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What changed in IDT CORP's 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of IDT CORP's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+380 added388 removedSource: 10-K (2025-09-29) vs 10-K (2024-10-15)

Top changes in IDT CORP's 2025 10-K

380 paragraphs added · 388 removed · 307 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

105 edited+15 added19 removed77 unchanged
Biggest changeBOSS Money’s growth strategy includes: Expansion of our international payout network with a focus on certain popular destinations in Africa and Asia; Expansion of origination beyond the United States and Canada to the United Kingdom and, potentially over the longer term, to European countries with large immigrant populations; Continued migration of our BOSS Revolution and IDT Digital Payments customers from competitors to BOSS Money; Further enhancement to our BOSS Money app, BOSS Revolution app and retailer portal; Increasing the number of BOSS Money retail agents; and Addition of new features and offerings. net2phone net2phone’s revenues were $82.3 million in fiscal 2024 compared to $72.4 million in fiscal 2023. net2phone’s income from operations was $1.7 million in fiscal 2024 compared to loss from operations of $2.8 million in fiscal 2023. net2phone enables its customers to transform their communications by leveraging its cloud platform to provide solutions that enable more intelligent, flexible and adaptive communications. net2phone operates in the United States, Canada, Mexico, Central and South America and Spain. net2phone’s offerings include: Unified Communications as a Service (UCaaS): net2phone’s Unite branded UCaaS service utilizes its cloud platform to provide conversational continuity across channels from any connected device tethered or mobile and to measure, manage and analyze those communications for enhanced insight and productivity. net2phone provides its UCaaS customers that convert from on-premise PBXs with advanced Internet Protocol, or IP, desktop phones and/or with a bring-your-own-device solution accessed through its integrated web portal and through net2phone’s mobile app. net2phone’s UCaaS service includes multi-channel communications with voice management features, unlimited domestic and international calling to over 40 countries, robust messaging and chat tools, voicemail to email transcription, client analytics, AI-powered functionalities including instant call summaries and transcripts, internal team chat, the net2phone Huddle video conferencing service, and reporting and system management capabilities accessed through its online console. net2phone’s UCaaS service integrates seamlessly with business communication platforms (such as Microsoft Teams and Slack), leading customer relationship management, or CRM, services (such as SalesForce, Zoho and others) and text-based communications platforms. net2phone adds features, enhancements and integrations on a regular basis leveraging its agile development philosophy. Contact Center as a Service (CCaaS) : net2phone offers robust and integrated cloud CCaaS solutions under its uContact brand. uContact provides omnichannel contact center solutions including workflows, forms, reports, dashboards, CRM alerts, and monitoring for inbound, outbound, or blended contact centers. uContact also offers gamification components to improve employee efficiency and engagement. uContact is sold either as a stand-alone offer or as a bundled solution with net2phone’s UCaaS or SIP Trunking offerings. Huddle : net2phone’s video and audio streaming solution, Huddle, is integrated with and provisioned through its unified communications offering, Unite.
Biggest changeBOSS Money’s growth strategy includes: Expansion of our international payout network with a focus on growth in Latin America, Africa and Asia; Continued migration of our BOSS Revolution and IDT Digital Payments customers from competitors to BOSS Money; Further enhancements to our BOSS Money app, BOSS Revolution app and retailer portal; Increasing the number of BOSS Money retail agents; and Addition of new features and offerings including the deployment of a wallet to receive, hold and pay for remittances and other Boss products. net2phone net2phone’s revenues were $87.9 million in fiscal 2025 compared to $82.3 million in fiscal 2024. net2phone’s income from operations was $4.9 million in fiscal 2025 compared to $1.7 million in fiscal 2024. net2phone enables its customers to transform their communications by leveraging its cloud platform to provide solutions that enable more intelligent, flexible and adaptive communications. net2phone operates in the United States, Canada, Mexico, Central and South America and Spain. net2phone’s offerings include: Unified Communications as a Service (UCaaS): net2phone’s UCaaS service utilizes its cloud platform to provide conversational continuity across channels from any connected device tethered or mobile and to measure, manage and analyze those communications for enhanced insight and productivity. net2phone provides its UCaaS customers that convert from on-premise PBXs with advanced Internet Protocol, or IP, desktop phones and/or with a bring-your-own-device solution accessed through its integrated web portal and through net2phone’s mobile app. net2phone’s UCaaS service includes multi-channel communications with voice management features, unlimited domestic and international calling to over 40 countries, robust messaging and chat tools, voicemail to email transcription, client analytics, AI-powered functionalities including instant call summaries and transcripts, internal team chat, the net2phone Huddle video conferencing service, and reporting and system management capabilities accessed through its online console. net2phone’s UCaaS service integrates seamlessly with business communication platforms (such as Microsoft Teams and Slack), leading customer relationship management, or CRM, services (such as SalesForce, Zoho and others) and text-based communications platforms. net2phone adds features, enhancements and integrations on a regular basis leveraging its agile development philosophy. 7 Contact Center as a Service (CCaaS) : net2phone offers robust and integrated cloud CCaaS solutions under its uContact brand. uContact provides omnichannel contact center solutions including workflows, forms, reports, dashboards, CRM alerts, and monitoring for inbound, outbound, or blended contact centers. uContact also offers gamification components to improve employee efficiency and engagement. uContact is sold either as a stand-alone offer or as a bundled solution with net2phone’s UCaaS, SIP Trunking and AI Agent offerings. net2phone AI : net2phone’s autonomous, customer-facing AI agent expertly handles both routine and complex sales, support and administrative tasks for customers across their website, phone, and chat channels. net2phone’s AI Agent can be reached via text or voice. net2phone Coach : net2phone’s workforce intelligence and coaching platform uses real-time AI-powered insights to support employee performance. net2phone Coach resolves the biggest drawback of remote work a lack of supervision and coaching– with real-time employee monitoring, performance tracking, and coaching.
We believe that IDT Digital Payments’ competitive advantages include: our direct connection to most of the Tier 1 and Tier 2 mobile carriers worldwide; the strength of IDT’s balance sheet, which allows us to compete effectively in capital intensive prepaid markets; our extensive distribution and retail networks that provide us with a strong presence in communities of foreign-born residents, a significant portion of which purchase our services with cash; and our strong omni channel approach, which includes the BOSS Revolution retailer network, the BOSS digital platform, including the BOSS Money and BOSS Revolution apps and the BOSS Revolution website, and the enterprise and wholesale channel.
We believe that IDT Digital Payments’ competitive advantages include: our direct connection to most of the Tier 1 and Tier 2 mobile carriers worldwide; the strength of IDT’s balance sheet, which allows us to compete effectively in capital intensive prepaid markets; 11 our extensive distribution and retail networks that provide us with a strong presence in communities of foreign-born residents, a significant portion of which purchase our services with cash; and our strong omni channel approach, which includes the BOSS Revolution retailer network, the BOSS digital platform, including the BOSS Money and BOSS Revolution apps and the BOSS Revolution website, and the enterprise and wholesale channel.
In addition, net2phone’s integrations with leading third-party applications enable its partners to offer more comprehensive solutions. net2phone’s suite of solutions is delivered to the marketplace both quickly, intuitively, and precisely. net2phone has developed a proprietary partner portal exclusively for its growing partner community. net2phone’s channel partners can easily quote and deliver a net2phone proposal and agreement proceeding directly to onboarding. One World, One Platform . net2phone is deploying a single cloud-based platform to provide its unified communications service globally.
In addition, net2phone’s integrations with leading third-party applications enable its partners to offer more comprehensive solutions. net2phone’s suite of solutions is delivered to the marketplace both quickly, intuitively, and precisely. net2phone has developed a proprietary partner portal exclusively for its growing partner community. net2phone’s channel partners can easily quote and deliver a net2phone proposal and agreement proceeding directly to onboarding. 9 One World, One Platform . net2phone is deploying a single cloud-based platform to provide its unified communications service globally.
Changes in those access charges or rates for unbundled network elements could have a substantial and material impact on our business. Regulation of Telecom—International In connection with our international operations, we have obtained licenses or are otherwise authorized to provide telecommunications services in various foreign countries.
Changes in those access charges or rates for unbundled network elements could have a substantial and material impact on our business. 16 Regulation of Telecom—International In connection with our international operations, we have obtained licenses or are otherwise authorized to provide telecommunications services in various foreign countries.
Accordingly, we, and the products and services that we market in consumer payment services, are subject to a variety of federal and state laws and regulations, including: Banking laws and regulations; Money transmitter and payment instrument laws and regulations; 17 Anti-money laundering laws; Privacy and data security laws and regulations; Consumer protection laws and regulations; Unclaimed property laws; and Card association and network organization rules.
Accordingly, we, and the products and services that we market in consumer payment services, are subject to a variety of federal and state laws and regulations, including: Banking laws and regulations; Money transmitter and payment instrument laws and regulations; Anti-money laundering laws; Privacy and data security laws and regulations; Consumer protection laws and regulations; Unclaimed property laws; and Card association and network organization rules.
In addition to these larger competitors, we face significant competition from smaller prepaid calling providers. From time to time, competitors may offer rates that are substantially below ours, in an apparent attempt to gain market share. In some instances, these rates are below what we believe to be the cost to provide the service.
In addition to these larger competitors, we face significant competition from smaller prepaid calling providers. From time to time, competitors may offer rates that are substantially below ours, in an attempt to gain market share. In some instances, these rates are below what we believe to be the cost to provide the service.
BOSS Revolution’s per minute rates vary by the destination country, city, and whether the call is placed to a landline or mobile phone. Rates are published on the BOSS Revolution website and within the BOSS Revolution app. 12 Users of the BOSS Revolution app constitute the majority of our customers to date.
BOSS Revolution’s per minute rates vary by the destination country, city, and whether the call is placed to a landline or mobile phone. Rates are published on the BOSS Revolution website and within the BOSS Revolution app. Users of the BOSS Revolution app constitute the majority of our customers to date.
Our technology organization is responsible for the design, development, testing, and delivery of new software, technologies, and features of our products and services, as well as the continued improvement and iteration of our existing products and services. Our technology employees are distributed globally in our Newark, Jerusalem, Guatemala, Warsaw, and Minsk offices.
Our product and technology organization is responsible for the design, development, testing, and delivery of new software, technologies, and features of our products and services, as well as the continued improvement and iteration of our existing products and services. Our technology employees are distributed globally in our Newark, Jerusalem, Guatemala, Warsaw, and Minsk offices.
As a result, net2phone is focused on expanding its partnerships with both MSPs, who provision services to larger, more technologically demanding end users on a subscription basis, and resellers, who purchase services directly for subsequent resale, often under their own label, and who are responsible for customer onboarding and support. 9 Expansion of CCaaS: net2phone’s uContact branded CCaaS solution enables net2phone to expand its channel partner portfolio by adding partners that focus mainly or exclusively on the CCaaS space. uContact also expands net2phone’s total addressable market by allowing it to target larger enterprise accounts, business process optimization, or BPO, providers (outsourced call centers), and international contact centers, as well as entities that want an integrated UCaaS and CCaaS solution. net2phone expects CCaaS-driven opportunities will continue to increase its average user per customer considerably beyond what it experiences in the UCaaS space.
As a result, net2phone is focused on expanding its partnerships with both MSPs, who provision services to larger, more technologically demanding end users on a subscription basis, and resellers, who purchase services directly for subsequent resale, often under their own label, and who are responsible for customer onboarding and support. Expansion of CCaaS: net2phone’s uContact branded CCaaS solution enables net2phone to expand its channel partner portfolio by adding partners that focus mainly or exclusively on the CCaaS space. uContact also expands net2phone’s total addressable market by allowing it to target larger enterprise accounts, business process optimization, or BPO, providers (outsourced call centers), and international contact centers, as well as enterprises that want an integrated UCaaS and CCaaS solution. net2phone expects CCaaS-driven opportunities will continue to increase its average user per customer considerably beyond what it experiences in the UCaaS space.
In connection with the development of our money transmission services and the expansion of our network branded prepaid card offerings, we have actively pursued our own money transmitter licenses. At July 31, 2024, we had received a money transmitter license in 48 of the 49 U.S. states that require such a license, as well as in Washington, D.C.
In connection with the development of our money transmission services and the expansion of our network branded prepaid card offerings, we have actively pursued our own money transmitter licenses. At July 31, 2025, we had received a money transmitter license in 48 of the 49 U.S. states that require such a license, as well as in Washington, D.C.
We respect the human rights of all employees and strive to treat them with dignity consistent with standards and practices recognized by the international community. 18
We respect the human rights of all employees and strive to treat them with dignity consistent with standards and practices recognized by the international community.
We believe that NRS’ competitive advantages include: Our purpose-built package of hardware and software is tailored specifically to the needs of independent retailers; Our established direct sales and marketing capabilities focused on independent retailers including our relationships with the wholesale distributors who supply these stores; Our POS terminal’s 15 inch hi-definition customer-facing screen for displaying advertising and promotions provisioned via the NRS platform, and established relationships with supply side advertising platforms; Our ability to accept and target advertising and content in multiple formats to meet the needs of a diverse variety of potential advertising inventory buyers; 5 For our data analytics business, the scale of our network and unique reach into the urban consumer convenience store market; Our focus on urban markets with high concentrations of first- and second-generation immigrants that provides advertisers and marketers with unprecedented reach and insight into these communities; For NRS PAY, we are ideally positioned to supply payment processing services to retailers who purchase, or already utilize, our terminals, and appeal to many more potential customers through simplified, transparent pricing plans with credit card terminals, no hidden fees and lower total cost to operate than most competitors; In certain states, NRS PAY’s solution is licensed to accept governmental electronic benefit transfers that certain competitors may not be licensed to accept; Because of our large scale compared to newcomers and small competitors, we are able to attractively price our software-as-a-service fees at levels that are generally well below theirs; Our ability to leverage new offerings for retailers through third party providers who are attracted by our scale and the flexibility of our platform; and Our experienced and proven management team, many of whom have been with NRS since inception.
We believe that NRS’ competitive advantages include: Our purpose-built package of hardware and software is tailored specifically to the needs of independent retailers; Our established direct sales and marketing capabilities focused on independent retailers including our relationships with the wholesale distributors who supply these stores; Our POS terminal’s 15 inch hi-definition customer-facing screen for displaying advertising and promotions provisioned via the NRS platform, and established relationships with supply side advertising platforms; Our ability to accept and target advertising and content in multiple formats to meet the needs of a diverse variety of potential advertising inventory buyers; For our data analytics business, the scale of our network and unique reach into the urban consumer convenience store market; Our focus on urban markets with high concentrations of first- and second-generation immigrants that provides advertisers and marketers with unprecedented reach and insight into these communities; For NRS payment processing, we are ideally positioned to supply payment processing services to retailers who purchase, or already utilize, our terminals, and appeal to many more potential customers through simplified, transparent pricing plans with credit card terminals, no hidden fees and lower total cost to operate than most competitors; n certain states, NRS’ payment processing solution is licensed to accept governmental electronic benefit transfers that certain competitors may not be licensed to accept; Because of our large scale compared to newcomers and smaller competitors, we can attractively price our software-as-a-service fees at levels that are generally well below theirs; Our ability to leverage new offerings for retailers through third party providers who are attracted by our scale and the flexibility of our platform; and Our experienced and proven management team, many of whom have been with NRS since inception.
NRS technology teams continuously enhance the software and develop new features to better serve existing customers and facilitate expansion into additional retail market segments. The primary market for NRS’ POS terminals is the independently owned convenience, bodega, liquor, grocery, and tobacco stores in the United States, many of which primarily serve foreign-born communities in urban areas.
NRS technology teams continuously enhance the software and develop new features to better serve existing customers and facilitate expansion into additional retail market segments. 3 The primary market for NRS’ POS terminals is the independently owned convenience, bodega, liquor, grocery, and tobacco stores, many of which primarily serve foreign-born communities in urban areas.
While net2phone is primarily focused on strategically growing its channel sales, it has also been focusing on the expansion of its direct-to-business sales. Differentiated customer support and local market presence. net2phone offers channel partners and customers white glove customer service, integrations with third-party software, and deep localization. net2phone’s on-the-ground presence in international markets accounted for approximately 77% of its personnel at the end of fiscal 2024.
While net2phone is primarily focused on strategically growing its channel sales, it has also been focusing on the expansion of its direct-to-business sales. Differentiated customer support and local market presence. net2phone offers channel partners and customers white glove customer service, integrations with third-party software, and deep localization. net2phone’s on-the-ground presence in international markets accounted for approximately 84% of its personnel at the end of fiscal 2025.
These legacy telephony vendors are increasingly supplementing and replacing their traditional on-premise contact center systems with competing cloud offerings, through a combination of acquisitions, partnerships, and in-house development.
These legacy telephony vendors are increasingly supplementing and replacing their traditional contact center systems with competing cloud offerings, through a combination of acquisitions, partnerships, and in-house development.
The Communications Act of 1934, as amended, generally preempts state statutes and regulations that prevent the provision of competitive services but permits state PUCs to regulate the rates, terms and conditions of intrastate services, so long as such regulation is not inconsistent with the requirements of federal law.
The Communications Act of 1934, as amended, generally pre-empts state statutes and regulations that prevent the provision of competitive services but permits state PUCs to regulate the rates, terms and conditions of intrastate services, so long as such regulation is not inconsistent with the requirements of federal law.
These efforts could likewise harm our ability to offer VoIP communications services. Money Transmitter and Payment Instrument Laws and Regulations Our consumer payment services offerings include BOSS Money and various network branded, also called “open loop”, prepaid card offerings. These industries are heavily regulated.
These efforts could likewise harm our ability to offer VoIP communications services. Money Transmitter and Payment Instrument Laws and Regulations Our consumer payment services offerings include BOSS Money and various network branded, also called “open loop,” prepaid card offerings. These industries are heavily regulated.
NRS expects to encounter more frequent direct competition from local and/or national POS networks as it expands to new adjacent target markets. Fintech Fintech is comprised of BOSS Money and other, significantly smaller, financial services businesses. Fintech revenues were $120.7 million in fiscal 2024 compared to $86.6 million in fiscal 2023.
NRS expects to encounter more frequent direct competition from local and/or national POS networks as it expands to new adjacent target markets. Fintech Fintech is comprised of BOSS Money and other, significantly smaller, financial services businesses. Fintech revenues were $154.6 million in fiscal 2025 compared to $120.7 million in fiscal 2024.
In addition, we estimate that approximately 3,000 retailers resell our disposable hard cards without utilizing our retailer portal. BOSS Revolution retailers are typically independent retailers serving foreign-born communities with significant unbanked or under-banked populations. The BOSS Revolution retailer portal can be accessed by any broadband enabled device.
In addition, we estimate that approximately 1,700 retailers resell our disposable hard cards without utilizing our retailer portal. BOSS Revolution retailers are typically independent retailers serving foreign-born communities with significant unbanked or under-banked populations. The BOSS Revolution retailer portal can be accessed by any broadband enabled device.
Competition IDT Digital Payments’ major competitors include: international mobile operators, who seek to control more of their own distribution channel or create their own products that directly compete with IDT Digital Payments; and other service providers, distributors, and wholesalers, including DT One, Ding, and Recharge.com.
Competition IDT Digital Payments’ major competitors include: international mobile operators, who seek to control more of their own distribution channel or create their own products that directly compete with IDT Digital Payments; and other service providers, distributors, and wholesalers, including Western Union, Ria, Viamericas, DT One, Ding, and Recharge.com.
The platform has been deployed in the United States, Brazil, and Mexico to date. Distribution power of net2phone’s more than 2,500 active channel partners enhanced with an emergent direct to consumer strategy. net2phone’s’ vast and growing partner network gives it tremendous leverage to grow its business customer base, increase revenue from its existing clients and expand its footprint to adjacent geographies. net2phone’s platform is tailored to support channel partners and includes channel incentives built into its pricing structure, technology platform, and support services. net2phone puts its channel and customer priorities first.
The platform has been deployed in the United States, Brazil, and Mexico to date. net2phone Canada is slated to go into production early in fiscal 2026. Distribution power of net2phone’s more than 2,500 active channel partners enhanced with an emergent direct to consumer strategy. net2phone’s’ vast and growing partner network gives it tremendous leverage to grow its business customer base, increase revenue from its existing clients and expand its footprint to adjacent geographies. net2phone’s platform is tailored to support channel partners and includes channel incentives built into its pricing structure, technology platform, and support services. net2phone puts its channel and customer priorities first.
NRS operates a network of POS terminals at independent retailers throughout the United States and has a small but growing presence in Canada. The NRS solution includes integrated hardware and software tools that enable these retailers to operate more efficiently and compete more effectively against larger retail chains.
NRS operates a network of POS terminals at independent retailers throughout the United States and has a small but growing presence in Canada. The NRS solutions include integrated hardware and software tools that enable these retailers to operate more efficiently and compete more effectively against larger retail chains.
At July 31, 2024, approximately 1.25 million customers per month utilized the BOSS Revolution app. In the United States, we distribute our BOSS Revolution hard cards and other retail products primarily through our network of distributors that, either directly or through sub-distributors, sell to retail locations.
At July 31, 2025, approximately 1.0 million customers per month utilized the BOSS Revolution app. In the United States, we distribute our BOSS Revolution hard cards and other retail products primarily through our network of distributors that, either directly or through sub-distributors, sell to retail locations.
We are committed to diversity and inclusion in the workforce including a policy of non-discriminatory treatment and respect of human rights for all current and prospective employees. We do not permit discrimination based on an individual’s race, religion, creed, color, sex, sexual orientation, age, marital status, disability, national origin or veteran’s status, which is illegal in many jurisdictions.
We are committed to a policy of non-discriminatory treatment and respect of human rights for all current and prospective employees. We do not permit discrimination based on an individual’s race, religion, creed, color, sex, sexual orientation, age, marital status, disability, national origin or veteran’s status, which is illegal in many jurisdictions.
Competition BOSS Revolution is subject to fierce competition. While virtually any company offering communication services is a competitor, we face particularly strong competition from Tier 1 mobile network operators who offer flat-rate international calling plans, other PIN-less prepaid voice offerings, prepaid calling card providers, mobile virtual network operators, and VoIP and other “over the top”, or OTT, service providers.
While virtually any company offering communication services is a competitor, we face particularly strong competition from Tier 1 mobile network operators who offer flat-rate international calling plans, other PIN-less prepaid voice offerings, prepaid calling card providers, mobile virtual network operators, and VoIP and other “over the top”, or OTT, service providers.
In addition, our internal sales force sells BOSS Revolution and other platform products directly to retailers. At July 31, 2024, approximately 28,000 retailers per month utilized our digital retailer platform to provision customers, the substantial majority of whom pay the retailer in cash.
In addition, our internal sales force sells BOSS Revolution and other platform products directly to retailers. At July 31, 2025, approximately 30,000 retailers per month utilized our digital retailer platform to provision customers, the substantial majority of whom pay the retailer in cash.
IDT Global’s services are marketed and sold through our internal account management team and the IDT Express digital portal. IDT Express focuses on delivering wholesale voice and direct inward dialing, or DID, services to small and medium size businesses domestically and internationally. Traditional Communications terminated 8.0 billion minutes in fiscal 2024, as compared to 9.3 billion minutes in fiscal 2023.
IDT Global’s services are marketed and sold through our internal account management team and the IDT Express digital portal. IDT Express focuses on delivering wholesale voice and direct inward dialing, or DID, services to small and medium size businesses domestically and internationally. Traditional Communications terminated 7.4 billion minutes in fiscal 2025, as compared to 8.0 billion minutes in fiscal 2024.
In the United States, BOSS Revolution served, as of July 31, 2024, approximately 1.8 million customers per month. BOSS Revolution is offered through our digital channels the BOSS Revolution app and website, and through our extensive national network of BOSS Revolution retailers.
In the United States, BOSS Revolution served, as of July 31, 2025, approximately 1.4 million customers per month. BOSS Revolution is offered through our digital channels the BOSS Revolution app and website, and through our extensive national network of BOSS Revolution retailers.
NRS Insights also provides analytical services to third parties, leveraging its data to answer high impact business questions including, but not limited to, advertising measurement, market-basket studies, inventory (SKU) optimization, and price elasticity. Terminal-based software services . NRS offers retailers several pricing plans for its proprietary software solutions.
NRS Insights also provides analytical services to third parties, leveraging its data to answer high impact business questions including, but not limited to, advertising measurement, market-basket studies, inventory (SKU) optimization, and price elasticity. Terminal-based software services . NRS offers retailers several Software as a Service (SaaS) plans for its proprietary terminal software.
The growth of these “international unlimited” plans adversely affects our revenues as these operators gain subscriber market share. 13 Our ability to compete successfully against these various operators and service providers stems from several factors, including: our interconnect and termination agreements, network infrastructure, and least-cost-routing system enable us to offer low-cost, high-quality services; our continued innovation with new plans tailored to the specific needs of different corridors and finding new ways of delivering more value to consumers striving to connect with third parties around the globe; our extensive distribution and retail networks provide us with a strong presence in communities of foreign-born residents, a significant portion of which purchase our services with cash; our BOSS Revolution brand is often highly visible in these communities and has a reputation for quality service and competitive, transparent pricing; our continued migration of our existing customers to our digital platform including the BOSS Revolution app; and our offering of synergistic IDT Digital Payments and BOSS Money over the BOSS Revolution platform that customers can conveniently access from their accounts.
Our ability to compete successfully against these various operators and service providers stems from several factors, including: our interconnect and termination agreements, network infrastructure, and least-cost-routing system enable us to offer low-cost, high-quality services; our continued innovation with new plans tailored to the specific needs of different corridors and finding new ways of delivering more value to consumers striving to connect with family and friends around the globe; our extensive distribution and retail networks provide us with a strong presence in communities of foreign-born residents, a significant portion of which purchase our services with cash; our BOSS Revolution brand is often highly visible in these communities and has a reputation for quality service and competitive, transparent pricing; our continued migration of our existing customers to our digital platform including the BOSS Revolution app; and our offering of synergistic IDT Digital Payments and BOSS Money over the BOSS Revolution platform that customers can conveniently access from their accounts.
We subsequently repurchased net2phone from AT&T. 2001 Our common stock is listed on the New York Stock Exchange, or NYSE. 2006 We sell our Russian telecom business, Corbina, for $129.9 million in cash. 2007 We complete the sale of IDT Entertainment to Liberty Media for $220.0 million in cash, stock and other considerations. 2008 –We launch BOSS Revolution, a pay-as-you-go international calling service.
We subsequently repurchased net2phone from AT&T. 2001 Our common stock is listed on the New York Stock Exchange, or NYSE. 2007 We complete the sale of IDT Entertainment to Liberty Media for $220.0 million in cash, stock and other considerations. 2008 –We launch BOSS Revolution, a pay-as-you-go international calling service.
Merchant services revenue is generated by NRS PAY, a service enabling retailers to accept and process payments made by credit cards, debit cards, electronic benefits transfer and other forms of electronic payment.
Merchant services revenue is generated by enabling retailers to accept and process payments made by credit cards, debit cards, electronic benefits transfer and other forms of electronic payment.
NRS continues to increase the number of POS terminals active in its network. As of July 31, 2024, the NRS POS network included approximately 32,100 terminals, an increase from 25,700 a year earlier. We believe that our network of NRS retailers comprises the largest POS network serving convenience store retailers in the U.S. by a significant margin.
NRS continues to increase the number of POS terminals active in its network. As of July 31, 2025, the NRS POS network included approximately 37,200 terminals, an increase from 32,100 a year earlier. We believe that our network of NRS retailers comprises the largest POS network serving independent convenience store retailers in the U.S. by a significant margin.
Through its NRS PAY offerings, NRS enables these retailers to accept and process credit, debit, and electronic benefit transfer payments.
Through its payment processing offerings, NRS enables these retailers to accept and process credit, debit, and electronic benefit transfer payments.
The software defect escape ratio, a measure of quality engineering for our flagship BOSS Revolution brand, was 4% in fiscal 2024, meaning more than 96% of product defects were detected and fixed internally before being released to our customers.
The software defect escape ratio, a measure of quality engineering for our flagship BOSS Revolution brand, was 3% in fiscal 2025, meaning more than 97% of product defects were detected and fixed internally before being released to our customers.
IDT’s key businesses are: National Retail Solutions (NRS ): Operates the leading point-of-sale, or POS, terminal-based platform for independent retailers in the United States including convenience stores, bodegas, liquor, grocery and tobacco stores. NRS’ purpose-built integrated hardware and software solution enables these stores to operate and process transactions more effectively.
IDT’s key businesses are: National Retail Solutions (NRS ): Operates a leading point-of-sale, or POS, terminal-based platform for independent retailers in the United States including convenience stores, bodegas, liquor, small-format grocery, and tobacco stores. NRS’ purpose-built integrated POS hardware and software solutions enable these stores to operate more effectively.
We are able to significantly lower BOSS Money’s customer acquisition costs, and therefore grow more efficiently, through our intensive cross-product marketing efforts within our eco-system; The BOSS Money and BOSS Revolution apps, which are used for the substantial majority of our transactions, are based on a proprietary, internally developed, scalable platform that has earned high marks from customers for its ease of use, reliability, and customer service; Our internal sales force, which serves our 28,000 BOSS Money retailers; 7 Our nationwide retail channel that enables underbanked and unbanked customers to initiate cash transactions; Our comprehensive compliance processes and procedures; and Our experienced management team.
We are able to significantly lower BOSS Money’s customer acquisition costs, and therefore grow more efficiently, through our intensive cross-product marketing efforts within our eco-system; The BOSS Money and BOSS Revolution apps, which are used for the substantial majority of our transactions, are based on a proprietary, internally developed, scalable platform that has earned high marks from customers for its ease of use, reliability, and customer service; Our internal sales force, which serves our 30,000 BOSS Revolution retailers; Our nationwide retail channel that enables underbanked and unbanked customers to initiate cash transactions; Our comprehensive compliance processes and procedures; Our ready access to capital leveraging IDT’s strong balance sheet including robust levels of cash and cash equivalents; and Our experienced management team.
IDT Global accounted for 5.7 billion minutes and 6.3 billion minutes of the total Traditional Communications’ minutes in fiscal 2024 and fiscal 2023, respectively. IDT Global has a significant number of direct connections to Tier 1 providers in North America, Latin America, Asia, Africa, Europe, and the Middle East.
IDT Global accounted for 5.68 billion minutes and 5.70 billion minutes of the total Traditional Communications’ minutes in fiscal 2025 and fiscal 2024, respectively. IDT Global has a significant number of direct connections to Tier 1 providers in North America, Latin America, Asia, Africa, Europe, and the Middle East.
We believe that IDT Global derives a competitive advantage over some participants on certain routes from several inter-related factors: our BOSS Revolution business generates originating minutes, which represents a desirable, negotiable asset that helps us win return traffic and obtain beneficial pricing which we can offer in the wholesale marketplace; the proprietary technologies powering our IDT Global platform and, in particular, the software that drives VoIP enables us to scale up at a lower cost than many of our competitors; our professional and experienced account management team; and our extensive network of interconnects around the globe, with the ability to connect in whichever format (IP or time-division multiplexing, or TDM) is most feasible. 15 Communications and Payment Network Infrastructure and Technology Development Our products and services utilize a combination of proprietary software and services as well as technologies and services provided by third parties.
We believe that IDT Global derives a competitive advantage over some participants on certain routes from several inter-related factors: our BOSS Revolution business generates originating minutes, which represents a desirable, negotiable asset that helps us win return traffic and obtain beneficial pricing which we can offer in the wholesale marketplace; the proprietary technologies powering our IDT Global platform and, in particular, the software that drives VoIP enables us to scale up or down at a lower cost than many of our competitors; our professional, dedicated and experienced account management team; and our extensive network of interconnects around the globe, with the ability to connect in whichever format (IP or time-division multiplexing, or TDM) is most feasible.
Other net2phone differentiators include white glove customer service, integrations with third-party software and deep localization. net2phone’s global infrastructure, locally based sales and customer support teams and native language support, enable net2phone clients to retain the look and feel of localized customer and user experiences. net2phone goes to market through a synergistic combination of channel partnership and direct to end-user sales with differentiated approaches tailored to each geographic market. net2phone focuses primarily on an indirect go-to-market strategy in the majority of its markets, utilizing extensive networks of channel partners including Technology Solutions Brokerages (TSBs), Tech Services Distributors (TSDs), Managed Service Providers (MSPs), and Value-Added Resellers (VARs) partners.
Other net2phone differentiators include white glove customer service, integrations with third-party software and deep localization. net2phone’s global infrastructure, locally based sales and customer support teams and native language support, enable net2phone clients to retain the look and feel of localized customer and user experiences. net2phone focuses primarily on an indirect go-to-market strategy in most of its markets, utilizing extensive networks of channel partners including Technology Solutions Brokerages (TSBs), Technology Services Distributors (TSDs), Managed Service Providers (MSPs), and Value-Added Resellers (VARs).
IDT Digital Payments IDT Digital Payments’ revenues were $407.4 million in fiscal 2024 compared to $417.1 million in fiscal 2023 (45.3% and 41.6% of Traditional Communications’ revenues in fiscal 2024 and fiscal 2023, respectively). The substantial majority of IDT Digital Payments’ revenue is from sales of international mobile top-up services.
IDT Digital Payments IDT Digital Payments’ revenues were $416.3 million in fiscal 2025 compared to $407.4 million in fiscal 2024 (48.4% and 45.3% of Traditional Communications’ revenues in fiscal 2025 and fiscal 2024, respectively). The substantial majority of IDT Digital Payments’ revenue is from sales of international mobile top-up services.
IDT Digital Payments leverages our platform capabilities, our distribution reach into foreign-born communities and our relationships with mobile operators around the world. 11 IDT Digital Payments is sold through the BOSS platform primarily through three channels: direct-to-consumer, through the BOSS digital channel, including our BOSS Revolution and BOSS Money apps, and the BOSS Revolution website; retail, through our BOSS Revolution retail network including direct provisioning by retailers using our BOSS Revolution retailer platform, NRS terminals and through mobile operator-branded top-up cards, and enterprise and wholesale, in which we provision international offerings for other businesses through Zendit’s cloud-based prepaid-as-a-service platform.
IDT Digital Payments is sold through the BOSS platform primarily through three channels: direct-to-consumer, through the BOSS digital channel, including our BOSS Revolution and BOSS Money apps, and the BOSS Revolution website; retail, through our BOSS Revolution retail network including direct provisioning by retailers using our BOSS Revolution retailer platform, NRS terminals and through mobile operator-branded top-up cards; and enterprise and wholesale, in which we provision international offerings for other businesses through Zendit’s cloud-based prepaid-as-a-service platform.
Zedge’s stock is listed on the NYSE American with the ticker symbol “ZDGE”. We launch NRS to provide POS-based services to independent retailers in the United States. net2phone initiates global expansion of its UCaaS offering with a launch in Brazil. 2017 We introduce our BOSS Money app for Android and iOS. 2018 We spin-off our Rafael Holdings, Inc. subsidiary to our stockholders.
Zedge’s stock is listed on the NYSE American with the ticker symbol “ZDGE”. We launch NRS to provide POS-based services to independent retailers in the United States. 2017 We introduce our BOSS Money app for Android and iOS. 2 2018 We spin-off our Rafael Holdings, Inc. subsidiary to our stockholders.
The Traditional Communications segment, which contributed revenue of $899.6 million in fiscal 2024 and $1,002.7 million in fiscal 2023 (74.6% and 81.0% of our total revenues, respectively) includes IDT Digital Payments, BOSS Revolution, and IDT Global, as well as other small businesses and offerings including early-stage business initiatives and mature businesses in harvest mode.
The Traditional Communications segment, which contributed revenue of $860.2 million in fiscal 2025 and $899.6 million in fiscal 2024 (69.8% and 74.6% of our total revenues, respectively) includes IDT Digital Payments, BOSS Revolution, and IDT Global, as well as other small businesses and offerings including early-stage business initiatives and mature businesses in harvest mode.
IDT Global’s telecommunications network is comprised of interconnections and commercial relationships that reach virtually every significant global telecom operator. These relationships enable us to carry international telecommunications traffic to more than 200 countries around the world.
IDT Global is one of the larger wholesale carriers of international long-distance minutes in the world. 13 IDT Global’s telecommunications network is comprised of interconnections and commercial relationships that reach virtually every significant global telecom operator. These relationships enable us to carry international telecommunications traffic to more than 200 countries around the world.
The proliferation of AI, mobile devices and social media is driving change in contact center technology, as customers expect seamless communication across any channel according to their preference and needs. net2phone competes with large legacy vendors that offer on-premise contact center systems, such as Avaya and Cisco.
This proliferation is driving change in contact center technology, as customers expect seamless communication across any channel according to their preference and needs. net2phone competes with large legacy vendors that offer on-premises contact center systems, such as Avaya and Cisco.
Channel partners value net2phone for its extensive customization capabilities, frictionless and rapid quote generation, and competitive compensation backed by its dedicated channel sales team. net2phone’s direct marketing to channel partners and end users includes search engine marketing, search engine optimization, third-party lead generation platforms, social media marketing, webinars, industry focused events, and other forms of demand generation. net2phone’s indirect marketing funnels through its network of partners, technology distributors, and affiliates and includes tradeshows and local events, marketing development support for partners and other forms of demand generation, layered with ongoing channel sales training, proof of concepts and demos. net2phone closely tracks its acquisition costs across both channels to ensure it is acquiring customers in a cost-efficient manner and consistent with its targets for return on investment. net2phone’s growth strategy includes: Expanded AI-powered functionalities to further leverage the large and improving capabilities of language models to drive quantifiable improvements in customer engagement and business performance across its Unite and uContact platforms, and its Huddle video conferencing feature. net2phone AI was initially introduced on net2phone’s platform in 2024, including instant call transcription and summarization features. Across its offerings, net2phone plans to introduce burstable line capacity that allows a customer to temporarily increase their bandwidth to handle short-term traffic spikes, providing end users with the option to leverage net2phone’s robust network capabilities to temporarily exceed stipulated line limits, thereby enabling them to effortlessly add additional capacity during periods of brief demand volatility. For its Unite customers, net2phone plans to provide integration with WhatsApp.
Channel partners value net2phone for its extensive customization capabilities, frictionless and rapid quote generation, and competitive compensation backed by its dedicated channel sales team. net2phone’s direct marketing to channel partners and end users includes search engine marketing, search engine optimization, third-party lead generation platforms, social media marketing, webinars, industry focused events, and other forms of demand generation. net2phone’s indirect marketing funnels through its network of partners, technology distributors, and affiliates and includes tradeshows and local events, marketing development support for partners and other forms of demand generation, layered with ongoing channel sales training, proof of concepts and demos. net2phone closely tracks its acquisition costs across both channels to ensure it is acquiring customers in a cost-efficient manner and consistent with its targets for return on investment. 8 net2phone’s growth strategy includes: Further development and distribution of net2phone AI Agent and net2phone Coach through both indirect and direct channels. Refine net2phone AI agent to offer industry vertical specific variants that integrate with popular industry-specific CRMs to handle administrative, support and sales tasks while leveraging industry specific learnings and workflows. Within its UCaaS offerings, expand AI-powered functionalities to further leverage the large and improving capabilities of language models to drive quantifiable improvements in customer engagement and business performance. Across its offerings, net2phone plans to introduce burstable line capacity that allows a customer to temporarily increase their bandwidth to handle short-term traffic spikes, providing end users with the option to leverage net2phone’s robust network capabilities to temporarily exceed stipulated line limits, thereby enabling them to effortlessly add additional capacity during periods of brief demand volatility. For its UCaaS customers in Mexico and Brazil, net2phone plans to provide integration with WhatsApp.
BOSS Money generates revenues from a per-transaction fee charged to the customer and from foreign exchange differentials. Our transaction costs include commissions paid when the transaction is initiated by a retail agent, payment to the international disbursing agent, banking, compliance and foreign currency exchange costs, and, for digital transfers, credit and debit card processing fees.
Our transaction costs include commissions paid when the transaction is initiated by a retail agent, payment to the international disbursing agent, banking, compliance and foreign currency exchange costs, and, for digital transfers, credit and debit card processing fees.
NRS’ growth strategy includes: Expansion of our POS terminal network into new retail verticals enabled, in some markets, by the development of new POS hardware formats and software functionalities; Subsidize the POS hardware, particularly for retailers who also enroll in NRS PAY; For NRS PAY, conversion of current NRS terminal customers, particularly as contracts with their existing credit card processors expire, and conversion of existing NRS PAY customers to higher margin pricing plans; For NRS advertising, integrations with new programmatic advertisers and the development of differentiated offerings that enable us to more effectively leverage the unique strengths of our platform; Develop partnerships to provide NRS retailers with robust home delivery service options; and Build out the NRS digital wholesale supply channel to provide NRS retailers with new cost-effective supply options.
NRS’ growth strategy includes: Expansion of our POS terminal network into new retail verticals, enabled in some markets, by the development of new POS hardware formats and software functionalities; Subsidize the POS hardware, particularly for retailers who also enroll in NRS payment processing; For NRS payment processing, conversion of current NRS terminal customers, particularly as contracts with their existing credit card processors expire, and conversion of existing NRS payment processing customers to higher margin pricing plans; For NRS advertising, integrations with new programmatic advertisers and the development of differentiated offerings that enable us to more effectively leverage the unique strengths of our platform; Develop partnerships to provide NRS retailers with robust home delivery service options; and Build out the NRS digital wholesale supply channel to provide NRS retailers with new cost-effective supply options. 5 Competition Currently, nationwide POS platform service providers, including Square, Toast, Lightspeed, Clover, and NCR, primarily serve retail chains or are focused on other retail segments, such as sit-down restaurant chains.
BUSINESS DESCRIPTION National Retail Solutions NRS generated $103.1 million in revenues and income from operations of $21.6 million in fiscal 2024, as compared with revenues of $77.1 million and income from operations of $14.4 million in fiscal 2023.
BUSINESS DESCRIPTION National Retail Solutions NRS generated $128.8 million in revenues and income from operations of $27.8 million in fiscal 2025, as compared with revenues of $103.1 million and income from operations of $21.6 million in fiscal 2024.
Jonas, our founder, launches International Discount Telephone to provide international call re-origination services. 1995 We begin selling wholesale services to other long-distance carriers by leveraging our access to favorable international telephone rates generated by our retail calling traffic. 1996 We successfully complete an initial public offering of our common stock. 2000 We complete the sale of a stake in our net2phone subsidiary, a pioneer in the development and commercialization of Voice over Internet Protocol, or VoIP, technologies and services, to AT&T for approximately $1.1 billion in cash.
Jonas, our founder, launches International Discount Telephone to provide international call re-origination services. 1996 We successfully complete an initial public offering of our common stock. 2000 We complete the sale of a stake in our net2phone subsidiary, a pioneer in the development and commercialization of Voice over Internet Protocol, or VoIP, technologies and services, to AT&T for approximately $1.1 billion in cash.
The Fintech segment, which contributed revenue of $120.7 million in fiscal 2024 and $86.6 million in fiscal 2023 (10.0% and 7.0% of our total revenues, respectively), comprises our BOSS Money remittance business and other, significantly smaller, financial services businesses.
The NRS segment, which contributed revenue of $128.8 million in fiscal 2025 and $103.1 million in fiscal 2024 (10.5% and 8.6% of our total revenues, respectively) comprises our NRS business. 1 The Fintech segment, which contributed revenue of $154.6 million in fiscal 2025 and $120.7 million in fiscal 2024 (12.6% and 10.0% of our total revenues, respectively), comprises our BOSS Money remittance business and other, significantly smaller, financial services businesses.
It markets its advertising inventory through both programmatic and, to a lesser extent, direct channels to consumer package-good sellers and other brand marketers, government agencies and non-profits. Data and Analytics : NRS licenses its first party retail data from merchants operating the NRS POS system to consumer packaged goods brands, marketers, and other third-parties under its NRS Insights brand.
NRS Digital Media goes to market through both programmatic advertising platforms that match buyers with sellers in real time, and, to a lesser extent, through direct channels to consumer package-good sellers and other brand marketers, government agencies and non-profits. Data and Analytics : NRS licenses its first party retail data from merchants operating the NRS POS system to consumer-packaged goods brands, marketers, and other third-parties under its NRS Insights brand.
BOSS Money makes it easy and convenient for customers to send money to friends and family in 50 countries in Latin America and the Caribbean, Africa, Europe, and Asia.
BOSS Money makes it easy and convenient to share resources with friends and family in 50 destination countries in Latin America and the Caribbean, Africa, Europe, and Asia.
IDT Global is subject to intense revenue and margin pressure as communications globally continues to transition away from international voice calling to video conferencing and other collaboration platforms, low-cost or free messaging services, free peer-to-peer voice calls available when both parties utilize broadband connections, and flat-rate international long-distance plans offered both by the largest mobile network operators and niche mobile virtual network operators.
IDT Global is subject to intense revenue and margin pressure as communications globally continues to transition away from international voice calling to video conferencing and other collaboration platforms, low-cost or free messaging services, free peer-to-peer voice calls available when both parties utilize broadband connections, and flat-rate international long-distance plans offered both by the largest mobile network operators and niche mobile virtual network operators. 14 Competition The wholesale carrier industry has numerous entities competing for the same customers, primarily based on price and quality of service.
Through the nationwide network of over 28,000 BOSS Revolution retailers, the BOSS brand has a high-visibility storefront presence in many communities with significant immigrant populations; The BOSS customer eco-system includes the significantly larger customer bases of BOSS Revolution and IDT Digital Payments.
We spend significantly on BOSS-branded marketing to support BOSS Revolution and BOSS Money. Through the nationwide network of over 30,000 BOSS Revolution retailers, the BOSS brand has a high-visibility storefront presence in many communities with significant immigrant populations; The BOSS customer eco-system includes the large customer bases of BOSS Revolution and IDT Digital Payments.
Straight Path was purchased in February 2018 by Verizon Communications Inc. 2 We introduce our BOSS Revolution app for Android and iOS. We launch our BOSS Money international remittance service. 2014 We sell our stake in Fabrix Systems, a pioneer in cloud storage and network delivery technologies, to Ericsson for $69 million. 2015 net2phone launches its UCaaS offering in the United States. 2016 We spin-off our Zedge subsidiary to our stockholders.
Straight Path was purchased in February 2018 by Verizon Communications Inc. We introduce our BOSS Revolution app for Android and iOS. We launch our BOSS Money international remittance service. 2015 net2phone launches its UCaaS offering in the United States. 2016 We spin-off our Zedge subsidiary to our stockholders.
BOSS Revolution BOSS Revolution’s revenues were $263.2 million in fiscal 2024 compared to $322.1 million in fiscal 2023 (29.3% and 32.1% of Traditional Communications’ revenues in fiscal 2024 and fiscal 2023, respectively).
BOSS Revolution BOSS Revolution’s revenues were $211.2 million in fiscal 2025 compared to $263.2 million in fiscal 2024 (24.6% and 29.3% of Traditional Communications’ revenues in fiscal 2025 and fiscal 2024, respectively).
We also continue to enhance the BOSS Money retailer portal and platform to make transaction execution more convenient for retailers, the majority of whom host multiple remittance providers.
To qualify to provide our service, BOSS Money retailers must meet stringent financial and other regulatory qualifications. We also continue to enhance the BOSS Money retailer portal and platform to make transaction execution more convenient for retailers, the majority of whom host multiple remittance providers.
Termination rates charged by Tier 1 and other providers of international long-distance traffic have been declining for many years. Nevertheless, termination rates charged to us by individual Tier 1 carriers and mobile operators can be volatile.
Termination rates charged by Tier 1 and other providers of international long-distance traffic have been declining for many years. Nevertheless, termination rates charged to us by individual Tier 1 carriers and mobile operators can be volatile. Termination price volatility on heavily trafficked routes can significantly impact our minutes of use and wholesale revenues.
Historically, many of NRS’ customers have not previously used a POS system. In cases where NRS’ target market is using or does consider an alternative solution, we believe that NRS’ suite of proprietary software solutions, affordable and discounted POS equipment and free credit card terminals are key drivers behind its success versus the competition.
In the minority of cases where potential customers are using, or are considering using, an alternative solution, we believe that NRS’ suite of proprietary software solutions, affordable and discounted POS equipment and free credit card terminals are key drivers behind its success versus the competition.
BOSS Revolution’s retail sales have traditionally been, and continue to be, strongest in the Northeastern United States and in Florida because of our extensive local distribution network. We continue to grow BOSS Revolution’s distributor relationships and expand BOSS Revolution’s retail network in other areas of the United States and Canada, including the Southwest and West Coast.
BOSS Revolution’s retail sales have traditionally been, and continue to be, strongest in the Northeastern United States and in Florida because of our extensive local distribution network.
NRS sells its POS terminals through our and NRS’ own dedicated sales agents, through in-house telemarketing, and through strategic relationships with wholesale distributors. NRS generates revenue from a portfolio of services for both retailers and third parties. The vast majority of revenue is generated by recurring services including: Merchant Services.
NRS markets through three channels: wholesale distributors; dedicated sales agents including exclusive agents and BOSS agents; and in-house telemarketing. NRS generates revenue from a portfolio of services for both retailers and third parties. The majority of revenue is generated by recurring services including: Merchant Services.
NRS, though NRS PAY, operates as an independent service organization (ISO), acting as an essential, retailer-facing intermediary between NRS retailers and its payment facilitator. At July 31, 2024, NRS had approximately 21,300 NRS PAY customers compared to approximately 15,800 a year earlier. Display Advertising .
NRS operates as an independent service organization (ISO), acting as an essential, retailer-facing intermediary between NRS retailers and its payment facilitator. At July 31, 2025, NRS had approximately 26,500 NRS payment processing customers compared to approximately 21,300 a year earlier. Display Advertising . NRS’ offerings participate in the retail media network advertising market.
The NRS PAY offering is attractive to retailers for several reasons: For new customers / retailers, NRS incentivizes retailers to also enroll in NRS PAY by reducing the cost of the NRS POS hardware; 4 NRS PAY’s pricing model is straightforward and easily understood, NRS PAY does not charge hidden fees a frequent sore point for retailers under contract to other providers; NRS provides the NRS PAY equipment at no cost to the retailer; and NRS PAY offers several credit card processing plans that include a cash discount offering, a standard plan and customized pricing.
NRS does not charge hidden fees a frequent sore point for retailers under contract to other providers; NRS provides the payment processing equipment at no cost to the retailer; and NRS offers several credit card processing plans that include a cash discount offering, a standard plan and customized pricing.
Our technology team consists of our software engineering, voice engineering, quality engineering, data warehousing, ML (Machine Learning) and AI (Artificial Intelligence) development, data engineering, systems, NOC (Network Operations Center), and operations teams. We intend to continue to invest in our research and development capabilities to extend our products and services.
Our technology team consists of our software engineering, voice engineering, quality engineering, data warehousing, ML (Machine Learning) and AI development, data engineering, systems, NOC (Network Operations Center), and operations teams.
Our technology organization uses several key performance indicators to track service quality that meet or exceed industry standards for Software-as-a-Service and technology enabled services. Our technology organization maintained an aggregate service uptime of approximately 99.97% in fiscal 2024.
We intend to continue to invest in our research and development capabilities to extend our products and services. 15 Our technology organization uses several key performance indicators to track service quality that meet or exceed industry standards for SaaS and technology enabled services. Our technology organization maintained an aggregate service uptime of approximately 99.995% in fiscal 2025.
The platform leverages the 15-inch digital consumer facing display screens on each NRS terminal enabling advertisers to engage customers at the time of purchase. NRS Digital Media offers its large inventory of static and video advertisements, including video accompanying third-party provisioned content, extensive reach into the predominantly urban, multicultural consumer market served by NRS retailers.
NRS Digital Media offers its large inventory of static and video advertisements, including video accompanying third-party provisioned content, extensive reach into the predominantly urban, multicultural consumer market served by NRS retailers.
International remittances are a primary economic activity for the tens of millions of first- and second-generation immigrants in the United States.
BOSS Money enables customers in the United States to send money conveniently and affordably to third parties around the world. International remittances are a primary economic activity for the tens of millions of first- and second-generation immigrants in the United States.
IDT Global also offers outsourcing services to help fixed and mobile telephony operators enhance the profitability and value of their international voice operations. IDT Global offers these operators customized solutions, including full outsourcing, handing all inbound and outbound calls with or without switch management, and hybrid arrangements whereby the operator retains certain routes or customers directly.
IDT Global offers these operators customized solutions, including full outsourcing, handing all inbound and outbound calls with or without switch management, and hybrid arrangements whereby the operator retains certain routes or customers directly. Pursuant to these deals, IDT Global collaborates with the operators to provide a full range of international long-distance services to their respective customers in-country and overseas.
Zendit enables businesses, entrepreneurs, and developers to offer prepaid digital offerings globally including mobile airtime top-up, mobile data bundles, digital gift cards, eSIMs and prepaid utility payments; BOSS Revolution (formerly BOSS Revolution Calling) : Provides international long-distance voice service marketed primarily to immigrant communities in the United States and Canada.
(Mobile airtime top-up, or simply mobile top-up, enables customers to transfer airtime and bundles of airtime, messaging, and data to international and domestic mobile accounts.) IDT Digital Payments’ B2B prepaid-as-a-service platform, Zendit, enables businesses, entrepreneurs, and developers to offer prepaid digital offerings; BOSS Revolution : Provides international long-distance voice calling marketed primarily to immigrant communities in the United States and Canada.
As of July 31, 2024, net2phone had approximately 460 employees worldwide, with 77% located outside of the United States. Competition net2phone’s most significant competitors in the UCaaS space include RingCentral, 8x8, Crexendo, Vonage, and Nextiva.
As of July 31, 2025, net2phone had approximately 540 employees worldwide, with 84% located outside of the United States. Competition net2phone’s most significant competitors in the UCaaS space include RingCentral, 8x8, Crexendo, Vonage, Dialpad and Nextiva. Some AI agent focused (only) companies such as Lindy or Phonely are also competitors.
This channel-centric approach enables net2phone to efficiently reach its extensive target market of midsize businesses, which rely heavily on these types of service providers to address their IT needs. net2phone’s partner channel is overseen by regional channel sales managers employed by net2phone. net2phone is continuing to expand its direct-to-business channel in each of its markets through digital marketing, brand awareness campaigns, and participating in local and regional events.
This channel-centric approach enables net2phone to efficiently reach its extensive target market of midsize businesses, which rely heavily on these types of service providers to address their IT needs. net2phone’s partner channel is overseen by regional channel sales managers employed by net2phone. net2phone is developing direct to end-user capabilities to market primarily its AI offerings, net2phone AI Agent and Coach, in the small and medium-sized business market.
To utilize our digital channel, customers can charge their debit or credit cards or authorize ACH transfers from their bank accounts. Our retail channel network comprises licensed and authorized BOSS Money agents nationwide. Customers can initiate transfers through a BOSS Money agent with cash as well as with their debit or credit cards.
BOSS Money is offered directly to consumers via our digital channel the BOSS Money app and the BOSS Revolution app. To utilize our digital channel, customers can use their debit or credit cards or authorize ACH transfers from their bank accounts. Our retail channel network comprises licensed and authorized BOSS Money agents nationwide.
They include: Our key brands including NRS, net2phone, BOSS Revolution, BOSS Money, IDT Digital Payments and IDT Global; Our nationwide network of more than 30,000 independent retailers who operate NRS’s POS-based platform and approximately 28,000 BOSS Revolution and BOSS Money retailers who utilize our digital retailer platform; Our customer base of more than eight million users, primarily in immigrant communities within the United States; Our technology, global infrastructure and high-capacity transaction platforms; Extensive VoIP and cloud services expertise; and Our staff of approximately 2,300 dedicated personnel working in over 20 countries on four continents including in-house technology and product development teams.
These assets include: Our popular BOSS consumer brands (BOSS Money and BOSS Revolution) and our leading B2B brands NRS, NRS Pay, NRS Digital Media, NRS Insights, net2phone, IDT Global and Zendit; Our nationwide network of over 32,000 independent retailers who operate NRS’ POS-based platform and approximately 25,000 BOSS Revolution and BOSS Money retailers who utilize our digital retailer platform; Our customer base of more than seven million people, predominantly first and second-generation immigrants within the U.S.; Our global technology infrastructure and high-capacity transaction platforms; Extensive VoIP and cloud services expertise; and Our staff of approximately 2,400 dedicated personnel working in over 30 countries on five continents including in-house technology and product development teams.
Regional-based customer service and sales teams are a key differentiator and propel net2phone’s international business. 10 Track record and focus on innovative solutions. net2phone’s long track record of innovation includes the development of its proprietary UCaaS platform, including the Huddle video conferencing service, as well as numerous patents around virtualized communication technologies. Employee-friendly culture that allows net2phone to attract and retain talent . net2phone has sought to create a workplace and culture that is entrepreneurial, positive, employee-friendly and encourages its employees to work towards its shared goals of delivering innovative solutions to its customers and supporting its partners.
Regional-based customer service and sales teams are a key differentiator and propel net2phone’s international business. Track record and focus on innovative solutions. net2phone’s long track record of innovation includes the development of its proprietary UCaaS platform, including the Huddle video conferencing service, as well as numerous patents around virtualized communication technologies.
We believe that BOSS Money’s competitive strengths include: Our BOSS name is an established and trusted brand that has served immigrant communities in the United States for over a decade. We spend significantly on BOSS-branded marketing to support BOSS Revolution and BOSS Money.
We compete for customers outside the BOSS ecosystem primarily based on brand reputation, low fees, and competitive foreign exchange rates. We believe that BOSS Money’s competitive strengths include: Our BOSS name is an established and trusted brand that has served immigrant communities in the United States for well over a decade.
Our human capital resources objectives include, as applicable, identifying, recruiting, retaining, incentivizing, and integrating our existing and new employees, advisors and consultants. To accomplish that, our compensation practices are designed to attract and retain qualified and motivated personnel and align their interests with our goals and with the best interests of our stockholders.
To accomplish that, our compensation practices are designed to attract and retain qualified and motivated personnel and align their interests with our goals and with the best interests of our stockholders.
BOSS Revolution is provisioned through the popular BOSS Revolution app and ‘calling cards’ sold by a robust network of over 28,000 BOSS Revolution retail agents; and IDT Global : Provides wholesale international voice termination, virtual numbers, and SMS termination solutions to telecoms worldwide. Through its IDT Express branded self-provisioning portal, IDT Global also serves small and medium businesses.
BOSS Revolution is provisioned through the popular BOSS Revolution app and prepaid ‘hard cards’ sold by a nationwide network of over 30,000 BOSS Revolution retail agents; and IDT Global : Provides wholesale international voice and SMS termination and outsourced traffic management solutions to telecoms worldwide.
Significant changes to the applicable laws or regulations imposed by any of these regulators could have a material adverse effect on our business, operating results and financial condition. 16 Regulation of Telecom by the Federal Communications Commission In 1997, the FCC issued an order, referred to as the Universal Service Order, that requires all telecommunications carriers providing interstate telecommunications services to contribute to universal service support programs administered by the FCC (known as the Universal Service Fund).
Regulation of Telecom by the Federal Communications Commission In 1997, the FCC issued an order, referred to as the Universal Service Order, that requires all telecommunications carriers providing interstate telecommunications services to contribute to universal service support programs administered by the FCC (known as the Universal Service Fund).

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeSubscriptions and related usage by existing customers may decrease if: customers are not satisfied with the services, prices or the functionality of net2phone’s products; the stability, performance or security of net2phone’s products are not satisfactory; the U.S. or global economy declines; net2phone’s customers’ business or demand for net2phone’s services declines due to industry cycles, seasonality, business difficulties or other reasons; customers favor products offered by other providers, particularly as competition continues to increase; alternative technologies, products or features emerge or gain popularity that net2phone does not provide; net2phone’s customers or potential customers experience financial difficulties; or fewer customers purchase services from net2phone. 29 If net2phone’s existing customers’ subscriptions and related usage decrease or are terminated, net2phone will need to spend more money to acquire new customers and still may not be able to maintain its existing level of revenues. net2phone incurs significant costs and expenses, including sales and marketing expenses, to acquire new customers, and those costs and expenses are an important factor in determining our profitability.
Biggest changeSubscriptions and related usage by existing customers may decrease if: customers are not satisfied with the services, prices or the functionality of net2phone’s products; the stability, performance or security of net2phone’s products are not satisfactory; the U.S. or global economy declines; net2phone’s customers’ business or demand for net2phone’s services declines due to industry cycles, seasonality, business difficulties or other reasons; customers favor products offered by other providers, particularly as competition continues to increase; alternative technologies, products or features emerge or gain popularity that net2phone does not provide; net2phone’s customers or potential customers experience financial difficulties; or fewer customers purchase services from net2phone.
You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our Class B common stock.
You should carefully consider the risks and uncertainties described below, together with all the other information in this Annual Report on Form 10-K, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our Class B common stock.
BOSS Money can be vulnerable to illegal activities and fraud schemes BOSS Money’s transfer services can be vulnerable to illegal activities and fraud schemes such as identity theft, account takeover, money laundering, and terrorist financing. Failure to detect and mitigate these risks could lead to regulatory penalties, reputational harm and significantly and adversely affect revenues and profitability.
BOSS Money’s transfer services can be vulnerable to illegal activities and fraud schemes such as identity theft, account takeover, money laundering, and terrorist financing. Failure to detect and mitigate these risks could lead to regulatory penalties, reputational harm and significantly and adversely affect revenues and profitability.
While we expect additional regulation of our industry in some or all of these areas, and we expect continuing changes in the regulatory environment as new and proposed regulations are reviewed, revised and amended, we cannot predict with certainty what impact new laws in these areas will have on us, if any. 36 net2phone’s VoIP services are subject to regulation in the United States and Canada.
While we expect additional regulation of our industry in some or all these areas, and we expect continuing changes in the regulatory environment as new and proposed regulations are reviewed, revised and amended, we cannot predict with certainty what impact new laws in these areas will have on us, if any. 36 net2phone’s VoIP services are subject to regulation in the United States and Canada.
Jonas will be able to control matters requiring approval by our stockholders, including the election of all of the directors and the approval of significant corporate matters, including any merger, consolidation or sale of all or substantially all of our assets. As a result, the ability of any of our other stockholders to influence our management is limited. Item 1B.
Jonas will be able to control all matters requiring approval by our stockholders, including the election of all the directors and the approval of significant corporate matters, including any merger, consolidation or sale of all or substantially all of our assets. As a result, the ability of any of our other stockholders to influence our management is limited. Item 1B.
Announcements, or expectations, as to the introduction of new products and technologies by net2phone’s competitors or net2phone could cause customers to defer purchases of net2phone’s existing products, which also could have a material adverse effect on our business, financial condition, or operating results. net2phone depends in part upon the capacity, reliability, and performance of several third-party providers and their network infrastructure, the failure of which could cause delays or interruptions of net2phone’s service and impact our revenue and profitability. net2phone depends on several third-party providers to provide service to maintain its operations. net2phone does not have control over these providers, and some of these providers are also its competitors. net2phone may be subject to interruptions or delays in their service and its reputation and business may be harmed.
Announcements, or expectations, as to the introduction of new products and technologies by net2phone’s competitors or net2phone could cause customers to defer purchases of net2phone’s existing products, which also could have a material adverse effect on our business, financial condition, or operating results. 27 net2phone depends in part upon the capacity, reliability, and performance of several third-party providers and their network infrastructure, the failure of which could cause delays or interruptions of net2phone’s service and impact our revenue and profitability. net2phone depends on several third-party providers to provide service to maintain its operations. net2phone does not have control over these providers, and some of these providers are also its competitors. net2phone may be subject to interruptions or delays in their service and its reputation and business may be harmed.
E-911 and other emergency service providers . net2phone maintains an agreement with an E-911 provider to assist it in routing and terminating emergency calls directly to an emergency service dispatcher at the public-safety answering point, or PSAP, in the area of the customer’s registered location. net2phone also contract with a provider for the national call center that operates 24 hours a day, seven days a week to receive certain emergency calls and with several companies that maintain PSAP databases for the purpose of deploying and operating E-911 services.
E-911 and other emergency service providers . net2phone maintains an agreement with an E-911 provider to assist it in routing and terminating emergency calls directly to an emergency service dispatcher at the public-safety answering point, or PSAP, in the customer’s registered location. net2phone also contract with a provider for the national call center that operates 24 hours a day, seven days a week to receive certain emergency calls and with several companies that maintain PSAP databases for the purpose of deploying and operating E-911 services.
Sales and marketing expenditures are an ongoing requirement of net2phone’s business as it strives to acquire more new customers. net2phone’s customer churn rate may increase in future periods, which may adversely impact its revenue or require it to spend more money to grow its customer base. net2phone’s customers generally have initial service periods of between two and three years and may discontinue their subscriptions for services after the expiration of their initial subscription period.
Sales and marketing expenditures are an ongoing requirement of net2phone’s business as it strives to acquire more new customers. 29 net2phone’s customer churn rate may increase in future periods, which may adversely impact its revenue or require it to spend more money to grow its customer base. net2phone’s customers generally have initial service periods of between two and three years and may discontinue their subscriptions for services after the expiration of their initial subscription period.
Agents may not always act in BOSS Money’s best interest, engaging in fraudulent activities, regulatory violations, or causing reputational damage. In addition, agents could affect BOSS Money’s revenue and profitability due to non-payment of remittances collected or termination of the relationship. 26 BOSS Money has financial and business exposure to fluctuations in the foreign exchange markets.
Agents may not always act in BOSS Money’s best interest, engaging in fraudulent activities, regulatory violations, or causing reputational damage. In addition, agents could affect BOSS Money’s revenue and profitability due to non-payment of remittances collected or termination of the relationship. BOSS Money has financial and business exposure to fluctuations in the foreign exchange markets.
The loss of a key customer or the failure of some of them to renew or to continue to recommend net2phone’s products may have a material negative impact on its results. net2phone has a limited history of selling its services to larger businesses and may experience challenges in configuring and providing ongoing support for the products it sells to large customers.
The loss of a key customer or the failure of some to renew or to continue to recommend net2phone’s products may have a material negative impact on its results. net2phone has a limited history of selling its services to larger businesses and may experience challenges in configuring and providing ongoing support for the products it sells to large customers.
Cyberattacks, including through the use of malware, ransomware, computer viruses, denial of services attacks, credential harvesting, social engineering and other means for obtaining unauthorized access to or disrupting the operation of our networks and systems and those of our suppliers, vendors and other service providers, could have an adverse effect on our business.
Cyberattacks, including the use of malware, ransomware, computer viruses, denial of services attacks, credential harvesting, social engineering and other means for obtaining unauthorized access to or disrupting the operation of our networks and systems and those of our suppliers, vendors and other service providers, could have an adverse effect on our business.
Accordingly, any of these events could materially and negatively impact our business, our revenues, our profits, and our relationships with customers. 24 Our success depends in part upon our ability to provide customer service that effectively supports the needs of our customers. Providing customer service effectively requires that our customer support personnel have industry-specific technical knowledge and expertise.
Accordingly, any of these events could materially and negatively impact our business, our revenues, our profits, and our relationships with customers. Our success depends in part upon our ability to provide customer service that effectively supports the needs of our customers. Providing customer service effectively requires that our customer support personnel have industry-specific technical knowledge and expertise.
Jonas, our Chairman and Chairman of the Board, holds shares that, in the aggregate, represent more than a majority of the combined voting power of our outstanding capital stock. Risks Related to Our Businesses and Operations Errors in our technology or technological issues outside our control could cause delays or interruptions to our customers.
Jonas, our Chairman and Chairman of the Board, holds shares that, in the aggregate, represent more than a majority of the combined voting power of our outstanding capital stock. 19 Risks Related to Our Businesses and Operations Errors in our technology or technological issues outside our control could cause delays or interruptions to our customers.
Although we have policies, controls, and procedures designed to ensure compliance with these laws, our employees, contractors, or agents may violate our policies. Our global operations subject us to additional risks which could have an adverse effect on our business, operating results, and financial condition.
Although we have policies, controls, and procedures designed to ensure compliance with these laws, our employees, contractors, or agents may violate our policies. 22 Our global operations subject us to additional risks which could have an adverse effect on our business, operating results, and financial condition.
Further, the loss of such lawsuits could result in financial burdens and the requirement to modify our modes of operation, which could materially adversely affect our business. We are subject to tax and regulatory audits which could result in the imposition of liabilities that may or may not have been reserved.
Further, the loss of such lawsuits could result in financial burdens and the requirement to modify our modes of operation, which could materially adversely affect our business. 32 We are subject to tax and regulatory audits which could result in the imposition of liabilities that may or may not have been reserved.
Any contract or product liability claims successfully brought against us would harm our business. Failure in our data center or services could lead to significant costs and disruptions. All data centers, including ours, are subject to various points of failure.
Any contract or product liability claims successfully brought against us would harm our business. Failure in our data centers or services could lead to significant costs and disruptions. All data centers, including ours, are subject to various points of failure.
The destruction or severe impairment of our data center facilities could result in significant downtime of our services and the loss of customer data. Our ability to provide cloud-based communication services is dependent upon our physical and cloud-based infrastructure.
The destruction or severe impairment of our data center facilities could result in significant downtime of our services and the loss of customer data. 21 Our ability to provide cloud-based communication services is dependent upon our physical and cloud-based infrastructure.
Therefore, if net2phone is unsuccessful in retaining customers or is required to spend significant amounts to acquire new customers, its revenue and or profits would decrease, which would negatively affect profitability.
Therefore, if net2phone is unsuccessful in retaining customers or is required to spend significant amounts to acquire new customers, its revenue and or profits may decrease, which would negatively affect profitability.
BOSS Money relies on partnerships with global banks and payout agents to process transactions in its receiving markets. If these partners face operational, financial, or regulatory issues, it could severely and negatively impact the company’s ability to conduct business. BOSS Money’s success depends, in part, on reliable access to international banking systems and payment infrastructure.
BOSS Money relies on partnerships with global banks and disbursement agents to process transactions in its receiving markets. If these partners face operational, financial, or regulatory issues, it could severely and negatively impact the company’s ability to conduct business. BOSS Money’s success depends, in part, on reliable access to international banking systems and payment infrastructure.
Various legal proceedings that have arisen or may arise in the ordinary course of business have not been finally adjudicated, which may have a material adverse effect on our results of operations, cash flows, or financial condition (see Note 23 to our Consolidated Financial Statements in Item 8 to Part II of this Annual Report).
Various legal proceedings that have arisen or may arise in the ordinary course of business have not been finally adjudicated, which may have a material adverse effect on our results of operations, cash flows, or financial condition (see Note 22 to our Consolidated Financial Statements in Item 8 to Part II of this Annual Report).
Risk Factor Summary Our business operations are subject to numerous risks and uncertainties, including those outside of our control, that could cause our business, financial condition or operating results to be harmed, including, but not limited to, risks regarding the following: Risks Related to our Businesses and Operations errors in our technology or technological issues outside our control; cyberattacks impacting our networks or systems; network disruptions, security breaches, or other significant disruptions or failures of our IT infrastructure and related systems or of those we operate for certain of our customers; the failure, or perceived failure, of one or more of our products; our international operations subject us to geopolitical and other risks including ongoing developments in Belarus, Ukraine and Israel; failures in our data center or services; our dependence on industry standard protocols and third-party software, including but not limited to open-source software; our dependence on a single supplier or small group of suppliers; changes to rates by our suppliers and increasing regulatory charges or tariffs; our customers, particularly our IDT Global customers, and partners could experience financial difficulties; technologies could affect our ability to track the results of ads and/or could block ads online; Risks Related to Our NRS Business substantial and increasing competition in the POS industry and payment space; a decline in advertising on the NRS platform due to macro-economic factors or otherwise; the ability of NRS to develop products and services to address the market for POS products and services; Risks Related to Our BOSS Money Business BOSS Money faces a complex and dynamic regulatory landscape; BOSS Money depends on a licensed network of agents for its retail money remittance business; adverse fluctuations in exchange rates can materially impact revenue and profitability; money transfer services can be vulnerable to illegal activities and fraud schemes; BOSS Money has less brand recognition in the money remittance space compared to larger players, which could make it harder to attract and retain customers; Risks Related to Our net2phone Business competition against established well-financed alternative voice communication providers, who may provide comparable services at comparable or lower pricing; the capacity, reliability, and performance of several third-party providers and their network infrastructure; scaling the business efficiently or quickly enough to meet customers’ growing needs; the integration of Integra’s CCaaS business; Risks Related to Our Traditional Communications Segment each of our BOSS Revolution and IDT Global businesses is highly sensitive to declining demand and prices; 19 obtaining sufficient or cost-effective termination capacity to particular destinations; the termination of our carrier agreements with partners or our inability to enter into carrier agreements in the future; Risks Related to Our Financial Condition we hold cash, cash equivalents, debt securities and equity investments that are subject to various market risks; if we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results; Intellectual Property, Tax, Regulatory, and Litigation Risks (many of which are related to our Fintech segment, among others) protecting our proprietary technology; claims of infringement of intellectual property rights of others; tax and regulatory audits; legal proceedings; our disbursement partners’ and our payment processors’ ability to comply with a wide range of laws and regulations intended to help detect and prevent illegal or illicit activity; licensing and other requirements imposed by regulators and governments; our collection, processing, storage, use, and transmission of personal data; collection of sales and use, value added, or similar taxes; certain imminent FCC Orders and rules that effect the telecommunications marketplace; our ability to comply with requirements for debit card, credit card, and other digital payment methods; Risks Related to Our Capital Structure holders of our Class B common stock have significantly less voting power than holders of our Class A common stock; and Howard S.
Risk Factor Summary Our business operations are subject to numerous risks and uncertainties, including those outside of our control, that could cause our business, financial condition or operating results to be harmed, including, but not limited to, risks regarding the following: Risks Related to our Businesses and Operations changes to immigrant populations could negatively impact certain of our businesses; cyberattacks impacting our networks or systems; network disruptions, security breaches, or other significant disruptions or failures of our IT infrastructure and related systems or of those we operate for certain of our customers; the failure, or perceived failure, of one or more of our products; our international operations subject us to geopolitical and other risks including ongoing developments in Belarus, Ukraine and Israel; failures in our data center or services; our dependence on industry standard protocols and third-party software, including but not limited to open-source software; our dependence on a single supplier or small group of suppliers; changes to rates by our suppliers and increasing regulatory charges or tariffs; our customers, particularly our IDT Global customers, and partners could experience financial difficulties; technologies could affect our ability to track the results of ads and/or could block ads online; 18 Risks Related to Our NRS Business substantial and increasing competition in the POS industry and payment space; a decline in advertising on the NRS platform due to macro-economic factors or otherwise; the ability of NRS to develop products and services to address the market for POS products and services; Risks Related to Our BOSS Money Business BOSS Money faces a complex and dynamic regulatory landscape; BOSS Money depends on a licensed network of agents for its retail money remittance business; adverse fluctuations in exchange rates can materially impact revenue and profitability; money transfer services can be vulnerable to illegal activities and fraud schemes; BOSS Money has less brand recognition in the money remittance space compared to larger players, which could make it harder to attract and retain customers; Risks Related to Our net2phone Business competition against established well-financed alternative voice communication providers, who may provide comparable services at comparable or lower pricing; the capacity, reliability, and performance of several third-party providers and their network infrastructure; scaling the business efficiently or quickly enough to meet customers’ growing needs; Risks Related to Our Traditional Communications Segment each of our BOSS Revolution and IDT Global businesses is highly sensitive to declining demand and prices; obtaining sufficient or cost-effective termination capacity to particular destinations; the termination of our carrier agreements with partners or our inability to enter into carrier agreements in the future; Risks Related to Our Financial Condition we hold cash, cash equivalents, debt securities and equity investments that are subject to various market risks; if we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results; Intellectual Property, Tax, Regulatory, and Litigation Risks protecting our proprietary technology; claims of infringement of intellectual property rights of others; tax and regulatory audits; legal proceedings; our disbursement partners’ and our payment processors’ ability to comply with a wide range of laws and regulations intended to help detect and prevent illegal or illicit activity; licensing and other requirements imposed by regulators and governments; our collection, processing, storage, use, and transmission of personal data; collection of sales and use, value added, or similar taxes; certain imminent FCC Orders and rules that effect the telecommunications marketplace; our ability to comply with requirements for debit card, credit card, and other digital payment methods; Risks Related to Our Capital Structure holders of our Class B common stock have significantly less voting power than holders of our Class A common stock; and Howard S.
Any of the foregoing could have an adverse impact on our ability to research and develop new technology, including corrections or enhancements of existing platforms supporting our current products and services or development of new or complementary offerings. Global and regional economic conditions could materially adversely affect our business, results of operations, financial condition, and growth.
Any of the foregoing could have an adverse impact on our ability to develop technology, including corrections or enhancements of existing platforms supporting our current products and services or development of new or complementary offerings. 23 Global and regional economic conditions could materially adversely affect our business, results of operations, financial condition, and growth.
For example, certain banks, in an effort to comply with increasingly more challenging regulations, have gradually imposed stricter restrictions and limitations on money remittance retailers making deposits to bank accounts. This can negatively affect the business of the BOSS Money retailers and, at times, disincentivize retailers from growing their BOSS Money business.
For example, certain banks, in an effort to comply with increasingly more challenging regulations, have gradually imposed stricter restrictions and limitations and higher costs on money remittance retailers making deposits to bank accounts. This can negatively affect the business of the BOSS Money retailers and, at times, disincentivize retailers from growing their BOSS Money business.
Compared to its larger competitors such as Western Union, Moneygram, Ria, Intermex and Remitly, BOSS Money has less brand recognition in the money remittance space which could make it harder to attract and retain customers. BOSS Money leverages the brand value and trust built by BOSS Revolution. The remittance industry is highly sensitive to consumer trust.
Compared to its larger competitors such as Western Union, Moneygram, Ria, Intermex, Xoom, Wise and Remitly, BOSS Money has less brand recognition in the money remittance space which could make it harder to attract and retain customers. BOSS Money leverages the brand value and trust built by BOSS Revolution. The remittance industry is highly sensitive to consumer trust.
Adverse macroeconomic conditions, including inflation, slower growth, or recession, new or increased tariffs and other barriers to trade, changes to fiscal and monetary policy, tighter credit, higher interest rates, high unemployment, and currency fluctuations could materially adversely affect demand for our products and services.
Adverse macroeconomic conditions, including inflation, slower growth, or recession, new or increased tariffs or excise taxes and other barriers to trade, changes to fiscal and monetary policy, tighter credit, higher interest rates, high unemployment, and currency fluctuations could materially adversely affect demand for our products and services.
We cannot predict whether additional sanctions or other measures will be imposed, or the nature of severity of those measures, and whether they will directly or indirectly impact our R&D in Belarus or elsewhere.
We cannot predict whether additional sanctions or other measures will be imposed, or the nature of severity of those measures, and whether they will directly or indirectly impact our T&D in Belarus or elsewhere.
Further, our Belarussian R&D personnel could be impacted by retaliatory actions taken by third parties related to actual or perceived Belarussian actions in support of the invasion, including cyberattacks.
Further, our Belarussian T&D personnel could be impacted by retaliatory actions taken by third parties related to actual or perceived Belarussian actions in support of the invasion, including cyberattacks.
There can be no assurance that net2phone’s efforts to acquire new customers will be successful. net2phone must acquire new customers on an ongoing basis to maintain and increase its customers and revenues while the significant costs to acquire new customers may hinder profitability. net2phone will have to acquire new customers to increase revenues. net2phone incurs significant costs to acquire new customers, and those costs are an important factor in determining our profitability.
There can be no assurance that net2phone’s efforts to acquire new customers will be successful. net2phone must acquire new customers on an ongoing basis to maintain and increase its customers and revenues, and the significant costs to acquire new customers may hinder profitability. net2phone has to acquire new customers to increase revenues. net2phone incurs significant costs to acquire new customers, and those costs are an important factor in determining our profitability.
As a provider of communications and payment services to consumers, such as BOSS Revolution and BOSS Money, we are subject to various federal and state laws and regulations relating to the manner in which we advertise our services, describe and present the terms of our services, and communicate with our customers and consumers in general.
As a provider of communications and payment services to consumers, such as BOSS Revolution and BOSS Money, we are subject to various federal and state laws and regulations relating to the way we advertise our services, describe and present the terms of our services, and communicate with our customers and consumers in general.
While our services are not directly regulated by governments outside the United States, except with respect to IDT Financial Services Limited, or IDTFS, our Gibraltar-based bank as discussed below, it is possible that in some cases we could be liable for the failure of our disbursement partners or their sub-disbursement partners to comply with laws, which also could harm our business, financial condition, and results of operations.
While our services are not directly regulated by governments outside the United States, except with respect to IDT Financial Services Limited, or IDTFS, our Gibraltar-based bank as discussed below, it is possible that in some cases we could be liable for the failure of our disbursement partners or their sub-disbursement partners to comply with laws, which also could harm our business, financial condition, and results of operations. 34 IDTFS is a licensed bank regulated by the Gibraltar Financial Services Commission (“GFSC”).
While we believe that we are not a covered entity under the law, the effects of the CCPA potentially are significant, and may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply.
While we believe that we are not a covered entity under the law, the effects of the CCPA potentially are significant, and may require us to modify our data processing practices and policies and to incur substantial costs and expenses to comply.
We may not be able to obtain sufficient or cost-effective termination capacity to particular destinations, which could adversely affect our revenues and profits. Most of our telecommunications’ traffic is terminated through third-party providers. In order to support our minutes of use demands and geographic footprint, we may need to obtain additional termination capacity or destinations.
We may not be able to obtain sufficient or cost-effective termination capacity to particular destinations, which could adversely affect our revenues and profits. Most of our telecommunications’ traffic is terminated through third-party providers. To support our minutes of use demand and geographic footprint, we may need to obtain additional termination capacity or destinations.
While we continue to monitor the situation in Belarus closely, any prolonged or expanded unrest, military activities, or sanctions could have an adverse effect on our future product roadmap and R&D.
While we continue to monitor the situation in Belarus closely, any prolonged or expanded unrest, military activities, or sanctions could have an adverse effect on our product roadmap and T&D.
Weakness of the United States dollar in relation to the currencies used in these foreign countries may also reduce the savings achievable through this strategy and could have an adverse effect on our business, financial condition, and results of operations. 23 Our research and development (“R&D”) may be adversely affected by ongoing developments in Belarus and Ukraine.
Weakness of the United States dollar in relation to the currencies used in these foreign countries may also reduce the savings achievable through this strategy and could have an adverse effect on our business, financial condition, and results of operations. Our technology and development(“T&D”) may be adversely affected by ongoing developments in Belarus and Ukraine.
This may increase pricing, slow delivery times or may force net2phone to find another third-party manufacturer of its branded desktop devices. net2phone targets sales to small, mid-market and enterprise customers. Not properly managing these customers could negatively affect our business, cash flow and operations. A substantial percentage of net2phone’s revenues comes from small and medium-sized businesses.
This may increase pricing, slow delivery times or may force net2phone to find other third-party manufacturers for its branded desktop devices. 28 net2phone targets sales to small, mid-market and enterprise customers. Not properly managing these customers could negatively affect our business, cash flow and operations. A substantial percentage of net2phone’s revenues comes from small and medium-sized businesses.
While our most significant customers, from a revenue perspective, vary from quarter to quarter, our five largest IDT Global customers collectively accounted for 4.0% and 4.7% of our total revenues in fiscal 2024 and fiscal 2023, respectively.
While our most significant customers, from a revenue perspective, vary from quarter to quarter, our five largest IDT Global customers collectively accounted for 4.2% and 4.7% of our total revenues in fiscal 2025 and fiscal 2024, respectively.
As of July 31, 2024, our accrued expenses included $25.9 million for FCC-related regulatory fees for the year covered by the audit, as well as prior and subsequent years. If we do not properly calculate, or have not properly calculated, the amount payable by us to the FCC, we may be subject to interest and penalties.
As of July 31, 2025, our accrued expenses included $21.1 million for FCC-related regulatory fees for the year covered by the audit, as well as prior and subsequent years. If we do not properly calculate, or have not properly calculated, the amount payable by us to the FCC, we may be subject to interest and penalties.
Our customers and potential customers subscribing to our services have experienced such interruptions in the past and may experience such interruptions in the future as a result of these types of problems or others which may or may not be in our control.
Our customers and potential customers subscribing to our services have experienced such interruptions in the past and may experience such interruptions in the future because of these types of problems or others which may or may not be in our control.
Our labor source in Guatemala and the Dominican Republic primarily performs certain call center, administrative, and customer acquisition functions. We also have significant operations in Brazil, Uruguay, and Argentina as a result of net2phone’s growth.
Our labor source in Guatemala, Costa Rica and the Dominican Republic primarily perform certain call center, administrative, operational and customer acquisition functions. We also have significant operations in Brazil, Uruguay, and Argentina as a result of net2phone’s growth.
STIR/SHAKEN enables phone companies to verify that the caller ID information transmitted with a call matches the caller’s real phone number. The FCC has issued a series of Orders and adopted several rules to implement the TRACED Act.
STIR/SHAKEN enables phone companies to verify that the caller ID information transmitted with a call matches the caller’s real phone number. The FCC has issued a series of Orders and adopted several rules to implement the TRACED Act. 35 The FCC’s rules present several concerns to all carriers.
Jonas has voting power over 1,574,326 shares of our Class A common stock (which are convertible into shares of our Class B common stock on a 1-for-1 basis) and 2,645,360 shares of our Class B common stock, representing approximately 70.4% of the combined voting power of our outstanding capital stock. Mr.
Jonas has voting power over 1,574,326 shares of our Class A common stock (which are convertible into shares of our Class B common stock on a 1-for-1 basis) and 2,630,045 shares of our Class B common stock, representing approximately 70.3% of the combined voting power of our outstanding capital stock. Mr.
We have attempted to control our operating expenses by utilizing lower-cost labor in foreign countries such as Belarus, Guatemala, Dominican Republic and Israel and we may in the future expand our reliance on offshore labor to other countries. Our employees in Belarus and Israel primarily help develop, test, and maintain certain of our technology.
We have attempted to control our operating expenses by operating in foreign countries such as Poland, Belarus, Guatemala, Costa Rica, Georgia, Dominican Republic and Israel and we may in the future expand our reliance on offshore labor to other countries. Our employees in Poland, Belarus, Georgia and Israel primarily help develop, test, and maintain certain of our technology.
We have a significant number of R&D personnel in Belarus. Belarus shares borders with both Russia and Ukraine. In February 2022, in connection with escalating tensions involving Russia and Ukraine, Russian military personnel stationed in Belarus were part of an invasion force by Russian forces into Ukraine.
We have a significant number of T&D personnel in Belarus. Belarus shares borders with both Russia and Ukraine. In February 2022, Russian military personnel stationed in Belarus were part of an invasion force by Russian forces into Ukraine.
Our IDT Global customers with the five largest receivables balances collectively accounted for 9.4% and 1.6% of our total gross trade accounts receivable on July 31, 2024 and 2023, respectively.
Our IDT Global customers with the five largest receivables balances collectively accounted for 8.0% and 1.6% of our total gross trade accounts receivable on July 31, 2025, and 2024, respectively.
Technologies have been developed to make tracking the results of our online advertisements more difficult or to block the display of advertisements altogether and some providers of online services have integrated technologies that could potentially impair the core functionality of third-party digital advertising.
Technologies have been developed to make tracking the results of our online advertisements more difficult or to block the display of advertisements altogether and some providers of online services have integrated technologies that could potentially impair the core functionality of third-party digital advertising. As a result, such technologies and tools could adversely affect our operating results.
The long-term success of NRS depends on its ability to develop products and services to address the rapidly evolving market for POS products and services, and, if it is not able to implement successful enhancements and new features for its products and services, our business could be materially and adversely affected.
If NRS fails to increase advertising on its platform, our business could be adversely affected. 25 The long-term success of NRS depends on its ability to develop products and services to address the rapidly evolving market for POS products and services, and, if it cannot implement successful enhancements and new features for its products and services, our business could be materially and adversely affected.
Any of these occurrences could damage our reputation, adversely impact customer and investor confidence and result in a material adverse effect on our results of operation or financial condition.
Any of these occurrences could damage our reputation, adversely impact customer and investor confidence and result in a material adverse effect on our results of operation or financial condition. Changes to immigrant populations could negatively impact certain of our businesses.
BOSS Money’s international remittance business is subject to adverse fluctuations in U.S. dollar exchange rates, resulting from devaluation or appreciation of currencies, exchange rate volatility, or currency restrictions, which can materially impact revenue and profitability.
BOSS Money’s international remittance business is subject to daily fluctuations in U.S. dollar exchange rates, resulting from devaluation or appreciation of currencies, exchange rate volatility, or currency restrictions, which can materially impact revenue and profitability. BOSS Money can be vulnerable to illegal activities and fraud schemes.
We cannot guarantee that the expansion and improvements to our infrastructure and systems will be fully or effectively implemented on a timely basis, if at all, which failure may reduce our revenue and earnings and adversely impact our financial results. net2phone may not realize the anticipated benefits of its acquisition of Integra’s CCaaS business.
We cannot guarantee that the expansion and improvements to our infrastructure and systems will be fully or effectively implemented on a timely basis, if at all, which failure may reduce our revenue and earnings and adversely impact our financial results.
Although we make significant efforts to maintain the security and integrity of these types of information and systems, there can be no assurance that our respective security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging, especially in light of the growing sophistication of cyberattacks and intrusions sponsored by state or other interests.
As a result, our or our customers’ information may be lost, disclosed, accessed, or taken without our or our customers’ consent, or our product and service may be used without payment. 20 Although we make significant efforts to maintain the security and integrity of these types of information and systems, there can be no assurance that our respective security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging, especially in light of the growing sophistication of cyberattacks and intrusions sponsored by state or other interests.
On January 4, 2018, the FCC released an order that largely repealed prior FCC rules that prevented broadband internet access providers from degrading or otherwise disrupting a broad range of services provisioned over consumers’ and enterprises’ broadband internet access lines.
On January 4, 2018, the FCC released an order that largely repealed prior FCC rules that prevented broadband internet access providers from degrading or otherwise disrupting a broad range of services provisioned over consumers’ and enterprises’ broadband internet access lines. In January 2025, the U.S. Court of Appeals for the Sixth Circuit struck down the FCC’s January 2018 order.
We are also registered as money services businesses with the Financial Crimes Enforcement Network of the U.S. Department of the Treasury, or FinCEN. As a licensed money transmitter, we are subject to bonding requirements, liquidity requirements, restrictions on our investment of customer funds, reporting requirements, and inspection by state and foreign regulatory agencies.
Department of the Treasury, or FinCEN. As a licensed money transmitter, we are subject to bonding requirements, liquidity requirements, restrictions on our investment of customer funds, reporting requirements, and inspection by state and foreign regulatory agencies.
The wholesale telecommunications market continues to feature many smaller, less financially stable companies. If weakness in the telecommunications industry or the global economy reduces our ability to collect our accounts receivable from our major customers, particularly our wholesale customers, our profitability may be substantially reduced.
If weakness in the telecommunications industry or the global economy reduces our ability to collect our accounts receivable from our major customers, particularly our wholesale customers, our profitability may be substantially reduced.
Jonas, our Chairman and Chairman of the Board of Directors, controls a majority of the voting power of our capital stock. As of October 7, 2024, Mr.
Jonas, our Chairman and Chairman of the Board of Directors, controls a majority of the voting power of our capital stock. As of September 24, 2025, Mr.
Product performance problems could result in loss of market share, reputational harm, failure to achieve market acceptance and the diversion of development resources. 21 In addition, since telecommunications billing and associated telecom taxes, and the related calculations and billing of telecom taxes, are inherently complex and require highly sophisticated information systems to administer, our billing system may experience errors or we may improperly operate the system, which could result in the system incorrectly calculating the fees owed by our customers or related taxes and administrative fees.
In addition, since telecommunications billing and associated telecom taxes, and the related calculations and billing of telecom taxes, are inherently complex and require highly sophisticated information systems to administer, our billing system may experience errors or we may improperly operate the system, which could result in the system incorrectly calculating the fees owed by our customers or related taxes and administrative fees.
We cannot predict how this issue will be resolved or its impact on our business at this time. Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value added, or similar taxes, and any such assessments could adversely affect our business, financial condition, and results of operations.
Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value added, or similar taxes, and any such assessments could adversely affect our business, financial condition, and results of operations.
Any such litigation could result in substantial costs and diversion of resources and could have a material adverse effect on our business, financial condition, or results of operations, and there can be no assurances that we will be successful in any such litigation. 32 We may be subject to claims of infringement of intellectual property rights of others, which could have a material adverse effect on our results of operations, financial condition, revenues, and profits.
Any such litigation could result in substantial costs and diversion of resources and could have a material adverse effect on our business, financial condition, or results of operations, and there can be no assurances that we will be successful in any such litigation.
NRS’ ability to increase the number of brands that use its brand advertising, and ultimately to generate advertising and marketing services revenues, depends on a number of factors, many of which are outside of our control. If NRS fails to increase advertising on its platform, our business could be adversely affected.
NRS’ ability to increase the number of brands that use its brand advertising, and ultimately to generate advertising and marketing services revenues, depends on several factors, many of which are outside of our control.
There may also be changes in the marketplace as foreign carriers may look to limit U.S. carrier partners to whom they transmit calls for termination in the U.S. that are subject to the STIR/SHAKEN rules.
Foreign carrier compliance, or the lack thereof, could impact U.S. carriers as they seek to meet their own regulatory obligations. There may also be changes in the marketplace as foreign carriers may look to limit U.S. carrier partners to whom they transmit calls for termination in the U.S. that are subject to the STIR/SHAKEN rules.
A number of states and territories have enacted legislation regulating money transmitters, with 49 states requiring a license as of July 31, 2024. At July 31, 2024, we had obtained licenses to operate as a money transmitter in 48 U.S. states and Washington, D.C.
Several states and territories have enacted legislation regulating money transmitters, with 49 states requiring a license as of July 31, 2025. At July 31, 2025, we had obtained licenses to operate as a money transmitter in 48 U.S. states and Washington, D.C. We are also registered as money services businesses with the Financial Crimes Enforcement Network of the U.S.
As a result of these different market risks, our holdings of cash, cash equivalents, debt securities, and equity investments could be materially and adversely affected. 31 If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results, and current and potential stockholders may lose confidence in our financial reporting which could have a negative effect on the trading price of our stock.
If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results, and current and potential stockholders may lose confidence in our financial reporting which could have a negative effect on the trading price of our stock.
The BOSS Money and BOSS Revolution mobile apps are distributed through Apple’s App Store and Google Play app store. Changes in app store policies or restrictions could negatively impact our ability to reach customers.
BOSS Money relies heavily on mobile technology. Any disruptions in mobile networks or changes in consumer preferences for mobile devices could adversely impact our business. The BOSS Money and BOSS Revolution mobile apps are distributed through Apple’s App Store and Google Play app store. Changes in app store policies or restrictions could negatively impact our ability to reach customers.
The rapid evolution of payment technologies and shifts in consumer preferences along with adoption of new technologies such as mobile wallets, real-time payment systems and blockchain could disrupt the money transfer industry and require significant investments to stay competitive. Failure to innovate, adopt new technologies, or keep pace with industry advancements can potentially lead to market share and revenue declines.
The rapid evolution of payment technologies and shifts in consumer preferences along with adoption of new technologies such as mobile wallets, real-time payment systems and blockchain-based cryptocurrencies could disrupt the money transfer industry and require significant investments to stay competitive.
Until that takes place, the customer will have to verbally advise the emergency dispatcher of his or her actual location at the time of an E-911 call. This can lead to delays in the delivery of emergency services.
Until that takes place, the customer will have to verbally advise the emergency dispatcher of his or her actual location at the time of an E-911 call. This can lead to delays in the delivery of emergency services. Interruptions in service from these vendors could also cause failures in net2phone’s customers’ access to E-911 services and expose it to liability.
If our disbursement partners fail to comply with applicable laws, it could harm our business, results of operations, and financial condition. Money transfers are regulated by state, federal and foreign governments. Many of our disbursement partners are banks that are heavily regulated by their home jurisdictions. Our non-bank disbursement partners are also subject to money transfer regulations.
Money transfers are regulated by state, federal and foreign governments. Many of our disbursement partners are banks that are heavily regulated by their home jurisdictions. Our non-bank disbursement partners are also subject to money transfer regulations.
NRS competes against many companies to attract customers, and some of these companies have greater financial resources and substantially larger bases of customers than NRS does, which may provide them with significant competitive advantages.
We expect competition to intensify in the future as existing and new competitors introduce new services or enhance existing services. NRS competes against many companies to attract customers, and some of these companies have greater financial resources and substantially larger bases of customers than NRS does, which may provide them with significant competitive advantages.
Our ability to compete would be adversely affected if our carrier agreements were terminated or we were unable to enter into carrier agreements in the future to provide our telecommunications services to our customers, which could result in a reduction of our revenues and profits.
Our ability to compete would be adversely affected if our carrier agreements were terminated or we were unable to enter into carrier agreements in the future to provide our telecommunications services to our customers, which could result in a reduction of our revenues and profits. 30 Risk Related to Our Financial Condition We hold cash, cash equivalents, debt securities and equity investments that are subject to various market risks.
Disruptions in these systems due to political or economic issues, or regulatory changes, could severely and negatively impact the company’s ability to provide services. 27 Risks Related to Our net2phone Business net2phone’s VoIP or cloud-based communications service competes against established well financed alternative voice communication providers who may provide comparable services at comparable or lower pricing or deploy new services that net2phone is unable to offer.
Risks Related to Our net2phone Business net2phone’s VoIP or cloud-based communications service competes against established well financed alternative voice communication providers who may provide comparable services at comparable or lower pricing or deploy new services that net2phone is unable to offer. Pricing in the telecommunications industry is very fluid and competitive.
We have developers, product development personnel, other employees and senior management in different countries, and some business activities may be concentrated in one or more geographic areas.
Our global operations subjects us to geopolitical and other risks that may harm our results of operations and financial condition. We have developers, product development personnel, other employees and senior management in different countries, and some business activities may be concentrated in one or more geographic areas.
Any change to our business practices that makes our service less attractive to customers or prohibits use of our services by residents of a particular jurisdiction could decrease our transaction volume and harm our business, financial condition, and operating results. 34 Our disbursement partners generally are regulated institutions in their home jurisdiction, and money transfers are regulated by governments in both the United States and in the jurisdiction of the recipient.
Any change to our business practices that makes our service less attractive to customers or prohibits use of our services by residents of a particular jurisdiction could decrease our transaction volume and harm our business, financial condition, and operating results.
If we do not help our customers quickly resolve post-implementation issues and provide effective ongoing support, our ability to sell additional features and services to existing customers will suffer and our reputation may be harmed. Changes to rates by our suppliers and increasing regulatory charges or tariffs may require us to raise prices, which could impact results.
If we do not help our customers quickly resolve post-implementation issues and provide effective ongoing support, our ability to sell additional features and services to existing customers will suffer and our reputation may be harmed.
Our upstream carriers, suppliers and vendors may increase their prices thus directly impacting our direct cost of revenues, which would affect our earnings. Future changes in tariffs by regulatory agencies or application of tariff requirements to currently un-tariffed products or services could affect the price and sales of our products for a certain set of customers.
Future changes in tariffs by regulatory agencies or application of tariff requirements to currently un-tariffed products or services could affect the price and sales of our products for a certain set of customers.
While, to date, we have not been subject to cyberattacks that, individually or in the aggregate, have been material to our operations or financial condition, the preventive actions we take to reduce the risks associated with cyberattacks, including protection of our systems and networks, may be insufficient to repel or mitigate the effects of a cyberattack in the future. 20 The inability to operate or use our networks and systems or those of our suppliers, vendors, and other service providers as a result of cyberattacks, even for a limited period of time, may result in significant expenses to us and/or a loss of revenue and market share.
While, to date, we have not been subject to cyberattacks that, individually or in the aggregate, have been material to our operations or financial condition, the preventive actions we take to reduce the risks associated with cyberattacks, including protection of our systems and networks, may be insufficient to repel or mitigate the effects of a cyberattack in the future.
We face the risk, as does any company, of a security breach, whether through cyberattack, malware, computer viruses, sabotage, or other significant disruption of our IT infrastructure. As such, there is a risk of a security breach or disruption of the systems we operate, including possible unauthorized access to our and our customers’ proprietary or classified information.
As such, there is a risk of a security breach or disruption of the systems we operate, including possible unauthorized access to our and our customers’ proprietary or classified information.
BOSS Money’s growth depends on acquiring and retaining customers in a competitive market. BOSS Money invests significantly in marketing to grow its customer base. Rising costs of customer acquisition, especially in competitive markets, could adversely affect profitability. The rapid evolution of payment technologies and shifts in consumer preferences along with adoption of new technologies could disrupt the money transfer industry.
Rising costs of customer acquisition, especially in competitive markets, could adversely affect profitability. 26 The rapid evolution of payment technologies and shifts in consumer preferences along with adoption of new technologies could disrupt the money transfer industry.
Interruptions in service from these vendors could also cause failures in net2phone’s customers’ access to E-911 services and expose it to liability. 28 Local number portability providers. net2phone has agreements with companies that initiate its local number portability, which allows new customers to retain their existing telephone numbers when subscribing to its services. net2phone needs to work with these companies to properly port numbers.
Local number portability providers. net2phone has agreements with companies that initiate its local number portability, which allows new customers to retain their existing telephone numbers when subscribing to its services. net2phone needs to work with these companies to properly port numbers.
NRS competes in the POS market that is characterized by vigorous competition, changing technology, evolving industry standards, changing customer needs, and frequent introductions of new products and services. We expect competition to intensify in the future as existing and new competitors introduce new services or enhance existing services.
Risks Related to Our NRS Business Substantial and increasingly intense competition in the POS industry may harm NRS’ business. NRS competes in the POS market that is characterized by vigorous competition, changing technology, evolving industry standards, changing customer needs, and frequent introductions of new products and services.
We receive, store, and process personal information and other customer data, including bank account numbers, credit and debit card information, identification numbers, and images of government identification cards.
Our actual or perceived failure to comply with such obligations could harm our business, financial condition, and results of operations. We receive, store, and process personal information and other customer data, including bank account numbers, credit and debit card information, identification numbers, and images of government identification cards.
We could be harmed by network disruptions, security breaches, or other significant disruptions or failures of our IT infrastructure and related systems or of those we operate for certain of our customers. To be successful, we need to continue to have available, for our and our customers’ use, a high capacity, reliable and secure network.
Changes to these factors could materially and adversely affect our business, financial condition, results of operations, and cash flows. We could be harmed by network disruptions, security breaches, or other significant disruptions or failures of our IT infrastructure and related systems or of those we operate for certain of our customers.
In addition, the inability to adapt to changing customer needs could significantly and negatively impact business growth. Disruptions in mobile networks or changes in consumer preferences for mobile devices could impact our business. BOSS Money relies heavily on mobile technology. Any disruptions in mobile networks or changes in consumer preferences for mobile devices could adversely impact our business.
Failure to innovate, adopt new technologies, or keep pace with industry advancements can potentially lead to market share and revenue declines. In addition, the inability to adapt to changing customer needs could significantly and negatively impact business growth. Disruptions in mobile networks or changes in consumer preferences for mobile devices could impact our business.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeGovernance of cybersecurity risk management Our Board of Directors, as a whole, has oversight responsibility for our strategic and operational risks. Our Audit Committee of our Board of Directors assists the Board of Directors with this responsibility by reviewing and discussing our risk assessment and risk management practices, including cybersecurity risks, with members of management.
Biggest changeOur Audit Committee of our Board of Directors assists the Board of Directors with this responsibility by reviewing and discussing our risk assessment and risk management practices, including cybersecurity risks, with members of management. The Audit Committee, in turn, periodically reports on its review with the Board of Directors.
For example, we regularly evaluate and update contingency strategies for our business in the event that a portion of our information resources were to be unavailable due to a cybersecurity incident. We practice our response to potential cybersecurity incidents through regular tabletop exercises, threat hunting and red team exercises.
For example, we regularly evaluate and update contingency strategies for our business in the event that a portion of our information resources were to be unavailable due to a cybersecurity incident.
The Audit Committee, in turn, periodically reports on its review with the Board of Directors. Management is responsible for day-to-day assessment and management of cybersecurity risks and reports regularly to our Audit Committee.
Management is responsible for day-to-day assessment and management of cybersecurity risks and reports regularly to our Audit Committee.
Added
We practice our response to potential cybersecurity incidents through regular tabletop exercises, threat hunting and red team exercises. 41 Governance of cybersecurity risk management Our Board of Directors, as a whole, has oversight responsibility for our strategic and operational risks.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe also lease approximately 3,600 square feet of office space in Jerusalem, Israel that is owned by Rafael Holdings. The Newark lease expires in April 2025 and the Israel lease expires in July 2025. 41 We lease space in New York, New York for corporate purposes as well as a number of other locations in metropolitan areas.
Biggest changeWe also occupy approximately 3,600 square feet of office space in Jerusalem, Israel that is owned by Rafael Holdings. We lease space in New York, New York for corporate purposes as well as a number of other locations in metropolitan areas. These leased spaces are utilized primarily to house telecommunications equipment and retail operations.
These leased spaces are utilized primarily to house telecommunications equipment and retail operations. We maintain our European headquarters in London, England. We also maintain other international office locations and telecommunications facilities in regions of Europe, Latin America, the Middle East, Asia, and Africa where we conduct operations.
We maintain our European headquarters in London, England. We also maintain other international office locations and telecommunications facilities in regions of Europe, Latin America, the Middle East, Asia, and Africa where we conduct operations.
Item 2. Properties. Our headquarters is in a building located at 520 Broad Street, Newark, New Jersey. We occupy approximately 57,000 square feet of office space in this building and have parking rights in a parking garage located across the street at 36 Atlantic Street, Newark, New Jersey, both of which were previously owned by Rafael Holdings.
Item 2. Properties. Our headquarters is located at 520 Broad Street, Newark, New Jersey. We occupy approximately 42,300 square feet of space in this building and have parking rights in a parking garage located across the street at 36 Atlantic Street, Newark, New Jersey.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeWe paid a dividend of $0.05 per share on our Class A and Class B common stock on October 7, 2024 to stockholders of record as of the close of business on September 30, 2024.
Biggest changeIn fiscal 2025, we paid a dividend of $0.05 per share on our Class A and Class B common stock on each of October 7, 2024 and December 31, 2024 and a dividend of $0.06 per share on our Class A and Class B common stock on each of March 25, 2025 and June 18, 2025.
The information required by Item 201(d) of Regulation S-K will be contained in our Proxy Statement for our Annual Stockholders Meeting, which we will file with the Securities and Exchange Commission within 120 days after July 31, 2024, and which is incorporated by reference herein. 42 Performance Graph of Stock Issuer Purchases of Equity Securities The following table provides information with respect to purchases by us of our shares during the fourth quarter of fiscal 2024.
The information required by Item 201(d) of Regulation S-K will be contained in our Proxy Statement for our Annual Stockholders Meeting, which we will file with the Securities and Exchange Commission within 120 days after July 31, 2025, and which is incorporated by reference herein. 43 Performance Graph of Stock Issuer Purchases of Equity Securities The following table provides information with respect to purchases by us of our shares during the fourth quarter of fiscal 2025.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our Class B common stock trades on the New York Stock Exchange under the symbol “IDT.” On October 7, 2024, there were 268 holders of record of our Class B common stock and one holder of record of our Class A common stock.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our Class B common stock trades on the New York Stock Exchange under the symbol “IDT.” On September 22, 2025, there were 254 holders of record of our Class B common stock and one holder of record of our Class A common stock.
Total Number of Shares Purchased Average Price per Share Total Number of Shares Purchased as part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1) May 1 31, 2024 1,479 $ 36.09 1,479 4,496,621 June 1 30, 2024 80,507 $ 36.13 80,507 4,416,114 July 1 31, 2024 12,328 $ 36.22 12,328 4,403,786 Total 94,314 $ 36.15 94,314 (1) On January 22, 2016, our Board of Directors approved a stock repurchase program to purchase up to 8.0 million shares of our Class B common stock. 43 Item 6. [Reserved]
Total Number of Shares Purchased Average Price per Share Total Number of Shares Purchased as part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1) May 1 31, 2025 4,496,621 June 1 30, 2025 4,416,114 July 1 31, 2025 4,403,786 Total (1) On January 22, 2016, our Board of Directors approved a stock repurchase program to purchase up to 8.0 million shares of our Class B common stock. 44 Item 6. [Reserved]
On October 7, 2024, the last sales price reported on the New York Stock Exchange for our Class B common stock was $38.10 per share.
On September 22, 2025, the last sales price reported on the New York Stock Exchange for our Class B common stock was $68.30 per share.
Added
In fiscal 2025, we paid aggregate cash dividends of $5.6 million on our Class A and Class B common stock. In September 2025, we declared a dividend of $0.06 per share on our Class A and Class B common stock that is payable on October 10, 2025.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest change(in millions) 2024 change from 2023 2023 change from 2022 Year ended July 31 2024 2023 2022 $/# % $/# % Revenues: IDT Digital Payments $ 407.4 $ 417.1 $ 473.2 $ (9.7 ) (2.3 )% $ (56.1 ) (11.9 )% BOSS Revolution 263.2 322.1 387.9 (58.9 ) (18.3 ) (65.8 ) (17.0 ) IDT Global 201.1 230.3 292.4 (29.2 ) (12.7 ) (62.1 ) (21.2 ) Other 27.9 33.2 36.5 (5.3 ) (16.4 ) (3.3 ) (8.8 ) Total revenues 899.6 1,002.7 1,190.0 (103.1 ) (10.3 ) (187.3 ) (15.7 ) Direct cost of revenues (733.4 ) (819.0 ) (992.2 ) (85.6 ) (10.5 ) (173.2 ) (17.5 ) Gross profit 166.2 183.7 197.8 (17.5 ) (9.5 ) (14.1 ) (7.1 ) Selling, general and administrative (84.9 ) (89.9 ) (93.6 ) (5.0 ) (5.6 ) (3.7 ) (3.9 ) Technology and development (23.1 ) (25.7 ) (28.2 ) (2.6 ) (10.2 ) (2.5 ) (8.7 ) Severance (1.6 ) (0.9 ) (0.1 ) 0.7 78.6 0.8 nm Other operating expense, net (0.2 ) (5.9 ) (0.1 ) (5.7 ) (96.9 ) 5.8 nm Income from operations $ 56.4 $ 61.3 $ 75.8 $ (4.9 ) (7.9 )% $ (14.5 ) (19.2 )% Gross margin percentage 18.5 % 18.3 % 16.6 % 0.2 % 1.7 % Minutes of use: BOSS Revolution 1,772 2,299 2,926 (527 ) (22.9 )% (627 ) (21.4 )% IDT Global 5,702 6,328 7,720 (626 ) (9.9 ) (1,392 ) (18.0 ) nm—not meaningful Revenues.
Biggest changeTraditional Communications’ revenues tend to be somewhat seasonal, with the second fiscal quarter (which contains Christmas and New Year’s Day) and the fourth fiscal quarter (which contains Mother’s Day and Father’s Day) typically showing higher minute volumes. 51 (in millions) 2025 change from 2024 2024 change from 2023 Year ended July 31 2025 2024 2023 $/# % $/# % Revenues: IDT Digital Payments $ 416.3 $ 407.4 $ 417.1 $ 8.9 2.2 % $ (9.7 ) (2.3 )% BOSS Revolution 211.2 263.2 322.1 (52.0 ) (19.8 ) (58.9 ) (18.3 ) IDT Global 209.6 201.1 230.3 8.5 4.2 (29.2 ) (12.7 ) Other 23.1 27.9 33.2 (4.8 ) (16.9 ) (5.3 ) (16.4 ) Total revenues 860.2 899.6 1,002.7 (39.4 ) (4.4 ) (103.1 ) (10.3 ) Direct cost of revenues (691.3 ) (733.4 ) (819.0 ) (42.1 ) (5.7 ) (85.6 ) (10.5 ) Gross profit 168.9 166.2 183.7 2.7 1.6 (17.5 ) (9.5 ) Selling, general and administrative (79.9 ) (84.9 ) (89.9 ) (5.0 ) (5.9 ) (5.0 ) (5.6 ) Technology and development (21.5 ) (23.1 ) (25.7 ) (1.6 ) (7.0 ) (2.6 ) (10.2 ) Severance (0.8 ) (1.6 ) (0.9 ) (0.8 ) (53.0 ) 0.7 78.6 Other operating expense, net (0.2 ) (0.2 ) (5.9 ) (11.6 ) (5.7 ) (96.9 ) Income from operations $ 66.5 $ 56.4 $ 61.3 $ 10.1 17.9 % $ (4.9 ) (7.9 )% Gross margin percentage 19.6 % 18.5 % 18.3 % 1.1 % 0.2 % Minutes of use: BOSS Revolution 1,303 1,772 2,299 (469 ) (26.4 )% (527 ) (22.9 )% IDT Global 5,681 5,702 6,328 (21 ) (0.4 ) (626 ) (9.9 ) Revenues.
The program provides for credits against a corporation’s New Jersey corporate business tax liability for maintaining a minimum number of employees in New Jersey, and that tax credits may be sold subject to certain conditions. On June 5, 2023, we received a 2019 tax credit certificate for $1.8 million from the NJEDA.
The program provides for credits against a corporation’s New Jersey corporate business tax liability for maintaining a minimum number of employees in New Jersey, and that tax credits may be sold subject to certain conditions. On June 5, 2023, we received a 2019 tax credit certificate for $1.8 million from NJEDA.
These basis differences are being amortized over the 6-year estimated life of the customer list. “Equity in the net loss of investee” includes the amortization of equity method basis difference. Benefit from (Provision for) Income Taxes. With our reacquisition of net2phone in March 2006, its losses were limited under IRC Section 382 to approximately $7 million per year.
These basis differences are being amortized over the 6-year estimated life of the customer list. “Equity in the net loss of investee” includes the amortization of equity method basis difference. (Provision for) Benefit from Income Taxes. With our reacquisition of net2phone in March 2006, its losses were limited under IRC Section 382 to approximately $7 million per year.
It is possible that one or more jurisdictions may assert that we have liability for periods for which we have not collected sales, use or other similar taxes, and if such an assertion or assertions were successful it could materially and adversely affect our business, financial position, and operating results.
It is possible that one or more jurisdictions may assert that we have liability for periods for which we have not collected sales, use or other similar taxes, and if such an assertion or assertions were successful it could materially and adversely affect our business, financial position, and operating results.
Traditional Communications also includes other small businesses and offerings including early-stage business initiatives and mature businesses in harvest mode. 51 Traditional Communications’ most significant revenue streams are from IDT Digital Payments, BOSS Revolution, and IDT Global. IDT Digital Payments and BOSS Revolution are sold directly to consumers and through distributors and retailers.
Traditional Communications also includes other small businesses and offerings including early-stage business initiatives and mature businesses in harvest mode. Traditional Communications’ most significant revenue streams are from IDT Digital Payments, BOSS Revolution, and IDT Global. IDT Digital Payments and BOSS Revolution are sold directly to consumers and through distributors and retailers.
Discussions of fiscal 2022 items and year-to-year comparisons between fiscal 2023 and fiscal 2022 that are not included in this Annual Report can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended July 31, 2023.
Discussions of fiscal 2023 items and year-to-year comparisons between fiscal 2024 and fiscal 2023 that are not included in this Annual Report can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended July 31, 2024.
LIQUIDITY AND CAPITAL RESOURCES As of the date of this Annual Report, we expect our cash from operations and the balance of cash, cash equivalents, debt securities, and current equity investments that we held on July 31, 2024 will be sufficient to meet our currently anticipated working capital and capital expenditure requirements during fiscal 2025.
LIQUIDITY AND CAPITAL RESOURCES As of the date of this Annual Report, we expect our cash from operations and the balance of cash, cash equivalents, debt securities, and current equity investments that we held on July 31, 2025 will be sufficient to meet our currently anticipated working capital and capital expenditure requirements during fiscal 2026.
There were no such events or changes in circumstances in fiscal 2024 or fiscal 2023. If we determine that events or changes in circumstances indicate the carrying value of certain long-lived assets may not be recoverable, we test for impairment based on the projected undiscounted cash flows to be derived from such asset.
There were no such events or changes in circumstances in fiscal 2025 or fiscal 2024. If we determine that events or changes in circumstances indicate the carrying value of certain long-lived assets may not be recoverable, we test for impairment based on the projected undiscounted cash flows to be derived from such asset.
Selling, general and administrative expense increased in fiscal 2024 compared to fiscal 2023 primarily due to increases in debit and credit card processing charges, employee compensation, bank fees, and marketing expenses. The increase in card processing charges was the result of increased credit and debit card transactions through our BOSS Money app and other digital channels.
Selling, general and administrative expense increased in fiscal 2025 compared to fiscal 2024 primarily due to increases in debit and credit card processing charges, employee compensation, bank fees, and marketing expenses. The increase in card processing charges was the result of increased credit and debit card transactions through our BOSS Money app and other digital channels.
The following discussion should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in Item 8 of this Annual Report. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations included in this Annual Report generally discusses fiscal 2024 and fiscal 2023 items and year-to-year comparisons between fiscal 2024 and fiscal 2023.
The following discussion should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in Item 8 of this Annual Report. Our Management’s Discussion and Analysis of Financial Condition and Results of Operations included in this Annual Report generally discusses fiscal 2025 and fiscal 2024 items and year-to-year comparisons between fiscal 2025 and fiscal 2024.
Investors should consult all of the information set forth in this report and the other information set forth from time to time in our reports filed with the Securities and Exchange Commission pursuant to the Securities Act of 1933 and the Securities Exchange Act of 1934, including our reports on Forms 10-Q and 8-K.
Investors should consult all of the information set forth in this report and the other information set forth from time to time in our reports filed with the Securities and Exchange Commission pursuant to the Securities Act of 1933 and the Securities Exchange Act of 1934, including our periodic and current reports on Forms 10-Q and 8-K.
As discussed in Note 23 to the Consolidated Financial Statements included in Item 8 to Part II of this Annual Report, we (as well as other defendants) were named in a class action on behalf of the stockholders of our former subsidiary Straight Path.
As discussed in Note 22 to the Consolidated Financial Statements included in Item 8 to Part II of this Annual Report, we (as well as other defendants) were named in a class action on behalf of the stockholders of our former subsidiary Straight Path.
As discussed in Note 23 to the Consolidated Financial Statements included in Item 8 to Part II of this Annual Report, we (as well as other defendants) were named in a class action on behalf of the stockholders of our former subsidiary Straight Path.
As discussed in Note 22 to the Consolidated Financial Statements included in Item 8 to Part II of this Annual Report, we (as well as other defendants) were named in a class action on behalf of the stockholders of our former subsidiary Straight Path.
Account balances are written off against the allowance when it is determined that the receivable will not be recovered. 45 Our allowance for credit losses estimate is subject to change due to new developments, changes in assumptions or changes in our strategy.
Account balances are written off against the allowance when it is determined that the receivable will not be recovered. 46 Our allowance for credit losses estimate is subject to change due to new developments, changes in assumptions or changes in our strategy.
The terminal value represents the expected normalized future cash flows of the reporting unit beyond the projection period. We use a discount rate based on the weighted-average cost of capital of comparable companies by Global Industry Classification Standard code that represents our estimate of the expected return a marketplace participant would have required.
The terminal value represents the expected normalized future cash flows of the reporting unit beyond the projection period. We used a discount rate based on the weighted-average cost of capital of comparable companies by Global Industry Classification Standard code that represented our estimate of the expected return a marketplace participant would have required.
NRS’ POS platform provides marketers with digital out-of-home advertising and transaction data.
NRS’ POS platform also provides marketers with digital out-of-home advertising and transaction data.
The change in income tax expense in fiscal 2024 compared to fiscal 2023, excluding the income tax benefit in fiscal 2024, was primarily due to differences in the amount of taxable income earned in the various taxing jurisdictions. Net Income Attributable to Noncontrolling Interests.
The change in income tax expense in fiscal 2025 compared to fiscal 2024, excluding the income tax benefit in fiscal 2024, was primarily due to differences in the amount of taxable income earned in the various taxing jurisdictions. Net Income Attributable to Noncontrolling Interests.
We do not believe we are currently at risk of goodwill impairment based on qualitative assessments of our reporting units for the three months ended July 31, 2024.
We do not believe we are currently at risk of goodwill impairment based on qualitative assessments of our reporting units for the three months ended July 31, 2025.
Traditional Communications Segment The Traditional Communications segment, which represented 74.6%, 81.0%, and 87.2% of our total revenues in fiscal 2024, fiscal 2023, and fiscal 2022, respectively, includes: (i) IDT Digital Payments, which enables customers to transfer airtime and bundles of airtime, messaging, and data to international and domestic mobile accounts; (ii) BOSS Revolution, an international long-distance calling service marketed primarily to immigrant communities in the United States and Canada; and (iii) IDT Global, a wholesale provider of international voice and SMS termination and outsourced traffic management solutions to telecoms worldwide.
Traditional Communications Segment The Traditional Communications segment, which represented 69.8%, 74.6%, and 81.0% of our total revenues in fiscal 2025, fiscal 2024, and fiscal 2023, respectively, includes: (i) IDT Digital Payments, which enables customers to transfer airtime and bundles of airtime, messaging, and data to international and domestic mobile accounts; (ii) BOSS Revolution, an international long-distance calling service marketed primarily to immigrant communities in the United States and Canada; and (iii) IDT Global, a wholesale provider of international voice and SMS termination and outsourced traffic management solutions to telecoms worldwide.
Year Ended July 31, 2024 compared to Year Ended July 31, 2023 The following table sets forth certain items in our statements of income as a percentage of our total revenues: Year ended July 31 2024 2023 2022 REVENUES: National Retail Solutions 8.6 % 6.2 % 3.8 % Fintech 10.0 7.0 4.7 net2phone 6.8 5.8 4.3 Traditional Communications 74.6 81.0 87.2 TOTAL REVENUES 100.0 100.0 100.0 DIRECT COST OF REVENUES 67.6 71.2 76.2 GROSS PROFIT 32.4 28.8 23.8 OPERATING EXPENSES: Selling, general and administrative 22.4 19.6 15.9 Technology and development 4.2 3.9 3.4 Severance 0.1 Other operating expense, net 0.3 0.4 0.1 TOTAL OPERATING EXPENSES 27.0 23.9 19.4 INCOME FROM OPERATIONS 5.4 4.9 4.4 Interest income, net 0.4 0.3 Other expense, net (0.7 ) (0.3 ) (1.8 ) INCOME BEFORE INCOME TAXES 5.1 % 4.9 % 2.6 % 48 National Retail Solutions Segment NRS, which represented 8.6%, 6.2%, and 3.8% of our total revenues in fiscal 2024, fiscal 2023, and fiscal 2022, respectively, is an operator of a nationwide POS network providing independent retailers with store management software, electronic payment processing, and other ancillary merchant services.
Year Ended July 31, 2025 compared to Year Ended July 31, 2024 The following table sets forth certain items in our statements of income as a percentage of our total revenues: Year ended July 31 2025 2024 2023 REVENUES: National Retail Solutions 10.5 % 8.6 % 6.2 % Fintech 12.6 10.0 7.0 net2phone 7.1 6.8 5.8 Traditional Communications 69.8 74.6 81.0 TOTAL REVENUES 100.0 100.0 100.0 DIRECT COST OF REVENUES 63.8 67.6 71.2 GROSS PROFIT 36.2 32.4 28.8 OPERATING EXPENSES: Selling, general and administrative 23.4 22.4 19.6 Technology and development 4.1 4.2 3.9 Severance 0.1 Other operating expense, net 0.5 0.3 0.4 TOTAL OPERATING EXPENSES 28.0 27.0 23.9 INCOME FROM OPERATIONS 8.2 5.4 4.9 Interest income, net 0.5 0.4 0.3 Other expense, net (0.1 ) (0.7 ) (0.3 ) INCOME BEFORE INCOME TAXES 8.6 % 5.1 % 4.9 % 48 National Retail Solutions Segment NRS, which represented 10.5%, 8.6%, and 6.2% of our total revenues in fiscal 2025, fiscal 2024, and fiscal 2023, respectively, is an operator of a nationwide POS network providing independent retailers with POS equipment, store management software, electronic payment processing, and other ancillary merchant services.
Other expense, net consists of the following: (in millions) Year ended July 31 2024 2023 2022 Foreign currency transaction (losses) gains $ (3.8 ) $ 3.3 $ (1.7 ) Equity in net loss of investee (3.5 ) (3.1 ) (3.0 ) Gains (losses) on investments 0.2 (2.6 ) (19.3 ) Other (0.5 ) (0.7 ) (1.4 ) TOTAL $ (7.6 ) $ (3.1 ) $ (25.4 ) We have an investment in shares of convertible preferred stock of a communications company (the equity method investee, or EMI).
Other expense, net consists of the following: (in millions) Year ended July 31 2025 2024 2023 Foreign currency transaction gains (losses) $ 0.3 $ (3.8 ) $ 3.3 Equity in net loss of investee (2.7 ) (3.5 ) (3.1 ) Gains (losses) on investments 1.6 0.2 (2.6 ) Other 0.1 (0.5 ) (0.7 ) TOTAL $ (0.7 ) $ (7.6 ) $ (3.1 ) We have an investment in shares of convertible preferred stock of a communications company (the equity method investee, or EMI).
As of July 31, 2024 and 2023, our ownership was 33.4% and 33.3%, respectively, of the EMI’s outstanding shares on an as converted basis. We account for this investment using the equity method since we can exercise significant influence over the operating and financial policies of the EMI but do not have a controlling interest.
As of both July 31, 2025 and 2024, our ownership was 33.4% of the EMI’s outstanding shares on an as converted basis. We account for this investment using the equity method since we can exercise significant influence over the operating and financial policies of the EMI but do not have a controlling interest.
The trends and comparisons between periods for the number of active POS terminals, NRS PAY accounts, seats served, recurring revenue, and subscription revenue are used in the analysis of NRS’ or net2phone’s revenues and direct cost of revenues and are strong indications of the top-line growth and performance of the business.
The trends and comparisons between periods for the number of active POS terminals, payment processing accounts, seats served, recurring revenue, and subscription revenue are used in the analysis of NRS’ or net2phone’s revenues and direct cost of revenues and are strong indications of the top-line growth and performance of the business.
As a percentage of our consolidated revenues, Corporate general and administrative expense was 0.9%, 0.8%, and 0.6% in fiscal 2024, fiscal 2023, and fiscal 2022, respectively. Other Operating Expense, net.
As a percentage of our consolidated revenues, Corporate general and administrative expense was 0.9%, 0.9%, and 0.8% in fiscal 2025, fiscal 2024, and fiscal 2023, respectively. Other Operating Expense, net.
We have made certain changes to our filing policies and procedures for years that remain potentially under audit. At July 31, 2024 and 2023, our accrued expenses included $25.9 million and $26.8 million, respectively, for FCC-related regulatory fees for the year covered by the audit, as well as prior and subsequent years.
We have made certain changes to our filing policies and procedures for years that remain potentially under audit. At July 31, 2025 and 2024, our accrued expenses included $21.1 million and $25.9 million, respectively, for FCC-related regulatory fees for the year covered by the audit, as well as prior and subsequent years.
We receive payments for BOSS Revolution, traditional calling cards, and IDT Digital Payments prior to providing the services. We recognize the revenue when services are provided to the customer.
We receive payments for BOSS Revolution and IDT Digital Payments prior to providing the services. We recognize the revenue when services are provided to the customer.
In each of fiscal 2024 and fiscal 2023, we received cash from the exercise of stock options of $0.2 million for which we issued 12,500 shares of our Class B common stock in each of the periods.
In fiscal 2024, we received cash from the exercise of stock options of $0.2 million for which we issued 12,500 shares of our Class B common stock.
We incurred legal fees of $7.2 million and $5.8 million in fiscal 2024 and fiscal 2023, respectively, related to this action. Also, we recorded offsetting gains from insurance claims for this matter of $2.9 million and $3.8 million in fiscal 2024 and fiscal 2023, respectively. In fiscal 2024, we received the final payment from our insurance policy for these claims.
We incurred legal fees of $0.5 million and $7.2 million in fiscal 2025 and fiscal 2024, respectively, related to this action. Also, we recorded offsetting gains from insurance claims for this matter of nil and $2.9 million in fiscal 2025 and fiscal 2024, respectively. In fiscal 2024, we received the final payment from our insurance policy for these claims.
Selling, general and administrative expense decreased in fiscal 2024 compared to fiscal 2023 primarily due to decreases in sales commissions, employee compensation, and debit and credit card processing charges, partially offset by an increase in stock-based compensation.
Selling, general and administrative expense decreased in fiscal 2025 compared to fiscal 2024 primarily due to decreases in stock-based compensation, sales commissions, and debit and credit card processing charges, partially offset by an increase in bad debt expense.
The principal outstanding bears interest per annum at the secured overnight financing rate published by the Federal Reserve Bank of New York plus 10 basis points, plus depending upon IDT Telecom’s leverage ratio as computed for the most recent fiscal quarter, 125 to 175 basis points.
The revolving credit facility is secured by primarily all of IDT Telecom’s assets. The principal outstanding bears interest per annum at the secured overnight financing rate published by the Federal Reserve Bank of New York plus 10 basis points, plus, depending upon IDT Telecom’s leverage ratio as computed for the most recent fiscal quarter, 125 to 175 basis points.
Corporate does not generate any revenues, nor does it incur any direct cost of revenues. General and Administrative. Corporate general and administrative expense increased in fiscal 2024 compared to fiscal 2023 primarily because of increases in audit and accounting fees and employee compensation.
Corporate does not generate any revenues, nor does it incur any direct cost of revenues. General and Administrative. Corporate general and administrative expense increased in fiscal 2025 compared to fiscal 2024 primarily because of increases in employee compensation and legal fees.
In fiscal 2024 and fiscal 2023, we paid $1.5 million and $0.8 million, respectively, to repurchase 41,994 and 28,227 shares, respectively, of our Class B common stock that were tendered by employees of ours to satisfy the employees’ tax withholding obligations in connection with the vesting of DSUs, the lapsing of restrictions on restricted stock shares, and shares issued for bonus payments.
In fiscal 2025 and fiscal 2024, we paid $7.7 million and $1.5 million, respectively, to repurchase 157,180 and 41,994 shares, respectively, of our Class B common stock that were tendered by employees of ours to satisfy the employees’ tax withholding obligations in connection with the vesting of DSUs, the lapsing of restrictions on restricted stock, and shares issued for bonus payments.
In fiscal 2024 and fiscal 2023, we determined that the requirements for the contingent consideration payments related to the Leaf Global Fintech Corporation, or Leaf, acquisition would likely not be met. We recognized gains of $1.8 million and $1.6 million in fiscal 2024 and fiscal 2023, respectively, on the write-off of these contingent consideration payment obligations.
In fiscal 2024, we determined that the requirements for contingent consideration payments related to the Leaf Global Fintech Corporation, or Leaf, acquisition would not be met. We recognized a gain of $1.8 million on the write-off of these contingent consideration payment obligations.
IDT Telecom is required to comply with various affirmative and negative covenants as well as maintain certain targets based on financial ratios during the term of the revolving credit facility.
IDT Telecom is required to comply with various affirmative and negative covenants as well as maintain certain targets based on financial ratios during the term of the revolving credit facility. As of July 31, 2025, IDT Telecom was in compliance with all the covenants.
(in millions) 2024 change from 2023 2023 change from 2022 Year ended July 31 2024 2023 2022 $/# % $/# % Revenues: BOSS Money $ 108.3 $ 76.9 $ 55.6 $ 31.4 40.8 % $ 21.3 38.5 % Other 12.4 9.7 9.0 2.7 28.0 0.7 7.2 Total revenues 120.7 86.6 64.6 34.1 39.4 22.0 34.1 Direct cost of revenues (53.4 ) (36.6 ) (26.2 ) 16.8 45.9 10.4 39.8 Gross profit 67.3 50.0 38.4 17.3 34.6 11.6 30.2 Selling, general and administrative (59.6 ) (47.2 ) (39.5 ) 12.4 26.3 7.7 19.4 Technology and development (9.5 ) (7.2 ) (5.7 ) 2.3 30.6 1.5 27.5 Severance (0.1 ) (0.1 ) (100.0 ) Other operating gain, net 1.7 1.9 (0.2 ) (13.2 ) (1.9 ) nm Loss from operations $ (0.1 ) $ (2.5 ) $ (6.9 ) $ 2.4 94.9 % $ 4.4 63.2 % Gross margin percentage 55.8 % 57.7 % 59.5 % (1.9 )% (1.8 )% nm—not meaningful Revenues.
(in millions) 2025 change from 2024 2024 change from 2023 Year ended July 31 2025 2024 2023 $/# % $/# % Revenues: BOSS Money $ 139.8 $ 108.3 $ 76.9 $ 31.5 29.1 % $ 31.4 40.8 % Other 14.8 12.4 9.7 2.4 19.3 2.7 28.0 Total revenues 154.6 120.7 86.6 33.9 28.1 34.1 39.4 Direct cost of revenues (63.9 ) (53.4 ) (36.6 ) 10.5 19.6 16.8 45.9 Gross profit 90.7 67.3 50.0 23.4 34.8 17.3 34.6 Selling, general and administrative (66.2 ) (59.6 ) (47.2 ) 6.6 11.0 12.4 26.3 Technology and development (9.1 ) (9.5 ) (7.2 ) (0.4 ) (4.6 ) 2.3 30.6 Other operating gain, net 1.7 1.9 (1.7 ) (100.0 ) (0.2 ) (13.2 ) Income (loss) from operations $ 15.4 $ (0.1 ) $ (2.5 ) $ 15.5 nm $ 2.4 94.9 % Gross margin percentage 58.7 % 55.8 % 57.7 % 2.9 % (1.9 )% nm—not meaningful Revenues.
We expect that IDT Global will continue to be adversely impacted by these trends, and minutes of use and revenues will likely continue to decline from quarter-to-quarter, as we seek to maximize economics rather than necessarily sustain minutes of use or revenues. Direct Cost of Revenues.
However, we expect IDT Global to continue to be adversely impacted by this industry-wide trend, and minutes of use and revenues will likely continue to decline from quarter-to-quarter, as we seek to maximize economics rather than necessarily sustain minutes of use or revenues. Direct Cost of Revenues.
Direct cost of revenues decreased in fiscal 2024 compared to fiscal 2023 primarily due to decreases in minutes of use and revenues. Selling, General and Administrative.
Direct cost of revenues decreased in fiscal 2025 compared to fiscal 2024 primarily due to the decreases in BOSS Revolution’s minutes of use and direct cost of revenues. Selling, General and Administrative.
Proceeds from maturities and sales of debt securities and redemptions of equity investments were $50.1 million and $49.2 million in fiscal 2024 and fiscal 2023, respectively. Financing Activities In March 2024, our Board of Directors initiated a quarterly cash dividend of $0.05 per share on our Class A and Class B common stock.
Proceeds from maturities and sales of debt securities and redemptions of equity investments were $36.3 million and $50.1 million in fiscal 2025 and fiscal 2024, respectively. Financing Activities In March 2025, our Board of Directors increased our quarterly cash dividend on our Class A and Class B common stock to $0.06 per share from $0.05 per share.
Revenues and minutes of use from BOSS Revolution decreased in fiscal 2024 compared to fiscal 2023. BOSS Revolution continues to be impacted by persistent, market-wide trends, including the proliferation of unlimited calling plans offered by wireless carriers and mobile virtual network operators, and the increasing penetration of free and paid over-the-top voice, video conferencing, and messaging services.
BOSS Revolution continues to be impacted by persistent, market-wide trends, including the proliferation of unlimited calling plans offered by wireless carriers and mobile virtual network operators, and the increasing penetration of free and paid over-the-top voice, video conferencing, and messaging services.
(in millions) 2024 change from 2023 2023 change from 2022 Year ended July 31 2024 2023 2022 $/# % $/# % Revenues: Recurring $ 96.9 $ 71.4 $ 45.3 $ 25.5 35.6 % $ 26.1 57.8 % Other 6.2 5.7 6.0 0.5 10.5 (0.3 ) (6.0 ) Total revenues 103.1 77.1 51.3 26.0 33.7 25.8 50.3 Direct cost of revenues (11.6 ) (10.7 ) (7.9 ) 0.9 8.3 2.8 36.0 Gross profit 91.5 66.4 43.4 25.1 37.9 23.0 52.9 Selling, general and administrative (62.6 ) (47.0 ) (28.3 ) 15.6 33.3 18.7 65.8 Technology and development (7.1 ) (5.0 ) (3.9 ) 2.1 42.5 1.1 28.8 Other operating expense (0.2 ) 0.2 nm Income from operations $ 21.6 $ 14.4 $ 11.2 $ 7.2 50.2 % $ 3.2 28.5 % Gross margin percentage 88.7 % 86.1 % 84.6 % 2.6 % 1.5 % nm—not meaningful (in thousands) 2024 change from 2023 2023 change from 2022 July 31 2024 2023 2022 # % # % Active POS terminals 32.1 25.7 19.4 6.4 25.1 % 6.3 32.6 % Payment processing accounts 21.3 15.8 10.3 5.5 35.3 % 5.5 52.9 % Revenues.
(in millions) 2025 change from 2024 2024 change from 2023 Year ended July 31 2025 2024 2023 $/# % $/# % Revenues: Recurring $ 122.6 $ 96.9 $ 71.4 $ 25.7 26.6 % $ 25.5 35.6 % Other 6.2 6.2 5.7 (1.5 ) 0.5 10.5 Total revenues 128.8 103.1 77.1 25.7 24.9 26.0 33.7 Direct cost of revenues (11.9 ) (11.6 ) (10.7 ) 0.3 2.6 0.9 8.3 Gross profit 116.9 91.5 66.4 25.4 27.7 25.1 37.9 Selling, general and administrative (78.0 ) (62.6 ) (47.0 ) 15.4 24.5 15.6 33.3 Technology and development (8.7 ) (7.1 ) (5.0 ) 1.6 22.8 2.1 42.5 Other operating expense (2.4 ) (0.2 ) 2.2 nm 0.2 nm Income from operations $ 27.8 $ 21.6 $ 14.4 $ 6.2 28.3 % $ 7.2 50.2 % Gross margin percentage 90.7 % 88.7 % 86.1 % 2.0 % 2.6 % nm—not meaningful (in thousands) 2025 change from 2024 2024 change from 2023 July 31 2025 2024 2023 # % # % Active POS terminals 37.2 32.1 25.7 5.1 15.8 % 6.4 25.1 % Payment processing accounts 26.5 21.3 15.8 5.2 24.1 % 5.5 35.3 % Revenues.
Revenues increased in fiscal 2024 compared to fiscal 2023 driven primarily by revenue growth from NRS’ merchant services, as well as the expansion of NRS’ POS network. Direct Cost of Revenues. Direct cost of revenues increased in fiscal 2024 compared to fiscal 2023 primarily due to the increase in the direct costs of NRS’ POS terminal sales.
Revenues increased in fiscal 2025 compared to fiscal 2024 driven primarily by revenue growth from NRS’ merchant services, as well as the expansion of NRS’ POS network. Direct Cost of Revenues.
The change in the net income attributable to noncontrolling interests in fiscal 2024 compared to fiscal 2023 was primarily due to changes in amounts attributable to the noncontrolling interests in the VIE and net2phone 2.0, partially offset by the change in the amounts attributable to the noncontrolling interests in NRS.
The change in the net income attributable to noncontrolling interests in fiscal 2025 compared to fiscal 2024 was primarily due to increases in net income attributable to the noncontrolling interests in NRS, net2phone 2.0, and the Disbursement Payments VIE, partially offset by the change in the amounts attributable to the noncontrolling interests in Sochitel.
When determining the allowance for trade accounts receivable, we consider the probability of recoverability of accounts receivable based on past experience, taking into account current collection trends and general economic factors, including bankruptcy rates. We also consider future economic trends to estimate expected credit losses over the lifetime of the asset.
We consider the probability of recoverability of accounts receivable based on past experience, considering current collection trends and general economic factors, including bankruptcy rates. We also consider future economic trends to estimate expected credit losses over the lifetime of the asset.
We intend to, where appropriate, make strategic investments and acquisitions to complement, expand, and/or enter into new businesses. In considering acquisitions and investments, we search for opportunities to profitably grow our existing businesses and/or to add qualitatively to the range and diversification of businesses in our portfolio.
There is no assurance that a transaction will be completed. We intend to, where appropriate, make strategic investments and acquisitions to complement, expand, and/or enter into new businesses. In considering acquisitions and investments, we search for opportunities to profitably grow our existing businesses and/or to add qualitatively to the range and diversification of businesses in our portfolio.
Consolidated Financial Condition (in millions) Year ended July 31 2024 2023 2022 Cash flows provided by (used in): Operating activities $ 78.2 $ 54.1 $ 29.4 Investing activities (0.8 ) (33.4 ) (33.8 ) Financing activities (17.2 ) (15.8 ) (15.6 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents (3.6 ) 4.4 (17.4 ) Increase (decrease) in cash, cash equivalents, and restricted cash and cash equivalents $ 56.6 $ 9.3 $ (37.4 ) Operating Activities Our cash flows from operations vary significantly from quarter to quarter and from year to year, depending on our operating results and the timing of operating cash receipts and payments, specifically trade accounts receivable and trade accounts payable.
Consolidated Financial Condition (in millions) Year ended July 31 2025 2024 2023 Cash flows provided by (used in): Operating activities $ 127.1 $ 78.2 $ 52.4 Investing activities (20.7 ) (0.8 ) (33.4 ) Financing activities (23.4 ) (17.2 ) (14.1 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents 3.4 (3.6 ) 4.4 Increase in cash, cash equivalents, and restricted cash and cash equivalents $ 86.4 $ 56.6 $ 9.3 Operating Activities Our cash flows from operations vary significantly from quarter to quarter and from year to year, depending on our operating results and the timing of operating cash receipts and payments, generally trade accounts receivable, trade accounts payable, and disbursements prefunding.
In fiscal 2024, we repurchased 298,421 shares of Class B common stock for an aggregate purchase price of $9.1 million, and in fiscal 2023, we repurchased 511,546 shares of Class B common stock for an aggregate purchase price of $13.1 million. At July 31, 2024, 4.4 million shares remained available for repurchase under the stock repurchase program.
In fiscal 2025, we repurchased 221,823 shares of our Class B common stock for an aggregate purchase price of $10.1 million, and in fiscal 2024, we repurchased 298,421 shares of Class B common stock for an aggregate purchase price of $9.1 million. At July 31, 2025, 4.2 million shares remained available for repurchase under the stock repurchase program.
In addition, in fiscal 2024, we completed a portion of the integration of the Leaf Wallet platform into the BOSS Money app, including replacing the Leaf tradename with BOSS Money. The Leaf tradename balance of $0.1 million was written-off in fiscal 2024.
In addition, in fiscal 2024, we completed a portion of the integration of the Leaf Wallet platform into the BOSS Money app, including replacing the Leaf tradename with BOSS Money.
Our assessments did not indicate any goodwill impairment as of May 1, 2024. For the quantitative assessments, we calculated the fair value of the reporting unit using a discounted cash flow method as a form of the income approach. The discounted cash flow method is based on the present value of projected cash flows and a terminal value.
For the quantitative assessments, we calculated the fair value of the reporting unit using a discounted cash flow method as a form of the income approach. The discounted cash flow method is based on the present value of projected cash flows and a terminal value.
Fintech’s other revenues increased in fiscal 2024 compared to fiscal 2023 primarily because of an increase in IDTFS’ revenues. Direct Cost of Revenues. Direct cost of revenues increased in fiscal 2024 compared to fiscal 2023 primarily due to increases in BOSS Money’s and IDTFS’ direct cost of revenues, which reflected the increases in revenues. Selling, General and Administrative.
Direct cost of revenues increased in fiscal 2025 compared to fiscal 2024 primarily due to an increase in BOSS Money’s direct cost of revenues, which reflected the increase in BOSS Money’s revenue. Selling, General and Administrative.
Historically, when we have issued credit, we have not required collateral to support trade accounts receivable from our customers. However, when necessary, we have imposed stricter credit restrictions on our customers. In some cases, this has resulted in our sharply curtailing, or ceasing completely, sales to certain customers.
However, when necessary, we have imposed stricter credit restrictions on our customers. In some cases, this has resulted in our sharply curtailing, or ceasing completely, sales to certain customers.
We have an existing stock repurchase program authorized by our Board of Directors for the repurchase of shares of our Class B common stock. The Board of Directors authorized the repurchase of up to 8.0 million shares in the aggregate.
There were no stock option exercises in fiscal 2025. 56 We have an existing stock repurchase program authorized by our Board of Directors for the repurchase of shares of our Class B common stock. In January 2016, the Board of Directors authorized the repurchase of up to 8.0 million shares in the aggregate.
NRS uses two key metrics to measure the size of its customer base: active POS terminals and payment processing accounts. Active POS terminals are the number of POS terminals that have completed at least one transaction in the calendar month. It excludes POS terminals that have not been fully installed by the end of the month.
NRS uses three key metrics to measure the size of its customer base, including two that are non-GAAP measures: active POS terminals and payment processing accounts. Active POS terminals are the number of POS terminals that have completed at least one transaction in the calendar month.
(in millions) 2024 change from 2023 2023 change from 2022 Year ended July 31 2024 2023 2022 $/# % $/# % Revenues: Subscription $ 78.4 $ 66.8 $ 53.6 $ 11.6 17.3 % $ 13.2 24.8 % Other 3.9 5.6 4.6 (1.7 ) (28.9 ) 1.0 20.3 Total revenues 82.3 72.4 58.2 9.9 13.7 14.2 24.4 Direct cost of revenues (17.2 ) (15.3 ) (12.8 ) 1.9 12.9 2.5 19.1 Gross profit 65.1 57.1 45.4 8.0 14.0 11.7 25.9 Selling, general and administrative (52.6 ) (49.7 ) (47.5 ) 2.9 5.8 2.2 4.6 Technology and development (10.8 ) (10.0 ) (9.3 ) 0.8 8.1 0.7 7.8 Severance (0.1 ) (0.1 ) 72.1 0.1 nm Other operating gain (expense), net 0.1 (0.1 ) 0.3 0.2 142.3 (0.4 ) (145.4 ) Income (loss) from operations $ 1.7 $ (2.8 ) $ (11.1 ) $ 4.5 161.0 % $ 8.3 75.3 % Gross margin percentage 79.1 % 78.9 % 78.0 % 0.2 % 0.9 % nm—not meaningful (in thousands) 2024 change from 2023 2023 change from 2022 July 31 2024 2023 2022 # % # % Seats served 396 352 291 44 12.6 % 61 21.1 % Revenues. net2phone’s revenues increased in fiscal 2024 compared to fiscal 2023 driven primarily by the growth in subscription revenue in the U.S. and Latin American markets, which reflected the increase in seats served at July 31, 2024 compared to July 31, 2023.
(in millions) 2025 change from 2024 2024 change from 2023 Year ended July 31 2025 2024 2023 $/# % $/# % Revenues: Subscription $ 85.7 $ 78.4 $ 66.8 $ 7.3 9.4 % $ 11.6 17.3 % Other 2.2 3.9 5.6 (1.7 ) (46.0 ) (1.7 ) (28.9 ) Total revenues 87.9 82.3 72.4 5.6 6.7 9.9 13.7 Direct cost of revenues (18.2 ) (17.2 ) (15.3 ) 1.0 5.4 1.9 12.9 Gross profit 69.7 65.1 57.1 4.6 7.1 8.0 14.0 Selling, general and administrative (52.4 ) (52.6 ) (49.7 ) (0.2 ) (0.4 ) 2.9 5.8 Technology and development (11.7 ) (10.8 ) (10.0 ) 0.9 8.3 0.8 8.1 Severance (0.1 ) (0.1 ) (0.1 ) 5.7 72.1 Other operating (expense) gain, net (0.6 ) 0.1 (0.1 ) (0.7 ) nm 0.2 142.3 Income (loss) from operations $ 4.9 $ 1.7 $ (2.8 ) $ 3.2 194.4 % $ 4.5 161.0 % Gross margin percentage 79.3 % 79.1 % 78.9 % 0.2 % 0.2 % nm—not meaningful (in thousands) 2025 change from 2024 2024 change from 2023 July 31 2025 2024 2023 # % # % Seats served 422 396 352 26 6.4 % 44 12.6 % Revenues. net2phone’s revenues increased in fiscal 2025 compared to fiscal 2024 due to the growth in subscription revenue, most significantly in the U.S. market, and from its contact center services’ revenue, which reflected the increase in seats served at July 31, 2025 compared to July 31, 2024.
Also, in fiscal 2023, we increased the estimated fair value of acquisition-related contingent consideration by $0.2 million. 52 Corporate (in millions) 2024 change from 2023 2023 change from 2022 Year ended July 31 2024 2023 2022 $ % $ % General and administrative $ (10.5 ) $ (9.4 ) $ (7.9 ) $ 1.1 12.2 % $ 1.5 18.1 % Other operating expense, net (4.4 ) (0.3 ) (1.0 ) 4.1 nm (0.7 ) (67.2 ) Loss from operations $ (14.9 ) $ (9.7 ) $ (8.9 ) $ (5.2 ) (53.9 )% $ (0.8 ) (8.2 )% nm—not meaningful Corporate costs mainly include compensation, consulting fees, treasury, tax and accounting services, human resources, corporate purchasing, corporate governance including Board of Directors’ fees, internal and external audit, investor relations, corporate insurance, corporate legal, and other corporate-related general and administrative expenses.
In fiscal 2024, Traditional Communications recorded expenses of $0.2 million for internal use software that was taken out of service. 52 Corporate (in millions) 2025 change from 2024 2024 change from 2023 Year ended July 31 2025 2024 2023 $ % $ % General and administrative $ (11.1 ) $ (10.5 ) $ (9.4 ) $ 0.6 6.3 % $ 1.1 12.2 % Other operating expense, net (3.1 ) (4.4 ) (0.3 ) (1.3 ) (28.8 ) 4.1 nm Loss from operations $ (14.2 ) $ (14.9 ) $ (9.7 ) $ 0.7 4.3 % $ (5.2 ) (53.9 )% nm—not meaningful Corporate costs mainly include compensation, consulting fees, treasury, tax and accounting services, human resources, corporate purchasing, corporate governance including Board of Directors’ fees, internal and external audit, investor relations, corporate insurance, corporate legal, and other corporate-related general and administrative expenses.
We subscribed to purchase additional shares through January 2025 for an aggregate of $0.9 million. In August 2024, we paid $0.4 million to purchase additional shares. Purchases of debt securities and equity investments were $29.9 million and $59.9 million in fiscal 2024 and fiscal 2023, respectively.
We paid an aggregate of $0.9 million and $2.0 million in fiscal 2025 and fiscal 2024, respectively, to purchase additional shares. Purchases of debt securities and equity investments were $33.5 million and $29.9 million in fiscal 2025 and fiscal 2024, respectively.
The allowance as a percentage of gross trade accounts receivable decreased to 13.1% at July 31, 2024 from 15.0% at July 31, 2023 because, at July 31, 2024 compared to July 31, 2023, gross trade accounts receivable increased 28.7% and the allowance increased 12.6%.
The allowance as a percentage of gross trade accounts receivable increased to 17.5% at July 31, 2025 from 13.1% at July 31, 2024 because, at July 31, 2025 compared to July 31, 2024, gross trade accounts receivable increased 7.0% and the allowance increased 43.2%.
On October 3, 2023, the Court of Chancery of the State of Delaware dismissed all claims against us, and found that, contrary to the plaintiffs’ allegations, the class suffered no damages. The plaintiffs will have 30 days from entry of the final order to file an appeal.
On October 3, 2023, the Court of Chancery of the State of Delaware dismissed all claims against us, and found that, contrary to the plaintiffs’ allegations, the class suffered no damages.
On October 3, 2023, the Court of Chancery of the State of Delaware dismissed all claims against us, and found that, contrary to the plaintiffs’ allegations, the class suffered no damages. The plaintiffs will have 30 days from entry of the final order to file an appeal.
On October 3, 2023, the Court of Chancery of the State of Delaware dismissed all claims against us, and found that, contrary to the plaintiffs’ allegations, the class suffered no damages.
Gross trade accounts receivable increased to $48.6 million at July 31, 2024 from $37.7 million at July 31, 2023 primarily due to amounts billed in fiscal 2024 that were greater than collections during fiscal 2024, partially offset by changes in foreign currency exchange rates.
Gross trade accounts receivable increased to $52.0 million at July 31, 2025 from $48.6 million at July 31, 2024 primarily due to amounts billed in fiscal 2025 that were greater than collections during fiscal 2025, partially offset by uncollectible accounts written off.
In fiscal 2024, NRS recorded expense of $0.2 million for capitalized internal use software costs for software that was taken out of service, as well as certain other assets no longer in use. 49 Fintech Segment Fintech, which represented 10.0%, 7.0%, and 4.7% of our total revenues in fiscal 2024, fiscal 2023, and fiscal 2022, respectively, is comprised of: (i) BOSS Money, a provider of international money remittance and related value/payment transfer services; and (ii) other, significantly smaller, financial services businesses, including a variable interest entity, or VIE, that operates money transfer businesses, and IDTFS, our Gibraltar-based bank.
In fiscal 2024, NRS recorded expense of $0.2 million for the cost of capitalized internal use software and certain other assets that were no longer in use. 49 Fintech Segment Fintech, which represented 12.6%, 10.0%, and 7.0% of our total revenues in fiscal 2025, fiscal 2024, and fiscal 2023, respectively, is comprised of: (i) BOSS Money, a provider of international money remittance and related value/payment transfer services; and (ii) other, significantly smaller, financial services businesses, including a variable interest entity (“VIE”), that processes disbursement payments, which we refer to as the Disbursement Payments VIE, (iii) IDT Financial Services Limited, or IDT Financial Services, a Gibraltar-based bank and (iv) IDT Services Limited (“IDTS”), a Malta-based electronic money institution.
The carrying amount of our goodwill by reporting unit was as follows: (in millions) July 31 2024 2023 Retail Communications $ 11.2 $ 11.2 net2phone 9.8 9.9 Fintech 3.2 3.2 IDT Digital Payments 2.1 2.2 TOTAL $ 26.3 $ 26.5 44 For our annual goodwill impairment test as of May 1, 2024, we performed quantitative assessments of our Retail Communications and net2phone reporting units and qualitative assessments for our Fintech and IDT Digital Payments reporting units.
The carrying amount of our goodwill by reporting unit was as follows: (in millions) July 31 2025 2024 Retail Communications $ 11.3 $ 11.2 net2phone 9.9 9.8 Fintech 3.2 3.2 IDT Digital Payments 2.1 2.1 TOTAL $ 26.5 $ 26.3 45 For our annual goodwill impairment test as of May 1, 2025, we performed qualitative assessments for all of our reporting units that indicated that it was more likely than not that the fair values of our reporting units exceeded their respective carrying values and, therefore, did not result in an impairment.
Technology and development expense increased in fiscal 2024 compared to fiscal 2023 primarily due to increases in employee compensation and consulting expense. Other Operating Expense.
Technology and development expense increased in fiscal 2025 compared to fiscal 2024 primarily due to increases in employee compensation and depreciation and amortization expense, partially offset by a decrease in consulting expense. Other Operating Expense.
As a percentage of Traditional Communications’ revenue, Traditional Communications’ selling, general and administrative expense was 9.4%, 9.0%, and 7.9% in fiscal 2024, fiscal 2023, and fiscal 2022, respectively. Technology and Development .
As a percentage of NRS’ revenue, NRS’ selling, general and administrative expense was 60.6%, 60.7%, and 61.0% in fiscal 2025, fiscal 2024, and fiscal 2023, respectively. Technology and Development.
Direct Cost of Revenues. Direct cost of revenues increased in fiscal 2024 compared to fiscal 2023 primarily due to the increase in revenues, with the largest increase in the U.S. market. net2phone’s focus on mid-sized businesses, multi-channel strategies, and localized offerings generated revenue growth that exceeded the increase in direct cost of revenues. Selling, General and Administrative.
Direct Cost of Revenues. Direct cost of revenues increased in fiscal 2025 compared to fiscal 2024 primarily due to the increase in revenues, with the largest increase in the U.S. market. net2phone’s revenue growth exceeded the increase in direct cost of revenues. Selling, General and Administrative.
Deferred revenue arises from sales of prepaid products and varies from period to period depending on the mix and the timing of revenues. Deferred revenue decreased to $30.4 million at July 31, 2024 from $35.3 million at July 31, 2023 primarily due to decreases in the BOSS Revolution and IDT Digital Payments deferred revenue balances.
Deferred revenue arises from sales of prepaid products and varies from period to period depending on the mix and the timing of revenues. Deferred revenue decreased to $27.7 million at July 31, 2025 from $30.4 million at July 31, 2024 primarily due to a decrease in BOSS Revolution’s deferred revenue balance.
At July 31, 2024, “Cash and cash equivalents” in our consolidated balance sheet included an aggregate of $55.9 million held by IDT Payment Services, Inc. and IDT Payment Services of New York, LLC that was unavailable for other purposes. 54 Contractual Obligations and Commitments The following table includes our anticipated material cash requirements from contractual obligations and other commitments at July 31, 2024: Payments due by period (in millions) Total Less than 1 year 1—3 years 4—5 years After 5 years Purchase commitments $ 2.9 $ 2.6 $ 0.3 $ $ Connectivity obligations under service agreements 1.4 0.7 0.7 Operating leases including short-term leases 4.7 2.7 1.5 0.4 0.1 TOTAL (1) $ 9.0 $ 6.0 $ 2.5 $ 0.4 $ 0.1 (1) The above table does not include up to $10 million for the potential redemption of shares of NRS’ Class B common stock, an aggregate of $32.4 million in performance bonds, and up to $3.0 million for potential contingent consideration payments related to business acquisitions, due to the uncertainty of the amount and/or timing of any such payments.
At July 31, 2025, we had cash, cash equivalents, debt securities, and current equity investments of $253.8 million and working capital (current assets in excess of current liabilities) of $227.3 million. 54 Contractual Obligations and Commitments The following table includes our anticipated material cash requirements from contractual obligations and other commitments at July 31, 2025: Payments due by period (in millions) Total Less than 1 year 1—3 years 4—5 years After 5 years Purchase commitments $ 14.5 $ 4.2 $ 8.6 $ 1.7 $ Connectivity obligations under service agreements 1.9 1.2 0.6 0.1 Operating leases including short-term leases 2.6 1.3 1.0 0.3 TOTAL (1) $ 19.0 $ 6.7 $ 10.2 $ 2.1 $ (1) The above table does not include up to $10 million for the potential redemption of shares of NRS’ Class B common stock, an aggregate of $33.8 million in performance bonds, and up to $2.7 million for potential contingent consideration payments related to a business acquisition, due to the uncertainty of the amount and/or timing of any such payments.
In fiscal 2023, we received proceeds from notes payable of $0.3 million, and we repaid notes payable of $2.0 million. Our subsidiary, IDT Telecom, Inc., or IDT Telecom, entered into a credit agreement, dated as of May 17, 2021, with TD Bank, N.A. for a revolving credit facility for up to a maximum principal amount of $25.0 million.
Our subsidiary, IDT Telecom, Inc., or IDT Telecom, entered into a credit agreement, dated as of May 17, 2021, with TD Bank, N.A. for a revolving credit facility for up to a maximum principal amount of $25.0 million. As of July 15, 2024, and July 28, 2023, IDT Telecom and TD Bank, N.A. amended certain terms of the credit agreement.
Selling, general and administrative expense increased in fiscal 2024 compared to fiscal 2023 primarily due to increases in employee compensation and sales commissions. As a percentage of net2phone’s revenues, net2phone’s selling, general and administrative expense decreased to 63.9% from 68.7% and 81.7% in fiscal 2024, fiscal 2023, and fiscal 2022, respectively. Technology and Development .
As a percentage of net2phone’s revenues, net2phone’s selling, general and administrative expense decreased to 59.6% from 63.9% and 68.7% in fiscal 2025, fiscal 2024, and fiscal 2023, respectively. Technology and Development .
In fiscal 2024, we paid aggregate cash dividends of $2.5 million on our Class A and Class B common stock. In September 2024, our Board of Directors declared a dividend of $0.05 per share to holders of our Class A and Class B common stock.
In fiscal 2025 and fiscal 2024, we paid aggregate cash dividends per share of $0.22 and $0.10, respectively, on our Class A and Class B common stock. In fiscal 2025 and fiscal 2024, we paid aggregate cash dividends of $5.6 million and $2.5 million, respectively, on our Class A and Class B common stock.
Investing Activities Our capital expenditures were $18.9 million in fiscal 2024 and $22.0 million in fiscal 2023. We currently anticipate that total capital expenditures in fiscal 2025 will be $18 million to $20 million.
Oral argument is scheduled for October 2025. 55 Investing Activities Our capital expenditures were $20.8 million in fiscal 2025 and $18.9 million in fiscal 2024. We currently anticipate that total capital expenditures in fiscal 2026 will be $19 million to $21 million.
In fiscal 2023, Leaf received $0.4 million from government grants for the development and commercialization of blockchain-backed financial technologies. 50 net2phone Segment The net2phone segment, which represented 6.8%, 5.8%, and 4.3% of our total revenues in fiscal 2024, fiscal 2023, and fiscal 2022, respectively, is comprised of net2phone’s integrated cloud communications and contact center services.
The Leaf tradename balance of $0.1 million was written off in fiscal 2024. 50 net2phone Segment The net2phone segment, which represented 7.1%, 6.8%, and 5.8% of our total revenues in fiscal 2025, fiscal 2024, and fiscal 2023, respectively, is comprised of net2phone’s integrated cloud communications and contact center services.
As of July 31, 2024, there was $0.6 million of total unrecognized compensation cost related to non-vested DSUs under our equity incentive program adopted on November 30, 2022, which is being recognized on a graded vesting basis over the requisite service periods that end in February 2025.
As of July 31, 2025, there was $0.4 million of total unrecognized compensation cost related to non-vested DSUs, which is being recognized on a graded vesting basis over the requisite service periods that end in October 2027. Effective as of June 30, 2022, restricted shares of NRS’ Class B common stock were granted to certain NRS employees.
This concentration of customers increases our risk associated with nonpayment by those customers. In an effort to reduce our risk, we perform ongoing credit evaluations of our significant customers, and in some cases, do not offer credit terms to customers, choosing instead to require prepayment.
In an effort to reduce our risk, we perform ongoing credit evaluations of our significant customers, and in some cases, do not offer credit terms to customers, choosing instead to require prepayment. Historically, when we have issued credit, we have not required collateral to support trade accounts receivable from our customers.
In January 2024, the restrictions lapsed on the 0.5 million restricted shares of net2phone 2.0 Class B common stock that were granted in December 2020 to each of Howard S. Jonas and Shmuel Jonas, our Chief Executive Officer, and Bill Pereira was granted 50,000 shares of net2phone 2.0 Class B common stock.
Jonas and Shmuel Jonas, our Chief Executive Officer, and Bill Pereira was granted 50,000 shares of net2phone 2.0 Class B common stock.
We recognized a gain of $0.1 million on the write-off of this contingent consideration payment obligation. In fiscal 2023, we recorded an expense of $0.1 million for telephone equipment that was taken out of service.
We recognized a gain of $0.1 million on the write-off of this contingent consideration payment obligation.
The dividend was paid on October 7, 2024 to stockholders of record as of the close of business on September 30, 2024. We distributed cash of $0.1 million and $0.3 million in fiscal 2024 and fiscal 2023, respectively, to the noncontrolling interests in certain of our subsidiaries.
We distributed cash of $0.1 million and $0.1 million in fiscal 2025 and fiscal 2024, respectively, to the noncontrolling interests in certain of our subsidiaries.
Accordingly, the income and expense line items below income (loss) from operations are only included in our discussion of consolidated results of operations.
We are evaluating the impact that this ASU will have on our consolidated financial statements. RESULTS OF OPERATIONS We evaluate the performance of our business segments based primarily on income (loss) from operations. Accordingly, the income and expense line items below income (loss) from operations are only included in our discussion of consolidated results of operations.
As a percentage of Fintech’s revenue, Fintech’s selling, general and administrative expense was 49.4%, 54.5%, and 61.2% in fiscal 2024, fiscal 2023, and fiscal 2022, respectively. Technology and Development. Technology and development expense increased in fiscal 2024 compared to fiscal 2023 primarily due to increases in employee compensation and depreciation and amortization expense. Other Operating Gain, net.
As a percentage of Traditional Communications’ revenue, Traditional Communications’ selling, general and administrative expense was 9.3%, 9.4%, and 9.0% in fiscal 2025, fiscal 2024, and fiscal 2023, respectively. Technology and Development . Technology and development expense decreased in fiscal 2025 compared to fiscal 2024 primarily due to decreases in employee compensation, cloud services expense, and depreciation and amortization expense.
Total stock-based compensation expense included in consolidated selling, general and administrative expense and technology and development expense was $7.4 million and $4.5 million in fiscal 2024 and fiscal 2023, respectively.
Consolidated The following is a discussion of our consolidated stock-based compensation expense, and our consolidated income and expense line items below income from operations. Stock-Based Compensation Expense. Total stock-based compensation expense included in consolidated selling, general and administrative expense and technology and development expense was $3.1 million and $7.4 million in fiscal 2025 and fiscal 2024, respectively.
As of July 15, 2024 and July 28, 2023, IDT Telecom and TD Bank, N.A. amended certain terms of the credit agreement. IDT Telecom may use the proceeds to finance working capital requirements and for certain closing costs of the facility. At July 31, 2024 and 2023, there were no amounts outstanding under this facility.
IDT Telecom may use the proceeds to finance working capital requirements and for certain closing costs of the facility. At July 31, 2025 and 2024, there were no amounts outstanding under this facility. In fiscal 2025 and fiscal 2024, IDT Telecom borrowed and repaid an aggregate of $24.6 million and $32.9 million, respectively, under the facility.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAt July 31, 2024 and 2023, the value of our debt and equity security holdings was an aggregate of $35.0 million and $58.5 million, respectively, which represented 6% and 11% of our total assets at July 31, 2024 and 2023, respectively.
Biggest changeAt July 31, 2025 and 2024, the value of our debt and equity security holdings was an aggregate of $33.9 million and $35.0 million, respectively, which represented 5% and 6% of our total assets at July 31, 2025 and 2024, respectively.
While the impact from fluctuations in foreign exchange rates affects our revenues and expenses denominated in foreign currencies, the net amount of our exposure to foreign currency exchange rate changes at the end of each reporting period is generally not material. 57 Investment Risk We hold a portion of our assets in debt and equity securities, including hedge funds, for strategic and speculative purposes.
While the impact from fluctuations in foreign exchange rates affects our revenues and expenses denominated in foreign currencies, the net amount of our exposure to foreign currency exchange rate changes at the end of each reporting period is generally not material. Investment Risk We hold a portion of our assets in debt and equity securities for strategic and speculative purposes.
Item 7A. Quantitative and Qualitative Disclosures about Market Risks. Foreign Currency Risk Revenues from our international operations were 23%, 28%, and 29% of our consolidated revenues in fiscal 2024, fiscal 2023, and fiscal 2022, respectively. A significant portion of our revenues is in currencies other than the U.S. Dollar.
Item 7A. Quantitative and Qualitative Disclosures about Market Risks. Foreign Currency Risk Revenues from our international operations were 21%, 23%, and 28% of our consolidated revenues in fiscal 2025, fiscal 2024, and fiscal 2023, respectively. A significant portion of our revenues is in currencies other than the U.S. Dollar.

Other IDT 10-K year-over-year comparisons