REPAY to Acquire KUBRA in \$372 Million All-Cash Deal, Transforming Bill Payment Landscape

Key Highlights of the Announcement

• Repay Holdings Corporation (NASDAQ: RPAY) has entered into a definitive agreement to acquire Kubra Data Transfer LTD. (“KUBRA”) for approximately \$372 million.
• The acquisition will be financed through a combination of cash on hand and debt financing, supported by a \$500 million term loan commitment from Truist Bank and a \$100 million undrawn revolving credit facility.
• KUBRA is a North American leader in bill payment and customer communication management solutions, serving over 40% of households in the US and Canada, and over 250 enterprise clients, mainly in the utility, government, and insurance sectors.
• The transaction is expected to close in the second quarter of 2026, pending regulatory approvals in both the US and Canada, and other customary closing conditions.

Strategic and Financial Rationale for Investors

• Vertical Expansion: The acquisition adds significant exposure to major verticals, notably utilities, government, and insurance, which are attractive due to their highly recurring bill payment volumes. REPAY’s and KUBRA’s combined go-to-market and sales teams will leverage expanded payments capabilities and robust distribution networks across more than 18 verticals.
• Scale and Market Reach: The combined entity is expected to enable over \$130 billion in annual payment volumes, serving a broad range of growth markets.
• Financial Impact:
  • Combined 2025 estimated financials: Approximately \$548 million in revenue and \$178 million in Adjusted EBITDA (non-GAAP).
  • Expected to generate annual run-rate cost synergies of \$15+ million and technology savings of \$5+ million over three years via platform consolidation and operational efficiencies.
  • Additional anticipated revenue opportunities of \$5+ million by 2028 from cross-selling and enhanced platform offerings.
  • REPAY expects the transaction to be accretive to Free Cash Flow by about 25% by 2028.
• Leverage and Financing:
  • The acquisition will be funded with both cash and debt, with net leverage expected at approximately 4.0x post-transaction, targeted to drop below 3.0x within 18 months.
• Integration and Growth Opportunities: The merger brings together two complementary organizations, combining REPAY’s payment technology and KUBRA’s embedded platform and client base. The deal is expected to deepen client relationships, drive operational efficiencies, and unlock new growth opportunities.

Management Commentary

“Today’s announcement advances REPAY on our transformational journey to become a leading bill payment provider. The combination brings together highly complementary go-to-market approaches, creating robust opportunities to enhance growth, while also deepening client experiences and driving operational and financial efficiencies,” said John Morris, Co-Founder and Chief Executive Officer of REPAY.

Rick Watkin, President and CEO of KUBRA, added, “We are excited to enter KUBRA’s next phase by joining REPAY and creating a scaled payments platform. REPAY will enhance value for our clients, while helping to further pursue growth opportunities in our end markets.”

Transaction Details and Timeline

• The deal is structured as an all-cash transaction valued at \$372 million, subject to customary purchase price adjustments.
• Truist Securities, Inc. served as REPAY’s exclusive financial advisor, with legal counsel from Troutman Pepper Locke LLP. For KUBRA, Financial Technology Partners acted as exclusive financial advisor, with Clifford Chance US LLP and the Hearst Office of General Counsel as legal advisors.
• The transaction is expected to close in Q2 2026, following regulatory and customary approvals.

Potential Shareholder Impact and Price-Sensitive Details

• This acquisition marks a strategic transformation for REPAY, significantly increasing its scale, expanding its vertical reach, and enhancing its recurring revenue base. These factors are likely to be viewed positively by investors and could have a material impact on share value.
• Cost synergies, technology consolidations, and cross-selling opportunities create tangible value creation levers, further underscoring the deal’s potential to enhance shareholder returns.
• Leverage is expected to rise temporarily but is projected to decline below 3.0x within 18 months, indicating proactive financial management and a path back to a strong balance sheet.
• There are risks associated with regulatory approvals, integration challenges, and market competition, which could impact timing or realization of the anticipated benefits.

Conference Call Details

REPAY will host a conference call to discuss the acquisition on Tuesday, March 31, 2026, at 8:00 am ET. The call will be webcast live at REPAY’s investor relations website. U.S. participants can dial (877) 407-3982, and international participants can dial (201) 493-6780. A replay will be available after the call.

About REPAY and KUBRA

• REPAY: A leading provider of integrated payment processing solutions, focusing on verticals with complex transaction needs. Its platform simplifies electronic payments for both clients and consumers.
• KUBRA: Founded in 1992 and headquartered in Mississauga, Ontario, KUBRA offers customer experience management to major utility, government, and insurance clients, including billing, payments, alerts, AI solutions, apps, and mapping, touching over 40% of US and Canadian households.

Disclaimer

This article contains forward-looking statements subject to uncertainties and risks. Actual results may differ materially from those anticipated. The information is not investment advice and should not be relied upon as such. Investors should review all available materials and consult their financial advisor before making investment decisions. Repay Holdings Corporation undertakes no obligation to update forward-looking statements or projections.

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