Nayax (NYAX) Q2 2026 earnings call transcript

Aaron Greenberg Thank you, operator, and everyone for joining us today on this conference call. With me on the call today are Yair Nechmad, Nayax Co-Founder and Chief ExecuƟve Officer, and Sagit Manor, Chief Financial Officer. Following management’s prepared remarks, we will open the call for the quesƟon and answer session. Our press release and supplementary investor presentaƟon are available on our investor relaƟons website at ir. nayax. com. As a reminder, during this call, we will be making forward-looking statements. All forward-looking statements on our call today are based on assumpƟons and therefore subject to risks and uncertainƟes that may cause results to differ materially from those projected. We have no obligaƟon to update these statements except as required by law.

You can read about these risks and uncertainƟes in a supplementary investor presentaƟon released earlier today and our regulatory filings. In addiƟon, today’s call will include a discussion of non-IFRS measures. www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com Management believes non-IFRS results are useful in order to enhance our understanding of our ongoing performance. However, these measures should be considered as a supplement to and not as a subsƟtute for IFRS financial measures. A reconciliaƟon between Nayax’s non-IFRS to IFRS measures can be found in our earnings press release issued earlier today. All key performance indicators are intended to evaluate our business and properly measure factors in a macroeconomic environment to guide and support our decision-making.

These key performance indicators may be calculated in a manner different from the industry standards. Finally, please note that all figures in today’s call will be reported in U. S. dollars unless stated otherwise. Yair will start the call with key financial and operaƟonal highlights. Following that, I will speak about some of our strategic iniƟaƟves in more detail.

Finally, Sagit will go through the details of financial results and discuss the outlook. With that, I would like to turn the call over to Nayax’s CEO, Yair Nechmad. Yair?

Yair Nechmad Thank you, Aaron, and thank you everyone for joining us this morning to discuss our results for the second quarter and the progress we are making across the business. We had a strong quarter with revenue up 28% to approximately $123 million and adjusted EBITDA of $14 million. For the first half of the year, revenue increased 30% to approximately $230 million, with organic growth of approximately 24%, in line with the full year guidance we outlined at the beginning of the year. Our business is performing extremely well, driven by our strong growth algorithm. We conƟnue to onboard more merchants, sell payment devices, and then moneƟze every transacƟon that flows through our plaƞorm. Our flywheel is working.

Each new device installed compounds our high margin recurring revenue stream. To this end, we increased our installed base to more than 1.55 million devices globally, and our customer base reached 125,000, reflecƟng both our conƟnued success and the significant opportuniƟes in the market. Furthermore, the fundamentals across the business remain solid. Our Net Revenue RetenƟon remained around 120% with historically low churn. This is an indicaƟon that we are supporƟng our customers and they, in return, are buying more from us each year. As our business conƟnues to expand into higher value verƟcals such as EV charging, growth is increasingly driven by the number of devices we deploy and also by the increasing value generated by each connected device, as reflected in the conƟnued growth in ARPU and ATV.

This, in addiƟon to the tailwind from the cash to cashless conversion trend, presents that we have the right strategy, the right product offering, and the right team to execute against a large and growing market opportunity today. We see great opportuniƟes in several key strategic areas across the organizaƟon, and we are acceleraƟng these investments to support our growth and take advantage of our leadership posiƟon in unaƩended payment. Specifically, in financial services, we www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com are extending the plaƞorm into funding and card products for the merchants we already serve. As many of you have already seen from our announcement a few days ago, we conƟnue to expand the strategic capabiliƟes of the Nayax plaƞorm.

Nayax Capital gives us in-house lending and installment technology that we have been building for several years now. In addiƟon, we have deployed our own card infrastructure as a licensed principal issuer. Combining those two gives us the opportunity to add loyalty soluƟons, interweaving the complete financial product porƞolio while bringing more value to the merchant. These services, coupled with our recently announced applicaƟon for a U. S. bank charter, would give us a set of capabiliƟes that few of our peers can match, which includes banking, loyalty, financing, and issuing. Aaron will share more about this exciƟng news and what it unlocks in more detail in a moment. In EV, customers of the combined Nayax and Lynkwell offering are driving demand that is enabling us to deploy a higher rate of DC fast chargers at more than double the pace we saw pre-acquisiƟon.

We are intenƟonally not slowing that deployment rate, as it directly drives both the growth rate of Nayax’s future recurring revenue and our market share in the EV market. Every charger deployed faster becomes a source of recurring revenue and captures more share sooner. While these investments do not change our expectaƟon for revenue or adjusted EBITDA guidance for 2026, both of which we are reaffirming, it will impact our free cash flow in the short term. We believe this investment posiƟons us to capture significant long-term growth opportuniƟes and solidify our industry-leading posiƟon. Separately, five years aŌer going public, we have implemented a new long-term management incenƟve plan to recognize and reward our dedicated senior leadership team over the next five years, built around our 2028 strategic milestones and beyond.

The vision is simple. Nayax is building towards a mulƟ-billion dollar revenue company, and this plan Ɵes our senior leadership to our strategic milestones we have set out publicly. Let me close with where I believe the company is heading. 20 years ago, we were selling a card reader for a vending machine. Today, we are the payment engine for more than 125,000 businesses across more than 40 verƟcals, and most of them run their daily operaƟon on our soŌware. Every device we connect is a permanent touch point, running our soŌware and processing on our plaƞorm. What excites me now is what we can put on top of the plaƞorm. Payment was the first service, soŌware was the second, financial services are next, and others will follow.

Each one is a new revenue stream for our new and exisƟng customers, leveraging infrastructure we have spent years to build. The investments we are making this year in EV and in our banking infrastructure are extending the plaƞorm we’ve built and creaƟng addiƟonal long-term recurring revenue opportuniƟes. As a founder, I am more confident about where Nayax is headed than I have ever been.

With that, I will turn the call back to Aaron to discuss some of our strategic iniƟaƟves in detail. Aaron, please go ahead. www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax.

com Aaron Greenberg Thank you, Yair, and hello, everyone. I want to cover two topics today, the bank charter applicaƟon we announced last week and what it means for our embedded financial services strategy, as well as provide an update on our M&A strategy. Last week, we announced that we filed an applicaƟon with the ConnecƟcut Department of Banking to establish Nayax America Bank Inc. , a non- depository InnovaƟon Bank under ConnecƟcut’s InnovaƟon Bank Charter framework, headquartered in Fairfield County. The filing is not the beginning of the process. It follows a year of applicaƟon draŌing and direct engagement with the department and builds on the operaƟonal and regulatory foundaƟon we began puƫng in place in early 2025.

Let me start with why. Today, Nayax provides payment facilitaƟon in the U. S. through partnerships with acquiring and processing banks under the agent of payee exempƟon. This works for what we do today, but does not give us the regulatory framework to expand our product porƞolio. The moment we offer more financial services such as financing or card issuing, we would trigger licensing requirements across a large number of states, each with its own applicaƟon, bonding, and examinaƟon. Having a single ConnecƟcut bank charter largely replaces that patchwork.

First, the charter strengthens the foundaƟon under the business we already run. Second, it opens the door to embedded financial services, and that is the larger opportunity. Over the past five years, we have built our own issuing infrastructure from the ground up. We are already a licensed principal issuer in the E. U. , U. K. , and Israel. Last year, we brought Nayax Capital fully in-house, adding lending and installment capabiliƟes. Together, these give us a nearly complete offering in embedded financial services, built in-house rather than sƟtched together from vendors.

With that, we can serve our customers beƩer than a tradiƟonal bank. Our underwriƟng is based on the payments we process. We see seƩlement data from these merchants in real Ɵme, every day on our own plaƞorm, so we can make a faster decision on a lower-risk loan than is possible from looking at financial statements or a credit file alone. CollecƟons run through automated deducƟons from seƩlement flows we already control, which materially changes the recovery profile. Our acquisiƟon cost is extremely low because these merchants are already on our plaƞorm. It is important to highlight that we intend to only extend credit to our payments customers. This is a value-added service layered on top of the core business, not a separate verƟcal with a different risk profile.

That will keep the loan book conservaƟve and margins strong. The United States is our biggest iniƟal opportunity, where today, almost all of those merchants’ financial services are handled by someone else. On Ɵming, the department’s review, which includes an independent feasibility study and a public hearing, is expected to take approximately six months. Approval is not guaranteed, and we cannot give assurance as to whether or when a charter would be granted or on what condiƟons. Assuming approval, our plan is for the bank to be operaƟonal in 2027 and to begin contribuƟng incremental revenue that year, with acceleraƟon as we move into 2028 and beyond. www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com On capital, we expect to fund the bank iniƟally with $10 million using our exisƟng balance sheet, with approximately $1.5 million of capital restricted at opening.

Once we show proof of concept, we intend to minimize the direct impact on the balance sheet by uƟlizing off-balance sheet funding structures such as a warehouse facility. We believe this is a large opportunity for Nayax, coming from capturing more wallet share from the merchants already on our plaƞorm rather than from adding new customers.

Turning to M&A, our pipeline remains robust and our prioriƟes are unchanged from what we have previously described. We conƟnue to target two to three acquisiƟons a year. We are acƟvely working on several opportuniƟes and sƟll expect to announce more this year. As we said in March, we will only guide on acquisiƟons once they have been finalized. Our playbook is consistent. We look for soŌware companies and verƟcals where payments and soŌware have to work together. We combine them with our payment stack and we take the result global on infrastructure we already own. We did it with Lynkwell and EV, with Tigapo and Family Entertainment. It is a repeatable model and it is how we intend to keep scaling into new verƟcals.

I would now like to pass the call over to our CFO, Sagit Manor, to go over our business and financial results and provide our outlook.

Sagit Manor Thank you, Aaron, and good morning, good evening, everyone. We appreciate having our shareholders, analysts and the enƟre Nayax team with us today as we review our financial results for the quarter. As Yair and Aaron highlighted, we conƟnue to execute well across both our core business and conƟnue to invest in our strategic growth iniƟaƟves. The fundamentals of the business conƟnue to strengthen. During the second quarter, we delivered record revenue as well as record total transacƟon value, while we conƟnued to grow our customer base and installed base of managed connected devices. We also conƟnued to improve key operaƟng metrics, including ARPU and ATV. These results reinforce the strength of our business model. The more customers we onboard, the more opportuniƟes we create to extend payment adopƟon, increase transacƟon acƟvity, and grow recurring revenue across our plaƞorm.

These quarterly achievements demonstrate both our ability to scale the plaƞorm and to deepen customer engagement across our installed base. Looking ahead, we believe we are sƟll in the early stages of our long-term growth opportunity. As our newer verƟcals conƟnue to scale and our OEM partnerships mature, we see meaningful opportuniƟes to extend both our installed base and the value we generate across the base over Ɵme. Let me now walk you through how our execuƟon is reflected in our financial results for the quarter.

Turning to the financials. Revenue increased 28% to approximately $123 million, including 21% organic revenue growth over the prior year’s quarter. Organic revenue growth for the first half of the year is approximately 24%, in line with our guidance. Recurring revenue grew 24% and represented approximately 72% of total revenue. www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com We ended the quarter with an installed base of more than 1.55 million managed connected devices while serving 125,000+ customers globally. Total dollar transacƟon value grew an impressive 29% to $2.1 billion. Consistent with recent quarters, we conƟnue to see a favorable mix shiŌ towards higher value verƟcals. Average TransacƟon Value, or ATV, increased to $2.52 from $2.20, while take rate remains strong at 2.62%, represenƟng a mix of both regional and verƟcal shiŌs.

Combined, these indicators show that our growth is increasingly driven by adding devices and also by increasing acƟvity and moneƟzaƟon. We saw a conƟnued increase in the revenue generated from each connected device. Average revenue per unit, or ARPU, increased to $251, up 13% year-over-year. This increase conƟnues to be driven by two main factors.

First, the ongoing conversion of exisƟng machines from cash to cashless transacƟons. Second, our strategic expansion into higher value verƟcals such as EV charging, amusement, and car wash. Turning now to hardware revenue. Hardware revenue increased 40%, increasing by approximately $10 million year-over-year to $35 million. This growth reflects conƟnued demand across all markets together with the contribuƟon from Lynkwell. Approximately two-thirds of the year-over- year increase in hardware revenue came from Lynkwell, reflecƟng the conƟnued expansion of our EV plaƞorm and strengthening our posiƟon in this important long-term growth market as we conƟnue to capture market share. Lynkwell is the second-largest charging network in the New York area and seventh-largest in the U. S. In the card-present payment soluƟon through Nayax LLC, we believe we are a leading provider in the U. S. By combining our payments with the Lynkwell plaƞorm, we have a differenƟated soluƟon that sets us apart and which we conƟnue to scale.

This success is shown with our first half beaƟng internal esƟmates in EV-related revenue. Moving now to profitability and margin for the quarter. Overall gross margin for the quarter was 47%. The conƟnued expansion of our recurring business remains the key driver of our long-term profitability, with both processing and SaaS margins improving again this quarter. Recurring gross margin increased to 54%, up from 53% in the prior year quarter, reflecƟng conƟnued scale, higher transacƟon volume, and broader adopƟon of our soŌware soluƟon across our installed base. Processing margin improved to nearly 41%, up from 39% a year ago, reflecƟng the conƟnued benefits of our renegoƟated acquiring agreements together with our enhanced smart rouƟng capabiliƟes. SaaS margins also expanded to 76% from 74%, reflecƟng conƟnued scale.

Turning to hardware margin that came at 28.1%. The primary driver for hardware margin this quarter was product mix. As I menƟoned, approximately 65% of our hardware revenue growth came from Lynkwell, which has lower hardware margins than our VPOS product family. In addiƟon, higher freight and logisƟcs costs created modest pressure on our hardware margin during the quarter. Adjusted OpEx was $44 million, represenƟng approximately 36% of revenue and consistent as a percent of revenue both sequenƟally and compared to the prior year period. While we maintain an acƟve hedging program, www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com the appreciaƟon of the Israeli shekel against the U. S. dollar resulted in an approximately $2.3 million headwind compared to the first quarter.

Adjusted EBITDA increased 12% to $14 million compared to the prior year’s second quarter. Adjusted EBITDA was impacted primarily by the appreciaƟon of the Israeli shekel against the U. S. dollar, which increased our operaƟng expenses in dollar terms. At the same Ɵme, as we enter into the second half of 2026, we conƟnue to drive iniƟaƟves to improve producƟvity and operaƟonal efficiency as we scale the business. We expect adjusted OpEx to be roughly $42 million per quarter in Q3 2026 and in Q4 2026, excluding any impact from changes in FX. Let me provide some more details about where the improved producƟvity and operaƟonal efficiency will come from. The meaningful step-up from the first half will be driven by the conƟnued mix shiŌ towards recurring revenue with higher processing and SaaS margin, as well as an expected upliŌ in hardware gross margin in the second half of the year.

The balance will come from operaƟng leverage as we conƟnue to implement AI in our day-to-day business and conƟnue to integrate process automaƟon. As Yair menƟoned, in the second quarter, we iniƟated a company senior leadership stock-based incenƟve plan called the Diamond Plan. The total consideraƟon from this plan is approximately $48 million over five years. In addiƟon, the company awarded our CEO and CTO, both co-founders, with a long-term incenƟve plan Ɵed to the Nayax total shareholder return, with it fully vesƟng at $240 per share. The total consideraƟon from this plan is approximately $10 million over three years. This aligns the long-term future of our co-founders and senior leadership with the shareholders towards a common goal. This quarter includes several stock-based compensaƟon items that are separate from the underlying operaƟng performance of the business.

Stock-based compensaƟon totaled $12.4 million in the quarter compared to $2.5 million in the prior year period. The increase reflects three elements. First, $5.8 million stock-based awards related to employee performance in 2025, which, under applicable accounƟng rules, are recognized in the current reporƟng period.

Second, the $5.9 million stock-based awards regarding the launch of our Diamond Plan, a new five-year long-term management incenƟve plan as menƟoned above. Q2 specifically absorbed a higher stock-based expense related to a one-Ɵme fully vested RSUs of $4.5 million given as part of the Diamond Plan.

Third, $0.7 million related to the new long-term incenƟve plan to our founders. We expect stock- based compensaƟon to be approximately $27 million for the full year 2026, represenƟng approximately 5% of the revenue for the year. Net financial expenses increased $4.3 million compared to the prior year period, primarily reflecƟng higher expenses due to FX and interest expense associated with the bond issuance completed in 2025. We reported a loss of $10.1 million for the quarter, compared to net income of $11.7 million in the prior year period. The primary driver in Q2 2026 for this change was a significant increase in non-cash stock-based compensaƟon expenses of $12.4 million, as menƟoned above. The prior year net income included a one-Ɵme www.

ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com gain of $5.6 million related to the share purchase of the remaining 51% of Nayax Capital, which was previously held as a joint venture. Given the significant non-cash stock-based compensaƟon recognized during the quarter, we believe adjusted net income also provides a useful view of the underlying operaƟng performance of the business. Adjusted net income for the quarter was $6 million, compared to adjusted net income of $11 million in the prior year period, driven primarily by higher financial expenses. Turning now to our balance sheet. As of June 30, 2026, cash and cash equivalents and short-term deposits totaled $304 million, while total short- and long-term debt stood at $349 million, maintaining a strong balance sheet and significant financial flexibility.

Cash generated from operaƟng acƟviƟes for the first half of 2026 was $2.3 million. For the quarter, free cash flow was negaƟve $13.1 million, primarily reflecƟng Lynkwell’s project-heavy business, securing sourcing of key components and costs, increased banking infrastructure investments, and the Ɵming of cash seƩlements from our processing acƟviƟes. Turning now to our outlook and referring to the forward-looking informaƟon included in today’s press release. As Yair menƟoned earlier, we are reaffirming our full-year 2026 revenue and adjusted EBITDA guidance. We conƟnue to expect revenue of between $510 million and $520 million, including organic revenue growth of 22%-25%. We also conƟnue to expect adjusted EBITDA of approximately $85 million-$90 million, represenƟng an adjusted EBITDA margin of approximately 17%, as we conƟnue to improve our margins and our operaƟng leverage through AI implementaƟon and process automaƟon.

The one element we are revising in our guidance is our free cash flow outlook. We now expect free cash flow conversion from adjusted EBITDA of approximately 5%-10% for the year. This primarily reflects an accelerated investment we are making to support our long-term growth iniƟaƟves. The areas of investment are in financial services, including lending, installment, and issuing capabiliƟes, capturing market share in the EV charging space, and securing sourcing of key components and costs. Importantly, this update reflects the Ɵming of cash flows rather than a change in our underlying operaƟng outlook. As Yair discussed earlier, these investments are aligned with our long-term growth strategy. Overall, we remain confident in our outlook for 2026. The fundamentals of the business remain strong, and we believe the investments we are making today posiƟon Nayax to further strengthen our leadership posiƟon and create long-term value creaƟon.

I want to thank all of our Nayax colleagues for their hard work. With that, I’ll now turn the call over to the operator for our Q&A session. Operator?

Sagit Manor Thank you, Josh. Josh, how are you doing? We saw a beauƟful Q2, as you said, it’s 28% over the quarter and 30% since the beginning of the year. The growth comes from all geographies and all verƟcals. You can see that in the geography pie that we usually provide. Very strong quarter. Yes, EV is also growing beauƟfully through Lynkwell. We were able to secure several large deals that are growing nicely. As you know, the hardware is just the beginning. It’s the lock-in and the enabler for the CPMS, which is the Charge Point Management System, that later on will bring the recurring revenue, including payments.

Aaron Greenberg Sorry, this is Aaron. Maybe I’ll just add on the EV side. We’ve had an acceleraƟon in the U. S. because of the Lynkwell acquisiƟon, and we’re seeing a lot of success right now with bundling the payment soluƟon, our payment soluƟon, with Lynkwell’s OCPP management soluƟon. We’re also starƟng to see some more success year-to-date in Europe, aŌer the VPOS Media came live. In the past several months, we’ve won a couple of large RFPs in Europe recently because of the PIN-on- Glass device. We expect to see more acceleraƟon in the rest of the world for the EV side going forward.

Sagit Manor Yeah, thank you, Josh. With respect to the investment, we expect that to be mainly in 2026. We’ve menƟoned that, and this is really the reason why we reaffirm our guidance on the revenue and adjusted EBITDA, because it doesn’t really affect that. But we revised our guidance on the free cash flow because of those investments. It’s actually three or four elements of cash investments. One is, as you can see, Lynkwell has a heavy cash investment at the front to later on receive those cash rewards from the government as we get those funds back. This is really to capture market share as we do right now. Lynkwell is the second place in New York with their CPMS, their management system.

They are third in the Northeast, and they are seventh naƟonally. With those investments, we have a great opportunity here, right, to capture market share. We do not want to pass on that. The second area of investment is the financial services area, where, as you know, we have the issuing through CoinBridge, and we have the financing through Nayax Capital. We also have the loyalty, and now we have the banking through the bank charter and through the applicaƟon that we just announced in the ConnecƟcut Department of Banking. It obviously will take six months, but those four elements, again, the issuing, financing, loyalty, and banking, really give us the full soluƟon that is needed to provide our customers what they need the most, right?

One end-to-end soluƟon that gives them not just the area where we built at the beginning, which was the hardware, the soŌware, and the payment. Now we actually have those financing services. That’s the second area of investment. The third area is securing a few key components from a sourcing and cost perspecƟve. We were able to really manage our costs despite the memory issue. The memory issue might come in 2027, in the second half of 2027, which is a long Ɵme from now. We are focusing on the now, and we are able to really focus on how do we manage the cost and the margin extensions we showed also in the hardware margins. Lastly is the Ɵming, obviously, that we have every Ɵme between the money, the funds from our customers, and the processing requires money.

All of that created that really looking at our free cash flow, what do we want to invest now that has long-term growth iniƟaƟves and opportuniƟes in the future.

Sagit Manor Hi. The hardware margins. I will start from the beginning. We are going to take any opportuniƟes we have, especially when it comes to creaƟng a strategic opportunity from our perspecƟve to capture market share, and that was the Lynkwell story this quarter. Almost two-thirds of the revenue, the growth of the revenue, came from Lynkwell. That is the reason why it has a higher weight, if you will, on the margin. As we step into Q3 and Q4, I am expecƟng the margins to go back to more or less where they were in Q1. So that will help us, in that sense, to conƟnue and keep our margins in the high 40s as we showed recently.

Sagit Manor Some of them are coming through EBITDA. Some of them, like the financial services, not everything can be capitalized, and that’s one of the reasons why our adjusted OpEx was a bit higher, on top of the hedging of the exchange rate impact. Having said that, let’s start from an OpEx standpoint or adjusted EBITDA standpoint. We are expecƟng an improvement both in the hardware margins as well as conƟnue on the recurring margins that, as you can see, processing margin improved almost by 1% and SaaS even improved. So conƟnue to push where we can on the margin extension overall. We also implemented a few efficiencies within our company, both from AI implementaƟon, looking at our customers and what we can, make the smoothest condiƟon and reduce the fricƟon with them as well as internally.

How can we do more with less, especially that we’ve implemented AI almost across all of our departments. There’s a lot of things that are being done from a P&L standpoint to meet what we said we’re going to do. On a cash flow perspecƟve, I provided a bit more color on where those investments are going and how that’s impacƟng the 2026 free cash flow forecast.

Is there any way to frame the opportunity there relaƟve to payments or soŌware? Yair Nechmad Hi, Cris. It’s Yair. We’re not puƫng out some kind of, what do you call, more color to this right now, but I can say the following. We’re holding more than 125,000 customers. Basically, I’m always saying that the pay-in was the part of, what do you call, the business of the acquiring that we’re doing, and you see the take rates that we’re having out of it. But we can only imagine that, if everything goes well, the payout will be part of it. You can imagine that, pay-in and payout all together, both sides, is protecƟng our margin, protecƟng the churn, protecƟng the growth of the business, and for sure, creaƟng the working capital beƩer for the customer.

Aaron Greenberg Cris, maybe I’ll just add that the financial services, it’s a value-added service to the payments and soŌware that we’re doing. We’re not trying to become a bank first. We’re sƟll a payments company, and payments is the core of our business. The financial services are really to try to add addiƟonal value to our exisƟng customers, and that’s a large part of what I was discussing, is we’re trying to come in from a low-cost perspecƟve. But we’re trying to bring value to the customer, which means, because we can underwrite at lower risk, because we know their payments flow, we know day-to-day how they’re transacƟng in their business, we’re able to underwrite easier. We’re able to make decisions faster and more nimble, and at a lower risk, which allows us to be able to give a lower interest rate, hopefully, to the customers than compeƟng tradiƟonal banks.

If we’re looking forward, can it be a good accelerant to the business? Absolutely. Do we think that it’s going to become the majority of revenues? Absolutely not. It’s going to be a value-added service to our exisƟng customers. Obviously, we’ll have more to talk about over the coming quarters and once we launch the bank charter in 2027, like we menƟoned. We’ll hopefully give some more guidance then on how we’re seeing things as well.

com Sagit Manor Thanks, Cris. We look at it. You know me. We know each other for a few years now, that we never look at one quarter and look at it as a trend. I look at it from a six-month perspecƟve, 24% organic growth, 30% growth for the first six months, showing that everything is working. The flywheel is working. The fundamentals of the business are there. We had a great Q4 and Q1 from a retrofit on the VPOS Media. Q2 was great as well, but you can see that it’s kind of geƫng back to where it was before. I’m expecƟng the same, 22%-25% as we’ve iniƟally guided from the recurring revenue. We see the growth, as I said, in all geographies, growing beauƟfully, both in Europe and in the U. S. , as well as in other areas like Asia and LaƟn America.

I’m expecƟng to see Q3 and Q4, which are always higher, right? The first half is usually around 45% of the revenue, second half is around 55% of the revenue. That’s where it’s going to come from. All the great verƟcals that we’ve been able to build during the last 20 years of the company, with 1.5 million devices that are paying, the growth and the strong recurring revenue of 72%, the flywheel is working.

Aaron Greenberg Hi, Hannes. This is Aaron. I’ll take the first quesƟon, and then maybe Sagit will take the second quesƟon. With regards to the bank charter, this is a process that we started to look at in early 2025. It’s something that, even before that, we’ve been invesƟng in the technology for financial services for several years now. We’ve been working on issuing since right aŌer COVID with CoinBridge. We’ve been working on the financial services with lending and hardware purchase financing with the Nayax Capital soluƟon since around 2022. This has been part of the long-term www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com plan for many years. Why now? Because we see this huge opportunity in the market, especially with all the AI enablement and everything.

The ability to be able to understand data now is significantly beƩer than even 12-24 months ago. How can you moneƟze data? In many different ways, this is something that we’ve been looking at for the last several years. As we look forward, really what we want to do is to be able to help our customers be able to beƩer operate their business. That comes really in two ways. One, we’ve already implemented, the second one we are implemenƟng. The first one is being able to give more acƟonable insights to our customers. Think through the MoMa applicaƟon, for example, and being able to uƟlize AI to allow for planograms and to give them beƩer insights on what they should be stocking in order to get higher revenues.

That’s number one, and we’ve been puƫng a lot of Ɵme and investment into that. The second is the financial services. As we look forward, the bank charter is not a two-day process. It doesn’t only take six months. This is a mulƟ-year process. Strategically, we started planning this a couple of years ago because we believe that we’re now at the inflecƟon point of our business, where being able to take on these financial services, we’ll be able to add value, and we have enough scale to be able to service our customers. Then to the final quesƟon that you asked, why do it ourselves and not run it through sponsor banks? It’s a really good quesƟon, and again, it kind of goes back to where we stand in AI right now.

What is the most important asset that you have nowadays? It’s data. If you give up your data to sponsor banks, they are the ones who are essenƟally underwriƟng the customer. They’re the ones who own the customer at the end of the day. We’ve essenƟally lost all control over our customer. We believe that as we go forward in our business, these key services, payments, lending, issuing, are three very core parts to our business that we want to have full control over the risk tolerance, being able to manage our customer base, and being able to really help support our customers’ growth. We don’t want to be relying on third parƟes to go and make that decision for us.

Hope that helps.

Yair Nechmad I will add to this, Hannes. It is Yair. I think if I understand correctly the quesƟon, I can say the following. The tailwind that we are seeing, what we see in the market is crossing all territories. We do not see any kind of what you call headwinds in the way that we operate. What you can see in depth of the data, that we are growing on the ATV, and the transacƟon, the payment is growing as fast as we expected, but the ATV is growing even higher. If you take a track record between 2021 when we started, it was like $1.3 or $1.7, now it is like $2.5. This growth is all coming to our, what you call, to our revenue.

www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com If you look about the gross margin, how we are managing the gross margin on top of this growth. We are keeping this gross margin. It is a tesƟmony to how we operate. The growth of this kind of tailwind will keep on going and will grow up, I believe, between $2 to $2.5 again. The next five years will grow up in terms of the ATV, and that secures the growth of the company all the way up. What we have to do is invest and put in more and more ability of us to access more segments, according to opportuniƟes that we see, and that secures the long-term growth of the company.

Sagit Manor Thank you, Sanjay. We’re not providing specific guidance on ARPU, but there are two main factors to the average revenue per unit improvement that we see. First is exisƟng machines moving from cash to cashless. This is one, and we know that most of our growth comes from our exisƟng customers. The second, of course, is the move or the transfer to higher transacƟon value verƟcals like EV chargers, car wash, and family entertainment center and whatnot. This is a trend that started probably four to six quarters ago, and we conƟnue to see the trend of that going overall. As you know, there were a couple of years that we gave it annually, but then the growth is actually now being shown even quarterly.

We wanted to share that informaƟon with the rest of the investment community. I see that trend conƟnuing. I remind us all that sƟll 70% of the unaƩended machines out there, which we think that there’s 48 million devices out there growing to 60 million by 2029, are sƟll, again, 70% are sƟll accepƟng cash only. We have 1.55 million of those. So it’s on us to sell more machines. As you know, we are at the source, which means that we are working really hard to secure the OEM partnerships in China and other areas where the machine is already coming with the Nayax device, whether it’s the VPOS Touch, VPOS Media outside, or is it the Nayax inside, where it comes to the UNO-Mini and et cetera, from that series.

So, working from all angles to conƟnue to enjoy the tailwind of cash to cashless conversion. www. ir. nayax. com | 3 Arik Einstein, Herzliya, Israel | IR@nayax. com As you know, we are the only leading company and the global company in that space, being at the 44 different verƟcals, obviously, and whatnot. So, as you can see, if we see a great opportunity in the EV charging, for example, area to capture market share, we’re there to capture it, even if it means a liƩle bit of a setback on maybe margins for a liƩle bit or maybe even cash flow. This is a very important investment that we do today for a beauƟful growth opportunity in the future.

Aaron Greenberg Yeah, absolutely. It’s really interesƟng because when we looked at the beginning of last year, we looked at all the opƟons, including all the opƟons that you menƟoned, and federal charters, et cetera. What we saw was that ConnecƟcut came out with this only in the last few years or so. It’s a relaƟvely new iniƟaƟve of theirs, called the InnovaƟon Bank Charter. This was meant by the state to compete against some of the other states with regards to some of these more fintech type of bank charters. The uniqueness of it, though, is that unlike some of the other ones that are heavily restricted bank charters, this one really is not very restricted at all. The biggest restricƟon of this charter is that it cannot be used for consumer business.

It is a commercial bank, meaning that we can only work with businesses, which is fine because that’s all we do today and all we’re intending to do right now. Besides that, we’re allowed to do everything else. We chose, when we applied for the bank charter, to be considered a credit insƟtuƟon. As you probably know, there’s two things that define you as a bank. One is deposits and the other is credits. We’ve decided to take the credit route at the moment. The license does allow for you to become a depository insƟtuƟon, although we’ve opted at the current Ɵme to do that through partnership with Adyen, largely because of the infrastructure requirements and the regulatory requirements that would be needed, and it would put us under FDIC oversight, essenƟally.

This was a faster path for us to be able to do what we wanted to do in the market today. We are very happy with our partnership with Adyen. We just launched the Yellow Account also last week, which has been so far very successful. We feel we are on the right plan with regards to that.

Aaron Greenberg Yes. This is Aaron again. With regards to where we stand, we have really been successfully execuƟng on this playbook over the last few years of buying soŌware-enabled companies that have the payments Ɵed to it, essenƟally, but they are not necessarily doing the payments themselves. We have done that with Tigapo now and verƟcalizing in the arcade gaming space. We have done it now with Lynkwell and verƟcalizing in the EV charging space. As I menƟoned at the beginning of this year, I will reiterate that there are a few other verƟcals that we believe strongly in. If we are looking at our M&A strategy over the next couple of years on areas that we can verƟcalize in that can bring incremental value to our customers.

Those areas are parking, mass transit, so think like buses and trains, for example, and laundry soluƟons. Those are the three areas that we have been looking very heavily in. With regard to geography, we have never been restricted to geography with regards to M&A. Although, keep in mind obviously, that 80% of our business is happening in North America, Europe, and U. K. So generally, we are looking for either it is going to fit within that market because we have a lot of cross-selling capability or it is coming from another region. Let us take Brazil, for example, but an ability to be able to take that technology potenƟally to other parts of the world, like in our core markets.

With regards to where we stand right now, as I menƟoned, we are sƟll very acƟve in M&A. We are intending to deploy capital this year in M&A. Nothing has changed there, and I hope to have some more updates by the next quarter.

It is Sagit. This quarter, definitely, there is an FX impact on all areas. I have spoken about the P&L impact, which was $2.3 million, but of course also in the CapEx, it has an impact on that. Having said that, you can see that CapEx increased as a result of some several investments that we are doing, both from an R&D capitalizaƟon standpoint as well as CapEx, which are infrastructure projects that we are implemenƟng that were obviously planned. But if we see, again, an addiƟonal investment that needs to be done, this is where we are here, and that is some of the reasons why we revised the free cash flow forecast. I’m expecƟng that the R&D capitalizaƟon, kind of in the CapEx that you’ve seen in Q2, that will conƟnue in Q3 and Q4 if not increase a bit simply because of everything that we are trying to do in a very short period of Ɵme.

I’m expecƟng that in 2027, free cash flow will be improved, and we’ll talk about it more as the year progresses.