The following discussion should be read in conjunction with the Condensed Consolidated Financial Statements and notes thereto included under Item 1. Financial Statements of this Form 10-Q, our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2026, including the risk factors set forth therein, and our Consolidated Financial Statements and notes thereto and related Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). This quarterly report contains forward-looking statements. See the sections of the Form 10-Q titled “Cautionary Statement about Forward-Looking Statements” and “Risk Factors” for a discussion of the uncertainties, risks and assumptions associated with these forward-looking statements that could cause future results to differ materially from those reflected in this section.
Revision. In connection with the preparation of our second and third quarters 2025 financial statements, we identified misstatements in our previously-issued financial statements. Although not materially impacting any previously-reported periods, the misstatements resulted in immaterial misstatements in our historical financial statements and the revision of the first and second quarters of 2025. The figures in this MD&A reflect the impact of such revisions. Refer to Note 1, “Basis of Presentation and Summary of Significant Accounting Policies”, and Note 13, “Revisions of Previously Issued Financial Statements”, in Item 1 of this Quarterly Report for additional information.
OVERVIEW
We are an industry-leading financial technology company providing self-directed banking solutions to a global customer base including financial institutions, merchants, manufacturers, retailers and consumers. We operate through three reportable segments: Self-Service Banking, Network, and Telecommunications and Technology (“T&T”).
During the second quarter of 2026, we continued to pursue our focus on customer service, leveraging AI-powered diagnostics, intelligent dispatch systems and fleet-level performance management to improve ATM availability. Within Self-Service Banking, continued revenue growth in our ATM as a Service (“ATMaaS”) business and subscription-based software offerings was offset by a reduction in revenue from hardware sales. Revenue in our Network segment decreased slightly quarter over quarter, due to lower demand for crypto transactions and less favorable revenue mix. Total gross margin increased year over year, due to favorable shifts in product mix in software and services, the impact of tariff refunds, productivity initiatives and positive settlement processing in the network business. These benefits were partially offset by increases in the costs of fuel and memory chips. We anticipate that these costs could remain elevated for the remainder of the year, impacting gross margin in future quarters.
On a year-to-date basis, consolidated revenue increased due to an increase in ATMaaS, subscription-based software offerings, and hardware sales during the first quarter. Year-to-date gross margin increased as a result of shifts in product mix and tariff refunds in the second quarter of the year.
We are exposed to macroeconomic factors such as interest rates, foreign currency fluctuations, geopolitical tensions and shifts in global trade policies. We anticipate that further conflict with Iran or similar geopolitical conflicts could negatively impact our ability to deliver products and services in certain markets, and continue to result in increases in fuel costs.
On February 20, 2026, the U.S. Supreme Court ruled that certain tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”) were not valid, and on March 4, 2026, the Court of International Trade ruled that U.S. Customs and Border Protection (“CBP”) was required, subject to applicable procedures, to refund the IEEPA tariffs it had collected. On April 20, 2026, CBP began accepting submissions for certain IEEPA tariff refunds, and on June 29, 2026, it further expanded eligible refund submissions. The majority of our refund claims have been accepted, and we have accrued a net receivable related to these claims. We have received payment for a portion of our receivables.
On February 26, 2026, we entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Atleos, The Brink’s Company, a Virginia corporation (“Brink’s”), Novus Merger Sub, Inc., a Maryland corporation and wholly owned subsidiary of Brink’s (“Merger Sub I”) and Novus Merger Sub II, LLC, a Maryland limited liability company and wholly owned subsidiary of Brink’s (“Merger Sub II”). Pursuant to the Merger Agreement, (i) Merger Sub I will merge with and into Atleos (the “First Merger”), with Atleos surviving the First Merger as a direct wholly owned subsidiary of Brink’s, and (ii) immediately following the First Merger, Atleos will merge with and into Merger Sub II (the “Second Merger” and, together with the First Merger, the “Mergers”), with Merger Sub II surviving the Second Merger as a wholly owned subsidiary of Brink’s. Pursuant to the Merger Agreement, Brink’s will acquire each outstanding share of Atleos stock for $30.00 in cash, without interest, and 0.1574 shares of validly issued, fully paid and nonassessable shares of
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Brink’s common stock. On June 30, 2026, the stockholders of both companies approved the Mergers. The Mergers are currently expected to close early in the first quarter of 2027, subject to customary closing conditions, including regulatory approvals. In connection with the Mergers, on March 11, 2026, we received the requisite consents from holders of our 9.500% Senior Secured Notes due 2029 (the “Notes”) and entered into a supplemental indenture to amend the defined term “Change of Control” to provide that the Mergers will not constitute a Change of Control and to add or amend certain other defined terms related to the Change of Control put provisions contained in the indenture governing the Notes (collectively, the “CoC Put Waiver”). As a result of the CoC Put Waiver, we are not required to repurchase any portion of the Notes as a result of the consummation of the Mergers. The supplemental indenture became effective immediately upon execution, but the CoC Put Waiver will not become operative until immediately prior to the effective time of the First Merger and will cease to be operative if the First Merger is not consummated or we do not pay the consent fee to the paying agent on behalf of the holders.
RESULTS OF OPERATIONS
Highlights of our consolidated results, which are discussed in more detail below, include:
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 % 2026 2025 %
Product revenue $ 248 $ 265 (6) % $ 469 $ 454 3 %
Service revenue 855 837 2 % 1,677 1,627 3 %
Total revenue 1,103 1,102 — % 2,146 2,081 3 %
Product gross margin 67 48 40 % 100 77 30 %
Service gross margin 242 204 19 % 443 407 9 %
Total gross margin 309 252 23 % 543 484 12 %
Selling, general and administrative expenses 133 116 15 % 263 238 11 %
Research and development expenses 20 17 18 % 40 34 18 %
Income from operations 156 119 31 % 240 212 13 %
Interest expense (62) (69) (10) % (125) (136) (8) %
Other income (expense), net (4) 7 (157) % 8 3 167 %
Income before income taxes 90 57 58 % 123 79 56 %
Income tax expense 25 19 32 % 36 28 29 %
Net income attributable to Atleos $ 65 $ 39 67 % $ 87 $ 53 64 %
•Total revenue of $1.10 billion for the three months ended June 30, 2026 was flat year over year, including $776 million of recurring revenue ($772 million of recurring revenue in the prior year period). For the six months ended June 30, 2026, total revenue increased 3% to $2.15 billion, including $1.53 billion of recurring revenue, compared to $2.08 billion and $1.51 billion, respectively, in the comparative prior year period. Revenue growth for the three and six months ended June 30, 2026 was driven by software and services revenues, including ATMaaS, while revenue in our network business decreased due to lower demand for crypto transactions. Hardware sales and associated installation services also contributed an offset to revenue growth in the three months ended June 30, 2026 due to the timing of delivery in the prior year, with overall growth for the six months ended June 30, 2026. Other revenues declined due to an expected reduction in commercial agreements and commerce-related contracts with Voyix.
•For the three months ended June 30, 2026, gross margin increased 510 basis points to 28.0% and adjusted gross margin increased 530 basis points to 30.2%. For the six months ended June 30, 2026, gross margin increased 200 basis points to 25.3% and adjusted gross margin increased 200 basis points to 27.4%. These increases were driven by net tariff refunds, favorable product mix in software and services, productivity initiatives, and positive settlement processing and lower vault cash costs in the network business, offset by an increase in other costs, including fuel and memory chips.
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•Income from operations increased 31% and 13% for the three and six months ended June 30, 2026, respectively, driven by the factors described above. Operating expenses increased due to costs incurred in connection with our workforce optimization and strategic initiatives, as well as acquisition-related costs.
•Income before income taxes increased to $90 million and $123 million for the three and six months ended June 30, 2026, respectively, compared to $57 million and $79 million in the prior year periods as the impact of lower interest costs on our debt was offset by reduced gains from business disposals relative to the prior year period.
Key Financial and Performance Metrics
We use the following metrics in evaluating the performance of our business:
Recurring revenue is all revenue streams from contracts where there is a predictable revenue pattern that will occur at regular intervals with a relatively high degree of certainty. This includes hardware and software maintenance revenue, processing revenue, interchange and network revenue, Bitcoin-related revenue, and certain professional services arrangements, as well as term-based software license arrangements that include customer termination rights.
Annualized Recurring Revenue (“ARR”) is recurring revenue, excluding software licenses sold as a subscription, for the last three months multiplied by four, plus the rolling four quarters for term-based software license arrangements that include customer termination rights. We believe this metric may be useful to investors in evaluating achievement of our strategic goals related to the conversion of the self-service banking business to recurring revenue streams over time. ARR does not necessarily reflect the pattern of revenue recognition in accordance with GAAP and should not be considered a substitute for GAAP revenue.
Last twelve months average revenue per unit (“LTM ARPU”) is an operating metric for the Network segment, defined as total Network segment revenue for the previous twelve months divided by the average Network Managed Units for the previous twelve months. We believe this metric may be useful to investors in evaluating achievement of our strategic goals related to the improved monetization of our ATM fleet over a specified period, excluding the impact of seasonality. LTM ARPU does not represent revenue generated solely by our Network Managed Units, as total Network segment revenue includes revenue generated from other sources.
Network Managed Units are all transacting ATMs as of period end, whether Company-owned or Merchant-owned, other than those for which we only provide third-party processing services and those under legacy managed services arrangements.
The following tables show our key financial and performance metrics for the three and six months ended June 30, the relative percentage that those amounts represent to total revenue, and the change in those amounts year over year.
Recurring revenue as a percentage of total revenue
Three months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 vs 2025
Recurring revenue (1) $ 776 $ 772 70.4 % 70.1 % 1 %
All other products and services 327 330 29.6 % 29.9 % (1) %
Total Revenue $ 1,103 $ 1,102 100.0 % 100.0 % — %
Six months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 vs 2025
Recurring revenue (1) $ 1,530 $ 1,513 71.3 % 72.7 % 1 %
All other products and services 616 568 28.7 % 27.3 % 8 %
Total Revenue $ 2,146 $ 2,081 100.0 % 100.0 % 3 %
(1) Refer to our definition of Recurring revenue in the section entitled “Key Financial and Performance Metrics.”
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Net income attributable to Atleos and Adjusted EBITDA(1) as a percentage of total revenue
Three months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 vs 2025
Net income attributable to Atleos $ 65 $ 39 5.9 % 3.5 % 67 %
Adjusted EBITDA(1) $ 254 $ 203 23.0 % 18.4 % 25 %
Six months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 vs 2025
Net income attributable to Atleos $ 87 $ 53 4.1 % 2.5 % 64 %
Adjusted EBITDA(1) $ 426 $ 375 19.9 % 18.0 % 14 %
(1) Refer to our definition of Adjusted EBITDA in the section entitled “Supplemental Information - Items Affecting Comparability.”
Other performance metrics
Three months ended June 30,
In millions, unless otherwise noted 2026 2025
Self-Service Banking
Annualized recurring revenue $ 1,721 $ 1,679
Recurring revenue as a % of SSB revenue 58 % 57 %
Revenue from ATMaaS arrangements $ 77 $ 62
Network
LTM ARPU (in thousands) $ 16.0 $ 16.2
Network Managed Units (in thousands) 77.0 77.0
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Supplemental Information - Items Affecting Comparability
We supplement the reporting of our financial information determined under generally accepted accounting principles in the United States (“GAAP”) with certain non-GAAP adjusted financial measures. Non-GAAP adjusted financial measures should be considered in addition to, and not as an alternative for, our reported results prepared in accordance with GAAP. Our non-GAAP adjusted financial measures do not represent a comprehensive basis of accounting and therefore may not be comparable to similarly titled measures reported by other companies. We believe these measures are useful for investors because they provide a more complete understanding of our underlying operational performance, as well as consistency and comparability with past reports of financial results.
Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA) (non-GAAP) and Adjusted EBITDA margin (non-GAAP) are calculated as GAAP Net income (loss) attributable to Atleos plus interest expense; plus income tax expense (benefit); plus depreciation and amortization; plus acquisition-related costs, including costs related to the Brink’s transaction; plus pension mark-to-market adjustments and other one-time pension-related costs; plus separation-related costs; plus transformation and restructuring charges, which include integration, severance, divestiture and other exit and disposal costs; plus stock-based compensation expense; plus Voyix legal and environmental indemnification expense; plus other amounts included in Other income (expense), net. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by total revenue, and Adjusted EBITDA margin by segment is calculated based on segment Adjusted EBITDA divided by the related segment revenue. We use these non-GAAP measures to evaluate performance consistently from period to period.
Adjusted gross margin as a percentage of revenue (non-GAAP) and Adjusted selling, general and administrative expenses as a percentage of revenue (non-GAAP) are calculated utilizing GAAP gross margin and selling, general and administrative expenses, respectively, and excluding, as applicable, acquisition-related costs, including costs related to the Brink’s transaction; one-time pension-related costs; separation-related costs; amortization of acquisition-related intangibles; stock-based compensation expense; transformation and restructuring charges (which includes integration, severance, divestiture and other exit and disposal costs); Voyix legal indemnification expense; and other non-recurring or unusual items. We use these non-GAAP measures to evaluate performance consistently from period to period.
Adjusted free cash flow-unrestricted (non-GAAP) is calculated as net cash (used in) provided by operating activities less capital expenditures, less additions to capitalized software, plus/minus the change in restricted cash settlement activity, plus proceeds from certain sale-leaseback transactions, plus pension contributions and settlements, plus legal and environmental indemnification payments made to Voyix, and plus certain significant acquisition-related payments. Restricted cash settlement activity represents the net change in amounts collected on behalf of, but not yet remitted to, certain of our merchant customers or third-party service providers that are pledged for a particular use or restricted to support these obligations. These amounts can fluctuate significantly period to period based on the number of days for which settlement has not yet occurred or day of the week on which a reporting period ends. We believe Adjusted free cash flow-unrestricted is useful for investors because it indicates the amount of cash available for, among other things, investments in our existing businesses, strategic acquisitions and repayment of our debt obligations. Adjusted free cash flow-unrestricted does not represent the residual cash flow available, since there may be other non-discretionary expenditures that are not deducted from the measure.
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Reconciliation of Net income (loss) attributable to Atleos (GAAP) to Adjusted EBITDA (Non-GAAP)
Three months ended June 30, Six months ended June 30,
In millions 2026 2025 2026 2025
Net income attributable to Atleos (GAAP) $ 65 $ 39 $ 87 $ 53
Interest expense 62 69 125 136
Interest income (2) (1) (4) (2)
Income tax expense 25 19 36 28
Depreciation and amortization expense 45 44 89 86
Amortization of acquisition-related intangibles 24 24 48 47
Stock-based compensation expense 10 8 17 17
Separation costs — 6 — 8
Acquisition-related costs 8 1 10 1
Transformation and restructuring 10 (11) 5 (10)
Voyix indemnification expense 3 1 6 5
Other (income) expense items(1) 4 4 7 6
Adjusted EBITDA (non-GAAP) $ 254 $ 203 $ 426 $ 375
(1) Includes certain items reported within Other income (expense), net on the Condensed Consolidated Statements of Operations, such as bank fees, the components of pension, postemployment and postretirement expense other than service cost, and the impact of foreign currency exchange rate fluctuations. Certain other amounts reported in Other income (expense), net are separately captured in this reconciliation. As a result, Other (income) expense items as presented does not agree to total Other income (expense), net on the Condensed Consolidated Statements of Operations.
Reconciliation of Gross Margin Rate (Gross Margin as a Percentage of Revenue) (GAAP) to Adjusted Gross Margin Rate (Adjusted Gross Margin as a Percentage of Revenue) (Non-GAAP)
Three months ended June 30, Six months ended June 30,
2026 2025 2026 2025
Gross Margin Rate (GAAP) 28.0 % 22.9 % 25.3 % 23.3 %
Plus:
Amortization of acquisition-related intangibles 1.8 % 1.8 % 1.9 % 1.9 %
Stock-based compensation expense 0.2 % 0.2 % 0.1 % 0.1 %
Transformation and restructuring 0.2 % — % 0.1 % 0.1 %
Adjusted Gross Margin Rate (Non-GAAP) 30.2 % 24.9 % 27.4 % 25.4 %
Reconciliation of Selling, General and Administrative Expenses (“SG&A”) as a Percentage of Revenue (GAAP) to Adjusted SG&A as a Percentage of Revenue (Non-GAAP)
Three months ended June 30, Six months ended June 30,
2026 2025 2026 2025
SG&A as a percentage of revenue (GAAP) 12.1 % 10.5 % 12.3 % 11.4 %
Plus:
Amortization of acquisition-related intangibles (0.4) % (0.4) % (0.4) % (0.4) %
Stock-based compensation expense (0.7) % (0.4) % (0.6) % (0.6) %
Separation costs — % (0.5) % — % (0.4) %
Acquisition-related costs (0.7) % (0.1) % (0.5) % — %
Transformation and restructuring (0.7) % — % (0.7) % — %
Voyix indemnification expense (0.1) % — % (0.1) % — %
Adjusted SG&A as a percentage of revenue (Non-GAAP) 9.5 % 9.1 % 10.0 % 10.0 %
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Reconciliation of Cash provided by operating activities (GAAP) to Adjusted Free Cash Flow-Unrestricted (non-GAAP)
Six months ended June 30,
In millions 2026 2025
Net cash provided by operating activities (GAAP) $ 21 $ 98
Capital expenditures (53) (50)
Additions to capitalized software (21) (26)
Change in restricted cash settlement activity 11 (69)
Pension contributions 22 7
Indemnification payments to Voyix 7 6
Proceeds from ATM sale-leaseback transactions 10 24
Acquisition-related payments 6 —
Adjusted free cash flow-unrestricted (non-GAAP) $ 3 $ (10)
Consolidated Results
Revenue
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 2026 v 2025 2026 2025 2026 v 2025
Revenue
Self-Service Banking $ 741 $ 732 1 % $ 1,438 $ 1,355 6 %
Network 316 319 (1) % 617 618 — %
T&T 41 41 — % 81 84 (4) %
Total segment revenue 1,098 1,092 1 % 2,136 2,057 4 %
Other(1) 5 10 (50) % 10 24 (58) %
Consolidated revenue $ 1,103 $ 1,102 — % $ 2,146 $ 2,081 3 %
(1) Contains certain immaterial business operations that do not represent a reportable segment, including commerce-related operations in countries that Voyix exited that are aligned to Atleos. Other also includes revenues from commercial agreements with Voyix.
Consolidated revenue for the three months ended June 30, 2026 was flat compared to the three months ended June 30, 2025, with increases in software and services offset by lower demand for crypto transactions and less favorable revenue mix.
Consolidated revenue for the six months ended June 30, 2026 increased 3% compared to the six months ended June 30, 2025. Revenue growth for the six months ended June 30, 2026 was driven by software and services revenues, including ATMaaS. Hardware sales and associated installation services contributed an offset to revenue growth in the three months ended June 30, 2026 due to timing of delivery in the prior year, with overall growth for the six months ended June 30, 2026. Other revenues for both the three and six months ended June 30, 2026 declined due to an expected reduction in commercial agreements and commerce-related contracts with Voyix.
Gross Margin
Three months ended June 30, Percentage of Revenue Change
In millions 2026 2025 2026 2025 2026 v 2025
Total gross margin $ 309 $ 252 28.0 % 22.9 % 23 %
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Six months ended June 30, Percentage of Revenue Change
In millions 2026 2025 2026 2025 2026 v 2025
Total gross margin $ 543 $ 484 25.3 % 23.3 % 12 %
Gross margin increased to 28.0% and 25.3% for the three and six months ended June 30, 2026, respectively, compared with 22.9% and 23.3%, respectively, for the corresponding comparative prior year periods. Adjusted gross margin for the three and six months ended June 30, 2026 increased from 24.9% and 25.4% to 30.2% and 27.4%, respectively.
These increases were driven by tariff refunds, favorable product mix in software and services, productivity initiatives, and positive settlement activity and lower vault cash costs in the network business, offset by an increase in other costs, including fuel and memory chips.
Selling, General and Administrative Expenses
Three months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 v 2025
Selling, general and administrative expenses $ 133 $ 116 12.1 % 10.5 % 15 %
Six months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 vs 2025
Selling, general and administrative expenses $ 263 $ 238 12.3 % 11.4 % 11 %
Selling, general, and administrative expenses increased $17 million and $25 million for the three and six months ended June 30, 2026, respectively, compared to the corresponding prior year periods. The increases were primarily due to higher severance costs and professional fees incurred in connection with our workforce optimization and other strategic initiatives. On an adjusted basis, selling, general and administrative expenses as a percentage of revenue increased from 9.1% to 9.5% for the three months ended June 30, 2026. For the six months ended June 30, 2026 and 2025, adjusted selling, general and administrative expenses as a percentage of revenue remained flat at 10.0%.
Research and Development Expenses
Three months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 v 2025
Research and development expenses $ 20 $ 17 1.8 % 1.5 % 18 %
Six months ended June 30, Percentage of Total Revenue Change
In millions 2026 2025 2026 2025 2026 v 2025
Research and development expenses $ 40 $ 34 1.9 % 1.6 % 18 %
Research and development expenses increased year over year by $3 million and $6 million for the three and six months ended June 30, 2026, respectively, due to increases in employee-related costs.
Interest Expense
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 2026 v 2025 2026 2025 2026 v 2025
Interest expense $ 62 $ 69 (10) % $ 125 $ 136 (8) %
Interest expense decreased $7 million and $11 million for the three and six months ended June 30, 2026, respectively, compared to the prior year due to lower interest rates on certain debt obligations as well as a reduction in the outstanding balance on the term loan facilities.
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Other Income (Expense), net
Three months ended June 30, Six months ended June 30,
In millions 2026 2025 2026 2025
Other income (expense), net
Interest income $ 2 $ 1 $ 4 $ 2
Foreign currency fluctuations and foreign exchange contracts (7) (8) (15) (13)
Employee benefit plans 9 3 19 6
Bank-related fees (4) (4) (8) (7)
Voyix environmental indemnification expense (2) (1) (3) (5)
Other, net (2) 16 11 20
Total other income (expense), net $ (4) $ 7 $ 8 $ 3
We recorded expense of $4 million for the three months ended June 30, 2026 compared to income of $7 million in the comparative prior year period. The unfavorable year-over-year change was primarily attributable to gains recognized on the divestiture of a business in the prior year period that did not repeat. This was partially offset by an increase in income related to our company-sponsored defined benefit plans resulting from contributions and favorable prior year asset performance, and the amortization of actuarial gains associated with certain postemployment plans. On a year-to-date basis, Other income increased $5 million as the increase in income related to our company-sponsored defined benefit plans more than offset a decrease in gains recognized from business disposals.
Income Taxes
Three months ended June 30, Six months ended June 30,
In millions 2026 2025 2026 2025
Income tax expense $ 25 $ 19 $ 36 $ 28
Income tax expense was $25 million and $36 million for the three and six months ended June 30, 2026, respectively, compared to $19 million and $28 million in the prior year periods. The changes were primarily driven by higher income before income taxes, partially offset by a lower annual effective tax rate. We did not recognize any material discrete tax expenses or benefits in the three and six months ended June 30, 2026 or 2025.
While we are subject to numerous federal, state and foreign tax audits, we believe that appropriate reserves exist for issues that might arise from these audits. Should these audits be settled, the resulting tax effect could impact the tax provision and cash flow in future periods. During 2026, we may resolve certain tax matters in foreign jurisdictions that could have an impact on our effective tax rate.
Segment Financial Results
Our Chief Operating Decision Maker (“CODM”) evaluates segment performance using revenue and Adjusted EBITDA. Refer to the section entitled “Supplemental Information - Items Affecting Comparability” for our definition of Adjusted EBITDA and the reconciliation of Net income (loss) attributable to Atleos (GAAP) to Adjusted EBITDA.
Services revenues include hardware maintenance revenue, transaction services revenue and ATMaaS revenue. Software revenues include cloud revenue, software license and maintenance revenues, as well as professional services revenues. Transactional revenues include payments processing revenue, interchange and network revenue and Bitcoin-related revenue. Hardware revenue is primarily comprised of sales of ATM hardware.
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Self-Service Banking Revenue and Adjusted EBITDA
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 2026 v 2025 2026 2025 2026 v 2025
Revenue
Services $ 389 $ 372 5 % $ 768 $ 720 7 %
Software 156 136 15 % 291 262 11 %
Hardware 196 224 (13) % 379 373 2 %
Total Self-Service Banking revenue $ 741 $ 732 1 % $ 1,438 $ 1,355 6 %
Total Adjusted EBITDA $ 212 $ 188 13 % $ 371 $ 340 9 %
Revenue for the three and six months ended June 30, 2026 increased 1% and 6%, respectively, compared to the prior year period. Software and services revenues increased, primarily due to the continued shift toward recurring ATMaaS arrangements and subscription-based software offerings. Hardware sales and associated installation services contributed an offset to revenue growth in the three months ended June 30, 2026 due to the timing of delivery in the prior year, with overall growth for the six months ended June 30, 2026.
Adjusted EBITDA for the three and six months ended June 30, 2026 increased 13% and 9%, respectively, compared to the prior year periods due to net tariff refunds, productivity initiatives and favorable product mix, offset by increases in the costs of fuel and memory chips.
Network Revenue and Adjusted EBITDA
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 2026 v 2025 2026 2025 2026 v 2025
Revenue
Software $ 9 $ 8 13 % $ 17 $ 14 21 %
Transactional 307 311 (1) % 600 604 (1) %
Total Network revenue $ 316 $ 319 (1) % $ 617 $ 618 — %
Total Adjusted EBITDA $ 106 $ 86 23 % $ 190 $ 172 10 %
Revenue remained relatively flat for the three and six months ended June 30, 2026 compared to the prior year periods due to lower demand for crypto transactions and less favorable revenue mix.
Adjusted EBITDA for the three and six months ended June 30, 2026 increased 23% and 10%, respectively, compared to the prior year periods resulting from positive settlement processing and lower vault cash costs.
T&T Revenue and Adjusted EBITDA
Three months ended June 30, Change Six months ended June 30, Change
In millions 2026 2025 2026 v 2025 2026 2025 2026 v 2025
Revenue
Services $ 39 $ 39 — % $ 77 $ 80 (4) %
Software 1 — n/m 2 1 100 %
Hardware 1 2 (50) % 2 3 (33) %
Total T&T revenue $ 41 $ 41 — % $ 81 $ 84 (4) %
Total Adjusted EBITDA $ 7 $ 9 (22) % $ 14 $ 17 (18) %
Revenue for the three months ended June 30, 2026 was flat year over year, while for the six months ended June 30, 2026 revenue decreased 4% due to a decline in customer projects.
Adjusted EBITDA for the three and six months ended June 30, 2026 decreased 22% and 18%, respectively, compared to the prior year periods, primarily reflecting the revenue trends discussed above.
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FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Our primary liquidity needs in the ordinary course of business are to: (i) fund normal operating expenses; (ii) meet the interest and principal requirements of our outstanding indebtedness, including finance leases; (iii) fund capital expenditures and operating lease payments; (iv) fund indemnification payments related to legal and environmental matters; (v) make expected pension, postretirement and postemployment plan contributions; and (vi) fund transformation and restructuring initiatives. Our principal sources of cash are generated from operations, borrowings under our revolving credit facility and issuances of debt. We continually evaluate our liquidity requirements based on our operating needs, growth initiatives and capital resources.
Summarized cash flow information for the six months ended June 30, is as follows:
Six months ended June 30,
In millions 2026 2025
Net cash provided by operating activities $ 21 $ 98
Net cash (used in) investing activities $ (52) $ (37)
Net cash (used in) financing activities $ (6) $ (66)
Net cash provided by operating activities for the six months ended June 30, 2026 decreased $77 million relative to the comparative prior year period, driven by the timing of cash settlement to our merchant partners, increases in contract liabilities and other working capital requirements.
Net cash used in investing activities increased $15 million for the six months ended June 30, 2026 relative to the comparative prior year period, primarily due to a reduction in sale-leaseback transactions on our ATM units.
Net cash used in financing activities for the six months ended June 30, 2026 decreased $60 million year over year, driven by additional net borrowings under our revolving credit facility of $95 million. This was partially offset by an increase in repayments on our term loan facilities of $13 million and year-to-date payments of $16 million for share repurchases. Additionally, cash inflows from employee stock plans decreased $7 million due to the timing of employee stock options exercises.
Long Term Borrowings As of June 30, 2026, we had $1,350 million of outstanding 9.500% senior secured notes due in 2029 and $1,243 million outstanding under our term loan facilities. In addition, we had $235 million outstanding under our revolving credit facility and $30 million of letters of credit issued.
Employee Benefit Plans In 2026, we expect to make contributions of $4 million to our international pension plans, $48 million to our U.S. pension plan, $16 million to our postemployment plans, and immaterial contributions to our U.S. postretirement plan.
Cash and Cash Equivalents Held by Foreign Subsidiaries Cash and cash equivalents held by our foreign subsidiaries at June 30, 2026 and December 31, 2025 was $291 million and $299 million, respectively. Under current tax laws and regulations, if cash, cash equivalents and short-term investments held outside the U.S. are distributed to the U.S. in the form of dividends or otherwise, we may be subject to additional U.S. income taxes and foreign withholding taxes, which could be significant.
Share Repurchase Program During the six months ended June 30, 2026, we repurchased approximately 0.4 million shares under our stock repurchase program for an aggregate purchase price of $15 million, including commissions and fees. The repurchases were funded primarily through cash generated from operations and available liquidity. In connection with the Mergers, we have suspended our share repurchase program.
As of June 30, 2026, our cash and cash equivalents totaled $429 million, our debt totaled $2,829 million and our borrowing capacity under our Revolving Credit Facility was $335 million.
Our ability to generate positive cash flows from operations is dependent on general economic conditions and the competitive environment in our industry, and is subject to the business and other risk factors described in Item 1A of Part I of our 2025 Annual Report on Form 10-K, Item 1A of Part II of our Quarterly Report on Form 10-Q filed on May 7, 2026, and Item 1A of Part II of this Quarterly Report on Form 10-Q (as applicable). If we are unable to generate sufficient cash from operations, or otherwise comply with the terms of our credit facilities, we may be required to seek additional
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financing alternatives. However, there can be no assurance that we will be able to obtain additional debt or equity financing on acceptable terms in the future.
We believe that our cash balances and funds provided by operating activities, along with our borrowing capacity under the senior secured credit facility and access to capital markets, taken as a whole, provide (i) adequate liquidity to meet all of our current and long-term (i.e., beyond June 30, 2027) material cash requirements when due, including third-party debt, (ii) adequate liquidity to fund capital expenditures and (iii) flexibility to pursue investment opportunities that may arise. We expect to utilize our cash flows to continue to invest in our business, people and the communities we operate in, as well as to repay our indebtedness over time.
Material Cash Requirements from Contractual and Other Obligations
There have been no material changes to our contractual commitments and other commercial obligations described in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2025.
Critical Accounting Policies and Estimates
Our most critical accounting estimates pertain to revenue recognition, inventory valuation, goodwill, pension, postretirement and postemployment benefits, and income taxes. These are described in Part II, Item 7 of our 2025 Annual Report on Form 10-K for the year ended December 31, 2025.
Recently Issued Accounting Pronouncements
See Note 1, “Basis of Presentation and Summary of Significant Accounting Policies”, to the Condensed Consolidated Financial Statements for a discussion of recently issued accounting pronouncements.