unaudited)

Three Months Ended September 30,

Nine Months Ended September 30,

($ in thousands)

2025

2024

2025

2024

Net cash provided by operating activities

77,715

108,787

215,828

183,155

Purchases of installation and service parts and property and equipment

(28,750)

(23,676)

(84,868)

(52,009)

Free Cash Flow

48,965

85,111

130,960

131,146

RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME AND CALCULATION OF

ADJUSTED EPS (Unaudited)

Three Months Ended September 30,

Nine Months Ended September 30,

(In thousands, except per share data)

2025

2024

2025

2024

Net income

46,839

34,732

117,753

98,104

Amortization of intangibles

15,645

16,774

48,719

50,260

Transaction and other related expenses (i)

—

2,483

1,093

4,124

Transformation expenses (ii)

283

983

(1,120)

2,552

Legal accrual/settlement (iii)

(1,540)

—

(1,540)

—

Change in fair value of interest rate swap

—

1,169

—

1,316

Loss on extinguishment of debt

628

Stock-based compensation (iv)

4,961

6,438

18,696

18,586

Total adjustments before income tax effect

19,370

27,880

65,917

77,466

Income tax effect on adjustments

(5,611)

(8,354)

(19,096)

(23,051)

Total adjustments after income tax effect

13,759

19,526

46,821

54,415

Adjusted Net Income

60,598

54,258

164,574

152,519

Adjusted EPS

0.37

0.32

1.02

0.91

Diluted weighted average shares outstanding

161,861

167,624

161,824

168,318

Annual estimated effective income tax rate (v)

(i)

(ii)

(iii)

This relates to adjustments to loss contingencies for the period

(iv)

Stock-based compensation represents the non-cash charge related to the issuance of awards under the Verra Mobility Corporation Amended and Restated 2018 Equity Incentive Plan.

(v)

The annual estimated effective tax rate used above excludes discrete items as they do not impact taxable income. This rate differs from the period-to-date effective tax rate used on our condensed consolidated statements of operations which includes the discrete items.

RECONCILIATION OF TOTAL LONG-TERM DEBT, NET TO NET DEBT AND NET LEVERAGE

(Unaudited)

($ in thousands)

September 30,

2025

December 31,

2024

Total long-term debt, net

1,029,938

1,034,211

Original issue discounts

1,759

2,322

Unamortized deferred financing costs

7,107

9,035

Total long-term debt, excluding original issue discounts and unamortized deferred financing costs

1,038,804

1,045,568

Cash and cash equivalents

(196,096)

(77,560)

Net Debt

842,708

968,008

Net Leverage

2.0x

2.4x

Trailing twelve months adjusted EBITDA (i)

416,094

401,614

(i)

Trailing Twelve Months or "TTM" refers to the trailing four quarters and is calculated by adding the sum of the current quarter's and the prior three quarters' being measured.

QUARTERLY RESULTS AND RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA

(Unaudited)

($ in millions)

Q1 2024

Q2 2024

Q3 2024

Q4 2024

TTM 2024

Q1 2025

Q2 2025

Q3 2025

TTM 2025

Net income (loss)

29.1

34.2

34.7

(66.7)

31.4

32.3

38.6

46.8

51.0

Interest expense, net

19.6

18.8

18.7

16.7

73.9

16.6

16.4

66.3

Income tax provision

9.9

13.4

13.8

10.8

47.7

12.5

14.0

17.8

55.1

Depreciation and amortization

26.9

27.5

26.6

27.5

108.5

27.6

29.1

28.6

112.8

EBITDA

85.5

93.9

93.8

(11.7)

261.5

89.0

98.3

109.6

285.2

Transaction and other related expenses (i)

1.5

0.1

2.5

1.2

5.4

—

1.1

—

2.3

Transformation expenses (ii)

—

1.6

1.0

1.9

4.4

—

(1.4)

0.2

0.7

Legal accrual (iii)

—

8.3

—

(1.5)

6.8

Loss on extinguishment of debt

0.6

—

1.1

1.7

—

1.1

Goodwill impairment (iv)

—

97.1

—

97.1

(Gain) loss on interest rate swap

(0.4)

—

0.9

—

0.5

—

Tax receivable agreement liability adjustment

—

(0.3)

—

(0.3)

Stock-based compensation (v)

5.6

6.6

6.5

4.4

23.0

6.4

7.3

5.0

23.1

Adjusted EBITDA

92.8

102.2

104.7

102.0

401.6

95.4

105.3

113.3

416.0

(i)

(ii)

Transformation expenses for the 2025 period represent a non-cash benefit in relation to a building lease. Transformation expenses for the 2024 periods consist of severance and other employee separation costs related to exit activities initiated during the period.

(iii)

This relates to adjustments to loss contingencies during fiscal year 2025 and accruals for estimated loss contingencies during fiscal year 2024.

(iv)

This relates to the impairment of goodwill in our Parking Solutions segment during the fourth quarter of fiscal year 2024.

(v)

Stock-based compensation represents the non-cash charge related to the issuance of awards under the Verra Mobility Corporation Amended and Restated 2018 Equity Incentive Plan.

Investor Relations Contact

Mark Zindler

mark.zindler@verramobility.com

SOURCE Verra Mobility