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Sapiens Reports Third Quarter 2025 Financial Results

1. Q3 2025 revenue increased 11.2% year-over-year to $152.3 million. 2. Annual Recurring Revenue (ARR) rose 26.7% to $220 million. 3. Operating income decreased by 18.3%, affecting profitability. 4. Sapiens is committed to expanding its global digital solutions. 5. Company will not hold a Q3 earnings call due to acquisition.

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Why Bullish?

The revenue and ARR growth indicates solid demand; however, shrinking operating income could raise concerns.

How important is it?

The strong revenue growth and ARR indicate long-term traction, but profitability issues are notable.

Why Short Term?

Immediate market reaction likely due to recent quarterly results before longer-term trends develop.

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, /PRNewswire/ -- Sapiens International Corporation, (NASDAQ: SPNS) (TASE: SPNS), a leading global provider of software solutions for the insurance industry, today announced its financial results for the third quarter ended September 30, 2025. Summary Results for Third Quarter 2025 (USD in millions, except per share data) GAAP Non-GAAP Q3 2025 Q3 2024  % Change Q3 2025 Q3 2024 % Change Revenue $ 152.3 $ 137.0 11.2 % $ 152.3 $ 137.0 11.2 % Gross Profit $ 67.3 $ 60.3 11.6 % $ 70.7 $ 62.8 12.5 % Gross Margin 44.2 % 44.0 %  20 bps 46.4 % 45.8 % 60 bps Operating Income $ 17.8 $ 21.7 -18.3 % $ 25.5 $ 25.1 1.5 % Operating Margin 11.7 % 15.9 %  -420 bps 16.7 % 18.3 % -160 bps Net Income (*) $ 14.3 $ 18.3 -22.0 % $ 20.5 $ 21.1 -2.7 % Diluted EPS $ 0.25 $ 0.33 -24.2 % $ 0.36 $ 0.37 -2.7 % (*) Attributable to Sapiens' shareholders Roni Al-Dor, President and CEO of Sapiens, stated, "In the third quarter of 2025, we continued to execute on our strategic priorities, securing new deals and strengthening customer relationships globally. Revenue increased by 11.2% year-over-year, reaching $152 million for the quarter. All our top geographic markets grew in the quarter, led by double digit expansion in North America and Rest of the World, reflecting broad-based demand and the successful execution of our strategic initiatives. Our annualized recurring revenue (ARR) totaled $220 million, reflecting a 26.7% year-over-year increase, of which 17.5% is organic and 9.2% contributed from the recent acquisitions. Sapiens's non-GAAP operating profit totaled $25 million in the quarter, reflecting a 16.7% operating margin. Our insurance platform empowers insurers to accelerate digital transformation, achieve sustainable growth, and operational efficiency, fueled by the continued adoption of AI-driven innovation. We remain committed to advancing our platform, accelerating cloud adoption, and expanding our global footprint, all of which will serve as catalysts for continued success. Our continued success in both new customer acquisition and account expansion across North America and EMEA underscores the strategic value of our platform for insurers accelerating digital transformation." Following Sapiens' announcement on August 12, 2025, that the company has entered into a definitive agreement to be acquired by Advent, a leading global private equity investor, for $43.50 per common share in cash, valuing Sapiens at approximately $2.5 billion, Sapiens will forgo a Q3 2025 Earnings Call. Non-GAAP Financial Measures This press release contains the following non-GAAP financial measures: non-GAAP revenue, ARR, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income attributed to Sapiens shareholders, non-GAAP basic and diluted earnings per share, Adjusted EBITDA and Adjusted Free Cash-Flow. Sapiens believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Sapiens' financial condition and results of operations. The Company's management uses these non-GAAP measures to compare the Company's performance to that of prior periods for trend analyses, for purposes of determining executive and senior management incentive compensation and for budgeting and planning purposes. These measures are used in financial reports prepared for management and in quarterly financial reports presented to the Company's board of directors. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends, and in comparing the Company's financial measures with other software companies, many of which present similar non-GAAP financial measures to investors. Non-GAAP financial measures consist of GAAP financial measures adjusted to exclude: Valuation adjustment on acquired deferred revenue, amortization of capitalized software development and other intangible assets, capitalization of software development, stock-based compensation, compensation related to acquisition and acquisition-related costs, restructuring and cost reduction costs, and tax adjustments related to non-GAAP adjustments. Management of the Company does not consider these non-GAAP measures in isolation, or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company's financial statements. In addition, they are subject to inherent limitations, as they reflect the exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. To compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. Sapiens urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate the Company's business. Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP financial measures used in this press release are included with the financial tables of this release. The Company defines Annual Recurring Revenue ("ARR") as the annualized value of our revenue from customer subscriptions, term licenses, maintenance, application maintenance, and cloud solutions, which may not be the same as the timing and amount of revenue recognized. The ARR run rate is equal to the product of (i) the sum of these revenues in our most recently completed fiscal quarter, multiplied by (ii) four. The Company defines Adjusted EBITDA as net profit, adjusted to eliminate valuation adjustment on acquired deferred revenue, stock-based compensation expense, depreciation and amortization, capitalization of software development costs, compensation expenses related to acquisition and acquisition-related costs, restructuring and cost reduction costs, financial expense (income), provision for income taxes and other income (expenses). These amounts are often excluded by other companies as well, in order to help investors understand the operational performance of their business. The Company uses Adjusted EBITDA as a measurement of its operating performance, because it assists in comparing the operating performance on a consistent basis by removing the impact of certain non-cash and non-operating items. Adjusted EBITDA reflects an additional way of viewing aspects of the operations that the Company believes, when viewed with the GAAP results and the accompanying reconciliations to corresponding GAAP financial measures, provide a more complete understanding of factors and trends affecting its business. The Company uses Adjusted Free Cash-Flow as a measurement of its operating performance, and reconciles cash-flow from operating activities to Adjusted Free Cash-Flow, while reducing the amounts for capitalization of software development costs and capital expenditures. The Company adds back cash payments made for former acquisitions in respect of future performance targets and retention criteria as determined upon acquisition date of the respective acquired company, which were included in the cash-flow from operating activities. We believe that Adjusted Free Cash-Flow is useful in evaluating our business, because Adjusted Free Cash-Flow reflects the cash surplus available to fund the expansion of our business. About Sapiens Sapiens International Corporation (NASDAQ: SPNS) (TASE: SPNS) is a global leader in intelligent insurance software solutions. With Sapiens' robust platform, customer-driven partnerships, and rich ecosystem, insurers are empowered to future-proof their organizations with operational excellence in a rapidly changing marketplace. We help insurers harness the power of AI and advanced automation to support core solutions for property and casualty, workers' compensation, and life insurance, including reinsurance, financial & compliance, data & analytics, digital, and decision management. Sapiens boasts a longtime global presence, serving over 600 customers in more than 30 countries with its innovative SaaS offerings. Recognized by industry experts and selected for the Microsoft Top 100 Partner program, Sapiens is committed to partnering with our customers for their entire transformation journey and is continuously innovating to ensure their success. Investor and Media Contact Yaffa Cohen-IfrahChief Marketing Officer and Head ofInvestor Relations, Sapiens[email protected]+1 917-533-4782 Investor Contacts Brett MaasManaging Partner, Hayden IR+1 646-536-7331[email protected]  Kimberly RogersManaging Director, Hayden IR+1 541-904-5075[email protected]  Forward Looking Statements Certain matters discussed in this press release that are incorporated herein and therein by reference are forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that are based on our beliefs, assumptions and expectations, as well as information currently available to us. Such forward-looking statements may be identified by the use of the words "anticipate," "believe," "estimate," "expect," "may," "will," "plan" and similar expressions. Such statements reflect our current views with respect to future events and are subject to certain risks and uncertainties. There are important factors that could cause our actual results, levels of activity, performance or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to:  the degree of our success in our plans to leverage our global footprint to grow our sales; the degree of our success in integrating the companies that we have acquired through the implementation of our M&A growth strategy; the lengthy development cycles for our solutions, which may frustrate our ability to realize revenues and/or profits from our potential new solutions; our lengthy and complex sales cycles, which do not always result in the realization of revenues; the degree of our success in retaining our existing customers or competing effectively for greater market share; the global macroeconomic environment, including headwinds caused by inflation, relatively high interest rates, potentially unfavorable currency exchange rate movements, and uncertain economic conditions, and their impact on our revenues, profitability and cash flows; difficulties in successfully planning and managing changes in the size of our operations; the frequency of the long-term, large, complex projects that we perform that involve complex estimates of project costs and profit margins, which sometimes change mid-stream; the challenges and potential liability that heightened privacy laws and regulations pose to our business; occasional disputes with clients, which may adversely impact our results of operations and our reputation; various intellectual property issues related to our business; potential unanticipated product vulnerabilities or cybersecurity breaches of our or our customers' systems; risks related to the insurance industry in which our clients operate; risks associated with our global sales and operations, such as changes in regulatory requirements, wide-spread viruses and epidemics like the coronavirus epidemic,  and fluctuations in currency exchange rates; and risks related to our principal location in Israel and our status as a Cayman Islands company. While we believe such forward-looking statements are based on reasonable assumptions, should one or more of the underlying assumptions prove incorrect, or these risks or uncertainties materialize, our actual results may differ materially from those expressed or implied by the forward-looking statements. Please read the risks discussed under the heading "Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2024, to be filed in the near future, in order to review conditions that we believe could cause actual results to differ materially from those contemplated by the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason, to conform these statements to actual results or to changes in our expectations. SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES  CONDENSED CONSOLIDATED STATEMENT OF INCOME U.S. dollars in thousands (except per share amounts) Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 (unaudited) (unaudited) (unaudited) (unaudited) Revenue 152,319 137,025 430,026 408,074 Cost of revenue 85,010 76,729 240,166 230,114 Gross profit 67,309 60,296 189,860 177,960 Operating expenses: Research and development, net 21,182 16,449 56,291 49,779 Selling, marketing, general and administrative 28,367 22,101 77,816 64,030 Total operating expenses 49,549 38,550 134,107 113,809 Operating income 17,760 21,746 55,753 64,151 Financial and other (income) expenses, net (239) (913 (2,839) (3,114) Taxes on income 3,621 4,324 11,794 12,812 Net income 14,378 18,335 46,798 54,453 Attributable to non-controlling interest 78 - 330 141 Net income attributable to Sapiens' shareholders 14,300 18,335 46,468 54,312 Basic earnings per share 0.26 0.33 0.83 0.97 Diluted earnings per share 0.25 0.33 0.83 0.97 Weighted average number of shares outstanding used to compute basic earnings per share (in thousands) 55,927 55,854 55,954 55,799 Weighted average number of shares outstanding used to compute diluted earnings per share (in thousands) 56,432 56,308 56,222 56,151 SAPIENS INTERNATIONAL CORPORATION N.V. AND SUBSIDIARIES RECONCILIATION OF GAAP TO NON-GAAP RESULTSU.S. dollars in thousands (except per share amounts) Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 (unaudited) (unaudited) (unaudited) (unaudited) GAAP revenue 152,319 137,025 430,026 408,074 Non-GAAP revenue 152,319 137,025 430,026 408,074 GAAP gross profit 67,309 60,296 189,860 177,960 Amortization of capitalized software 1,728 1,470 4,914 4,584 Amortization of other intangible assets 1,651 1,043 3,747 3,630 Non-GAAP gross profit 70,688 62,809 198,521 186,174 GAAP operating income 17,760 21,746 55,753 64,151 Gross profit adjustments 3,379 2,513 8,661 8,214 Capitalization of software development (1,715) (1,834) (5,445) (5,374) Amortization of other intangible assets 2,412 1,276 6,066 3,732 Stock-based compensation 861 646 2,553 2,229 Costs related to Sapiens acquisition by Advent 2,324 - 2,324 - Acquisition-related costs *) 453 754 3,196 1,248 Non-GAAP operating income 25,474 25,101 73,108 74,200 GAAP net income attributable to Sapiens' shareholders 14,300 18,335 46,468 54,312 Operating income adjustments 7,714 3,355 17,355 10,049 Taxes on income (1,494) (599) (3,319) (1,808) Non-GAAP net income attributable to Sapiens' shareholders 20,520 21,091 60,504 62,553 (*) Acquisition-related costs pertain to charges on behalf of M&A agreements related to future performance targets and retention criteria, as well as completed or prospective third-party services, such as tax, accounting and legal rendered. Adjusted EBITDA Calculation U.S. dollars in thousands Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 GAAP operating profit 17,760 21,746 55,753 64,151 Non-GAAP adjustments: Amortization of capitalized software 1,728 1,470 4,914 4,584 Amortization of other intangible assets 4,063 2,319 9,813 7,362 Capitalization of software development (1,715) (1,834) (5,445) (5,374) Stock-based compensation 861 646 2,553 2,229 Costs related to Sapiens acquisition by Advent 2,324 - 2,324 - Compensation related to acquisition and acquisition-related costs 453 754 3,196 1,248 Non-GAAP operating profit 25,474 25,101 73,108 74,200 Depreciation 1,059 1,288 3,088 3,480 Adjusted EBITDA 26,533 26,389 76,196 77,680 Summary of NON-GAAP Financial Information U.S. dollars in thousands (except per share amounts) Q3 2025 Q2 2025 Q1 2025 Q4 2024 Q3 2024 Revenues 152,319 141,602 136,105 134,305 137,025 Gross profit 70,688 64,838 62,995 62,692 62,809 Operating income 25,474 23,077 24,557 24,468 25,101 Adjusted EBITDA 26,533 24,141 25,529 25,359 26,389 Net income to Sapiens' shareholders 20,520 19,305 20,679 20,710 21,091 Diluted earnings per share 0.36 0.34 0.37 0.37 0.37 Annual Recurring Revenue ("ARR") U.S. dollars in thousands  Three months ended September 30, 2025 2024 Annual Recurring Revenue 219,715 173,414 Non-GAAP Revenues by Geographic Breakdown U.S. dollars in thousands Q3 2025 Q2 2025 Q1 2025 Q4 2024 Q3 2024 North America 64,291 59,782 56,871 56,753 55,755 Europe 71,817 70,095 67,480 65,624 69,281 Rest of the World 16,211 11,725 11,754 11,928 11,989 Total 152,319 141,602 136,105 134,305 137,025 Non-GAAP Revenue breakdown U.S. dollars in thousands Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 Software products and re-occurring post-production services (*) 119,799 100,707 337,715 292,992 Pre-production implementation services (**) 32,520 36,318 92,311 115,082 Total Revenues 152,319 137,025 430,026 408,074 Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 Software products and re-occurring post-production services (*) 64,303 53,809 182,234 156,386 Pre-production implementation services (**) 6,385 9,000 16,287 29,788 Total Gross profit 70,688 62,809 198,521 186,174 Three months ended Nine months ended September 30, September 30, 2025 2024 2025 2024 Software products and re-occurring post-production services (*) 53.7 % 53.4 % 54.0 % 53.4 % Pre-production implementation services (**) 19.6 % 24.8 % 17.6 % 25.9 % Gross Margin 46.4 % 45.8 % 46.2 % 45.6 % (*) Software products and re-occurring post-production services include mainly subscription, term license, maintenance, application maintenance, cloud solutions and post-production services. This revenue stream is a mix of recurring and re-occurring in nature. (**) Pre-production implementation services include mainly implementation services before go-live, which are one-time in nature. Adjusted Free Cash-Flow U.S. dollars in thousands Q3 2025 Q2 2025 Q1 2025 Q4 2024 Q3 2024 Cash-flow from operating activities 10,643 1,873 25,353 42,109 13,083 Increase in capitalized software development costs (1,715) (1,788) (1,942) (1,759) (1,834) Capital expenditures (431) (1,003) (366) (419) (1,125) Free cash-flow 8,497 (918) 23,045 39,931 10,124 Cash payment related to Sapiens acquisition by Advent 165 - - - - Cash payments attributed to acquisition- related costs(*) (**) 803 626 - 1,238 124 Adjusted free cash-flow 9,465 (292) 23,045 41,169 10,248 (*) Included in cash-flow from operating activities (**) Acquisition-related payments pertain to charges on behalf of M&A agreements related to future performance targets and retention criteria, as well as completed or prospective third-party services, such as tax, accounting and legal rendered. SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET U.S. dollars in thousands September 30, December 31, 2025 2024 (unaudited) (unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents 82,200 163,690 Short-term bank deposit - 52,500 Trade receivables, net and unbilled receivables 138,189 99,603 Other receivables and prepaid expenses 31,363 19,350 Total current assets 251,752 335,143 LONG-TERM ASSETS Property and equipment, net 10,268 10,656 Severance pay fund 2,621 3,208 Goodwill and intangible assets, net 430,900 302,472 Operating lease right-of-use assets 21,201 20,746 Other long-term assets 26,948 19,486 Total long-term assets 491,938 356,568 TOTAL ASSETS 743,690 691,711 LIABILITIES AND EQUITY CURRENT LIABILITIES Trade payables 13,218 8,414 Current maturities of Series B Debentures 19,808 19,796 Accrued expenses and other liabilities 91,650 77,390 Current maturities of operating lease liabilities 6,351 6,440 Deferred revenue 34,989 37,543 Total current liabilities 166,016 149,583 LONG-TERM LIABILITIES Series B Debentures, net of current maturities - 19,792 Deferred tax liabilities 12,310 6,899 Other long-term liabilities 11,511 10,331 Long-term operating lease liabilities 17,376 17,719 Accrued severance pay 9,285 7,758 Total long-term liabilities 50,482 62,499 REDEEMABLE NON-CONTROLLING INTEREST 13,724 - EQUITY 513,468 479,629 TOTAL LIABILITIES AND EQUITY 743,690 691,711 SAPIENS INTERNATIONAL CORPORATION N.V. AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWU.S. dollars in thousands For the nine months  ended September 30, 2025 2024 (unaudited) (unaudited) Cash flows from operating activities: Net income 46,797 54,453 Reconciliation of net income to net cash provided by operating activities: Depreciation 3,088 3,480 Amortization of capitalized software and other intangible assets 14,727 11,946 Accretion of discount on Series B Debentures 17 32 Capital loss from sale of property and equipment 1 13 Stock-based compensation related to options issued to employees 2,553 2,229 Net changes in operating assets and liabilities, net of amount acquired: Increase in trade receivables, net and unbilled receivables (21,034) (20,640) Decrease in deferred tax liabilities, net (3,325) (2,280) Increase in other operating assets (138) (908) Increase in trade payables 3,129 1,989 Decrease in other operating liabilities (1,880) (5,154) Decrease in deferred revenues (7,279) (5,684) Increase in accrued severance pay, net 1,213 640 Net cash provided by operating activities 37,869 40,116 Cash flows from investing activities: Purchase of property and equipment (1,864) (2,306) Proceeds from deposits 52,366 36,360 Proceeds from sale of property and equipment 64 49 Payments for business acquisitions, net of cash acquired (106,683) (375) Capitalized software development costs (5,445) (5,374) Net cash provided by (used in) investing activities (61,562) 28,354 Cash flows from financing activities: Proceeds from employee stock options exercised - 98 Distribution of dividend (37,037) (29,789) Repayment of Series B Debenture (19,796) (19,796) Acquisition of non-controlling interest - (4,131) Acquisition deferred payment (455) - Net cash used in financing activities (57,288) (53,618) Effect of exchange rate changes on cash and cash equivalents (509) 4,584 Increase (decrease) in cash and cash equivalents (81,490) 19,436 Cash and cash equivalents at the beginning of period 163,690 126,716 Cash and cash equivalents at the end of period 82,200 146,152 Debentures Covenants As of September 30, 2025, Sapiens was in compliance with all of its financial covenants under the indenture for the Series B Debentures, based on having achieved the following in its consolidated financial results: Covenant 1 Target shareholders' equity (excluding non-controlling interest): above $120 million Actual shareholders' equity (excluding non-controlling interest) equal to $513.5 million Covenant 2 Target ratio of net financial indebtedness to net capitalization (in each case, as defined under the indenture for the Company's Series B Debentures) below 65% Actual ratio of net financial indebtedness to net capitalization equal to (13.79)% Covenant 3 Target ratio of net financial indebtedness to EBITDA (accumulated calculation for the four last quarters) is below 5.5 Actual ratio of net financial indebtedness to EBITDA (accumulated calculation for the four last quarters) is equal to (0.61). Logo : http://mma.prnewswire.com/media/585787/Sapiens_Logo.jpg SOURCE Sapiens International Corporation

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