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Standing Risk Factors

  • Goodwill Impairment (historical) — Prior-year goodwill impairment losses totaling $242.7M in 2025 (primarily Consumer Payments segment) contributed to a $271.1M net loss for the year.
NASDAQ: RPAY Repay Holdings Corp 8-K

Repay reports Q2 2026 revenue up 33% to $100.7M, completes KUBRA acquisition in June

Filed August 10, 2026 · Period ending August 10, 2026 · ~1 min read

5 key changes 3 high relevance 1 standing risk 5 sections

Key Changes

  • high

    Q2 2026 revenue reached $100.7M, up 33% year-over-year with 6% organic growth; Adjusted EBITDA was $36.3M (36% margin) and Free Cash Flow was $27.4M with 75% conversion.

  • high
  • high

    Company reiterated full-year 2026 outlook: revenue $490-500M, Adjusted EBITDA $168.5-176M (~35% margins), and 30% Free Cash Flow conversion; organic growth expected at 10-12%.

  • medium

    Repay refinanced debt in H1 2026, issuing $610M in new long-term debt and repaying $256.5M; total debt now $788M ($288M convertible notes at 2.875%, $500M term loan at SOFR+5.5%) plus $100M undrawn revolver.

  • medium

    Management targets net leverage below 3.0x within 18 months of KUBRA close, driven by free cash flow generation and expected run-rate synergies of $5M+ in 2026 and $15M+ by 2028.

Summary

Repay Holdings reported second quarter 2026 results showing strong top-line momentum and the completion of its transformational KUBRA acquisition. Revenue grew 33% year-over-year to $100.7 million, with 6% organic growth and a $21 million contribution from KUBRA in June alone. The company generated $27.4 million in free cash flow with 75% conversion, demonstrating operational efficiency despite integration activity.

Management reiterated full-year 2026 guidance of $490-500 million in revenue and $168.5-176 million in Adjusted EBITDA, with KUBRA expected to contribute $150-154 million in revenue over the remaining seven months. The KUBRA acquisition, which closed in June, positions Repay as a leading consumer bill payment and communication services platform across the U.S. and Canada.

The company outlined an 18-24 month integration plan targeting run-rate synergies of $5+ million in 2026 and $15+ million by 2028, with the deal expected to be 25% free cash flow accretive by 2028. Repay refinanced its debt structure in the first half, issuing $610 million in new debt and repaying $256.5 million, leaving total debt at $788 million. Management committed to deleveraging below 3.0x net leverage within 18 months through cash generation and synergy realization. The historical goodwill impairment losses in 2025 ($242.7 million, primarily in Consumer Payments) remain a concern, though they did not recur in the current quarter.

Section-by-Section Diff

Event · Item 2.02 — Results of Operations and Financial Condition

~100 words

Repay Holdings announced Q2 2026 financial results via press release.

1 Added
Added Q2 2026 earnings announcement high

Added in current filing · verify on EDGAR →

On August 10, 2026, Repay Holdings Corporation (the “Company”) issued a press release announcing the results of the Company’s operations for the quarter ended June 30, 2026.

The company disclosed its second quarter 2026 operating results through a press release. The 8-K body does not contain specific financial metrics; those would be in the attached Exhibit 99.1 press release, which was not provided in the input text.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

Repay Holdings published earnings supplement and investor presentation materials on its investor relations website.

1 Added
Show 1 minor / wording change
Added Earnings supplement and investor presentation low

Added in current filing · verify on EDGAR →

On August 10, 2026, the Company provided supplemental information regarding its business and operations in an earnings supplement and investor presentation that will be made available on the investor relations section of the Company’s website.

The company disclosed that it has published supplemental earnings materials and an investor presentation on its website. This is a routine disclosure under Regulation FD to ensure equal access to information. The materials are furnished, not filed, meaning they are not subject to liability under Section 18 of the Exchange Act.

Event · Exhibit 99.1

3 Added
Added 2026 full-year outlook reiteration high

Added in current filing · view on EDGAR →

Revenue $490 - 500 million ... Adjusted EBITDA $168.5 - 176 million ... Free Cash Flow Conversion 30% ... Adjusted Free Cash Flow Conversion 35%

REPAY reiterated its full-year 2026 outlook, expecting revenue of $490-500 million and Adjusted EBITDA of $168.5-176 million. KUBRA is expected to contribute $150-154 million in revenue and $27.5-30 million in Adjusted EBITDA for the remaining seven months of 2026. On an organic basis, REPAY expects approximately 10-12% revenue growth. Note: these figures were previously disclosed in the company's Jun 1, 2026 8-K.

Added Debt refinancing medium

Added in current filing · view on EDGAR → · paraphrased

Issuance of long-term debt 610,000 ... Payments on long-term debt (256,508) ... Payments of debt issuance costs (29,372) ... Loss on extinguishment of debt (974)

REPAY refinanced its debt during the first half of 2026, issuing $610 million in new long-term debt and repaying $256.5 million of existing debt. The company incurred $29.4 million in debt issuance costs and recorded a $974 thousand loss on extinguishment of debt related to the revolving credit facility.

Added Net leverage target medium

Added in current filing · view on EDGAR →

The combined free cash flow generation and expected synergy realization gives us confidence in obtaining our net leverage target of returning below 3x over the next 18 months.

Management expressed confidence in achieving a net leverage target below 3x over the next 18 months, driven by free cash flow generation and expected synergies from the KUBRA acquisition.

Event · Exhibit 99.2

4 Added
Added Q2 2026 revenue and organic growth high

Added in current filing · view on EDGAR → · paraphrased

Revenue $80.8 ... 33% y/y growth 6% organic growth

Repay reported Q2 2026 revenue of $80.8 million, up 33% year-over-year. Organic growth was 6%, with the remainder driven by the KUBRA acquisition (closed June 2026) contributing approximately $21 million. The company highlighted continued ramp-up of new enterprise clients and early political media spending ahead of the 2026 mid-term election cycle.

Added Q2 2026 Adjusted EBITDA and margin high

Added in current filing · view on EDGAR → · paraphrased

Adjusted EBITDA (3) ... 36% % Margin (3) ... 14% y/y growth

Adjusted EBITDA for Q2 2026 was reported with a 36% margin and 14% year-over-year growth. The filing notes that KUBRA's vertical, product, and payment mix naturally impacts margins compared to core REPAY, while the company continues strategic investments in technology, product, and go-to-market teams.

Added KUBRA acquisition contribution and integration high

Added in current filing · view on EDGAR →

Closed KUBRA acquisition in June KUBRA contributed ~$21mm of revenue, increasing ~5% year-over-year compared to June 2025

The KUBRA acquisition closed in June 2026 and contributed approximately $21 million in revenue during Q2. The company outlined a phased 18-24 month integration plan to unify platforms, with expected run-rate synergies of $5+ million in 2026 and $15+ million by 2028. The acquisition is expected to be Free Cash Flow accretive by 25% in 2028.

Added Q2 2026 Free Cash Flow and leverage medium

Added in current filing · view on EDGAR → · paraphrased

Free Cash Flow (4) ... 75% FCF conversion (4) ... Net Leverage (2) < (3) ... Target to deleverage below 3.0x within 18 months of closing KUBRA acquisition

Repay reported strong Q2 cash generation with 75% Free Cash Flow conversion. The company disclosed total outstanding debt of $788 million ($288 million in 2029 Convertible Notes at 2.875% and $500 million in 2033 Senior Secured Term Loan at SOFR plus 5.5%), plus a $100 million undrawn revolver. Management committed to deleveraging below 3.0x net leverage within 18 months of the KUBRA acquisition close.

Event · Exhibit 99.3

REPAY filed an investor presentation deck summarizing its business model, financial performance, and strategic positioning as of August 2026.

5 Added
Added 2025 financial results high

Added in current filing · view on EDGAR →

Net Loss ($56.0) $8.7 ($117.4) ($10.3) ($271.1)

REPAY reported a net loss of $271.1 million for the year ended December 31, 2025, a significant deterioration from a $10.3 million loss in 2024. The presentation attributes this primarily to a $242.7 million non-cash impairment loss in 2025, compared to zero impairment in 2024. Adjusted EBITDA for 2025 was $128.6 million, down from $140.8 million in 2024.

Added Revenue and gross profit trends high

Added in current filing · view on EDGAR →

Revenue Growth 2% (9%) (1%) Political Media contribution / (impact) n/a (31%) (4%) Revenue Growth, excl. political media 2% 22% 3%

Total company revenue declined 1% in 2025, driven by a 9% decline in Business Payments (which faced a 31% headwind from political media). Excluding political media, Business Payments grew 22% and total company revenue grew 3%. Consumer Payments grew 2%. Gross profit followed a similar pattern, declining 4% overall but growing 1% excluding political media impacts.

Added Free cash flow performance high

Added in current filing · view on EDGAR →

Free Cash Flow $29.8 $37.4 $52.8 $105.2 $49.1 Adjusted EBITDA $93.2 $124.5 $126.8 $140.8 $128.6 Free Cash Flow conversion(2) 32% 30% 42% 75% 38%

Free cash flow for 2025 was $49.1 million, down from $105.2 million in 2024, representing a 38% conversion rate of Adjusted EBITDA compared to 75% in the prior year. The decline reflects lower operating cash flow ($91.1 million in 2025 vs. $150.1 million in 2024) partially offset by lower capital expenditures ($42.0 million vs. $44.9 million).

Added KUBRA acquisition integration medium

Added in current filing · view on EDGAR →

KUBRA expanded platform capabilities

The presentation highlights the KUBRA acquisition as expanding REPAY's platform capabilities into bill design and presentment, communication services, and utility mapping and data analytics. KUBRA added approximately 54 ISV integrations to REPAY's platform. The forward-looking statements section notes risks related to the inability to integrate and realize expected synergies from the KUBRA transaction.

Added Software integration partnerships medium

Added in current filing · view on EDGAR →

# OF ISV INTEGRATIONS 53 352

REPAY grew its software integration partnerships from 53 at the time of its July 2019 business combination to 352 as of June 30, 2026, representing a 32% compound annual growth rate. These integrations are a key distribution channel, enabling REPAY to embed payment capabilities directly into clients' core systems across 18+ verticals.

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