GIFTIFY, INC. REPORTS THIRD QUARTER 2025 RESULTS

Gross Billings Increase 28.8% Year-Over-Year to $39.1 Million

Gross Margin Expands 710 Basis Points to 20.0%

Net Loss Improves 40% to $2.4 Million

SCHAUMBURG, IL, Nov. 10, 2025 (GLOBE NEWSWIRE) -- Giftify, Inc. (Nasdaq: GIFT) ("Giftify" or the "Company"), a leading digital marketplace for gift cards and restaurant deals, today announced financial results for the third quarter ended September 30, 2025.

Third Quarter 2025 Financial Highlights:

• Gross billings increased 28.8% to $39.1 million, compared to $30.3 million in Q3 2024
• Gross profit increased 25.3% to $3.7 million, compared to $3.0 million in Q3 2024
• Gross margin expanded to 20.0%, compared to 12.9% in Q3 2024
• Net loss improved 40% to $2.4 million, or $(0.08) per share, compared to $4.1 million, or $(0.16) per share, in Q3 2024
• Modified EBITDA improved 60% to $(0.3) million, compared to $(0.7) million in Q3 2024
  

2025 Year-to-Date Financial Highlights:

• Gross billings increased 23.8% to $111.2 million, compared to $89.8 million in Q3 2024
• Gross profit increased 17.6% to $11.1 million, compared to $9.5 million in Q3 2024
• Gross margin expanded to 18.1%, compared to 14.7% in Q3 2024
• Net loss improved 45% to $8.2 million, or $(0.28) per share, compared to $15.0 million, or $(0.59) per share, in Q3 2024
• Modified EBITDA improved 38% to $(1.0) million, compared to $(1.7) million in Q3 2024
  

Revenue Mix Shift Reflects Strategic Business Model Evolution

While reported net sales for Q3 2025 were $18.8 million compared to $23.2 million in Q3 2024, this decline primarily reflects an evolving transaction mix rather than reduced business activity. The Company's gross billings—which represent the total dollar value of customer transactions—increased substantially by 28.8% year-over-year, demonstrating robust underlying business momentum.

The variance between gross billings growth and reported revenue is attributable to an increased proportion of transactions where Giftify acts as an agent rather than a principal. In agent transactions, the Company facilitates the connection between suppliers and customers but does not take inventory risk. Consequently, revenue from these transactions is recognized on a net basis (representing only Giftify's commission), rather than on a gross basis.

Operational Progress and Strategic Initiatives

During the third quarter, Giftify continued to advance several strategic initiatives:

• Completed the integration of Takeout7, acquired in May 2025, which expands the Company's technology offerings to include comprehensive online ordering solutions and AI-powered digital marketing services for independent restaurants
• Reduced operating expenses by 8% year-over-year while maintaining investment in growth initiatives
• Improved Modified EBITDA by 60% to $(0.3) million, reflecting enhanced operational efficiency
• Generated positive trends in inventory turnover and working capital management

Looking ahead, Giftify sees several opportunities to drive growth and further improve profitability:

• Expanding B2B relationships with corporations and marketers who use gift cards and dining certificates for customer acquisition, loyalty programs, and employee rewards
• Leveraging the Takeout7 platform to deepen relationships with restaurant partners through integrated technology solutions
• Optimizing transaction mix to balance growth in gross billings with margin expansion
• Continuing to scale operations while managing expenses efficiently

Management Commentary

"Our third quarter results demonstrate meaningful progress in our strategic transformation," said Ketan Thakker, President and Chief Executive Officer of Giftify. "We're particularly pleased with the 28.8% growth in gross billings, which reflects the true scale of our marketplace activity and the strong demand we're experiencing across both our CardCash and Restaurant.com platforms. This growth, combined with our expanding gross margins and improving bottom-line performance, validates our operational strategy and positions us well for continued progress."

"This shift in our business mix is actually a positive development for several reasons," continued Mr. Thakker. "Agent transactions typically carry lower inventory risk and require less working capital, while still generating attractive margins for Giftify. The 710 basis point improvement in our gross margin to 20.0% reflects the benefits of this evolving mix. Additionally, agent transactions represented approximately 7% of net sales in Q3 2025 compared to just 2% in the prior year period, and we see further opportunity to optimize our transaction mix going forward. Our focus remains on three key priorities: growing our customer base across both B2C and B2B channels, optimizing our transaction mix to improve profitability, and leveraging our recent acquisitions to deliver comprehensive solutions for our restaurant partners. The improvements we're seeing in our gross margin and bottom-line performance demonstrate that we're making real progress on these fronts."

"We believe Giftify is well-positioned in the growing digital gift card and restaurant deals market," concluded Mr. Thakker. "The combination of our CardCash and Restaurant.com platforms, enhanced by our recent Takeout7 acquisition, gives us a unique ability to serve both consumers and merchants across the dining ecosystem. We remain focused on executing our strategy, improving our financial performance, and creating long-term value for our shareholders."

Third Quarter 2025 Financial Results

For the three months ended September 30, 2025, net sales decreased 19.1% to $18.8 million compared to $23.2 million in the prior year period. The decline in reported net sales was primarily due to an increased proportion of agent transactions, where revenue is recognized on a net basis. Notably, gross billings—which represent the total dollar value of customer transactions—increased substantially by 28.8% year-over-year, demonstrating strong underlying business momentum.

Gross profit for the third quarter increased 25.3% to $3.7 million compared to $3.0 million in the prior year period. Gross margin improved to 20.0% from 12.9%, reflecting the Company's continued focus on optimizing pricing strategies, operational efficiencies, and the favorable impact of an increased proportion of agent transactions, which carry lower inventory risk while generating attractive margins.

Operating expenses decreased to $6.2 million from $6.8 million in the prior year period, primarily due to a $0.8 million reduction in stock-based compensation expense and lower amortization costs, partially offset by operational costs to support business growth.

The Company reported a net loss of $2.4 million, or $(0.08) per share, compared to a net loss of $4.1 million, or $(0.16) per share, in the prior year period. The improvement was driven by increased gross profit, reduced stock-based compensation expense, and lower interest expense.

Modified EBITDA loss improved 60% to $(0.3) million compared to $(0.7) million in the prior year period, reflecting the Company's progress toward operational efficiency.

About Giftify, Inc.

Giftify, Inc. (Nasdaq: GIFT) operates through two principal divisions: CardCash and Restaurant.com. CardCash is a leading gift card exchange platform, facilitating the purchase and sale of gift cards at discounted rates for both consumers and businesses from over 1,100 retailers. Restaurant.com is a pioneer in the restaurant deal space and one of the nation's largest restaurant-focused digital deals brands, connecting digital consumers, businesses, and communities with dining and merchant deal options at over 182,500 restaurants and retailers nationwide. Founded in 1999, Restaurant.com serves over 7.8 million customers. For more information, visit www.giftify.com.

Non-GAAP Financial Measures and Operating Metrics

Gross Billings

Gross billings are the total dollar value of customer purchases of goods and services. Gross billings are presented net of customer refunds and order discounts. A significant portion of our revenue transactions are comprised of sales of discounted merchant gift cards in which we collect the transaction price from the customer and remit a portion of the transaction price to the third-party suppliers who will provide the related goods or services. For these transactions, gross billings differ from Net Sales reported in our Condensed Consolidated Statements of Operations, which is presented net of the merchant's share of the transaction price. Gross billings are an indicator of our growth and business performance as it measures the dollar volume of transactions generated through our marketplaces. Tracking gross billings also allows us to monitor the percentage of gross billings that we are able to retain after payments to merchants.

Modified EBITDA

In addition to our GAAP results, we present Modified EBITDA as a supplemental measure of our performance. However, Modified EBITDA is not a recognized measurement under GAAP and should not be considered as an alternative to net income, income from operations or any other performance measure derived in accordance with GAAP, or as an alternative to cash flow from operating activities as a measure of liquidity. We define Modified EBITDA as net income (loss), plus interest expense, depreciation and amortization, stock-based compensation, and fair value of common stock issued for services.

Management considers our core operating performance to be that which our managers can affect in any particular period through their management of the resources that affect our underlying revenue and profit generating operations during that period. Non-GAAP adjustments to our results prepared in accordance with GAAP are itemized below. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Modified EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Modified EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding Giftify's future financial and operational performance, business strategy, growth opportunities, transaction mix optimization, integration of acquisitions, and market position. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to: changes in consumer spending patterns; competition in the gift card and restaurant deals markets; our ability to maintain and expand relationships with merchants and corporate clients; successful integration of acquired businesses; our ability to achieve and maintain profitability; our liquidity and ability to raise additional capital; general economic conditions; and other risks detailed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The forward-looking statements in this press release are made as of the date hereof, and Giftify undertakes no obligation to update these statements or to explain the reasons why actual results may differ.

Investor Contact:

Giftify, Inc.
IR@giftifyinc.com

GIFTIFY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

		As of
		September 30, 2025				December 31, 2024
		(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents (includes restricted cash of $1,000,000 and $1,258,826 at September 30, 2025 and December 31, 2024)		$	4,021,227			$	4,301,842
Accounts receivable			122,697				164,700
Inventories			2,798,063				4,116,180
Prepaid expenses and other current assets			274,720				63,210
Total current assets			7,216,707				8,645,932
Property and equipment, net			606,152				1,089,984
Operating lease right of use asset, net			1,170,174				1,406,242
Deposits			68,189				65,556
Intangible assets, net			3,073,167				4,268,332
Goodwill			20,007,670				20,007,670
Total assets		$	32,142,059			$	35,483,716
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	1,909,145			$	1,966,616
Accrued expenses			1,708,012				1,768,607
Customer deposits			1,612				95,000
Deferred revenue			123,583				77,051
Secured revolving line of credit			2,693,735				3,805,080
Convertible promissory notes			45,387				43,137
Secured notes payable — related party, net of debt discount of $0 and $4,000, at September 30, 2025 and December 31, 2024, respectively			-				2,060,274
Notes payable, current portion, net of debt discount of $4,283 and $0, at September 30, 2025 and December 31, 2024, respectively			1,925,315				1,717,632
Operating lease liability, current portion			347,912				316,612
Total current liabilities			8,754,701				11,850,009
Notes payable, net of current portion			659,367				615,000
Deferred income taxes			682,426				1,123,000
Operating lease liability, net of current portion			868,433				1,133,371
Total liabilities			10,964,927				14,721,380
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value, 10,000,000 shares authorized;			-				-
Common stock, $0.001 par value, 750,000,000 shares authorized; 30,710,580 and 27,021,423 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively			30,711				27,015
Additional paid-in-capital			117,334,768				108,679,065
Common stock issuable, 350,843 and 350,843 shares, respectively			350,843				350,843
Accumulated deficit			(96,539,190	)			(88,294,587	)
Total stockholders’ equity			21,177,132				20,762,336
Total liabilities and stockholders’ equity		$	32,142,059			$	35,483,716

  

GIFTIFY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 2025 and 2024
(Unaudited)

		Three Months Ended September 30,								Nine Months Ended September 30,
		2025				2024				2025				2024
Net Sales		$	18,783,908			$	23,210,850			$	61,961,652			$	64,753,246
Cost of sales			15,036,367				20,220,237				50,776,850				55,244,862
Gross profit			3,747,541				2,990,613				11,184,802				9,508,384
Operating expenses
Selling, general and administrative expenses			5,489,115				5,908,603				17,247,499				20,954,914
Amortization of capitalized software costs			160,745				254,292				483,832				935,766
Amortization of intangible assets			585,349				607,917				1,686,328				1,823,751
Total operating expenses			6,235,209				6,770,812				19,417,659				23,714,431
Loss from operations			(2,487,668	)			(3,780,199	)			(8,232,857	)			(14,206,047	)
Other income (expenses)
Interest income			1,811				-				3,588				5,223
Interest expense			(135,005	)			(280,953	)			(487,950	)			(795,694	)
Other income			38,540				-				38,540
Total other income (expenses)			(94,654	)			(280,953	)			(445,822	)			(790,471	)
Net loss before income taxes			(2,582,322	)			(4,061,152	)			(8,678,679	)			(14,996,518	)
Income tax benefit			144,860				-				434,076				-
Net loss		$	(2,437,462	)		$	(4,061,152	)		$	(8,244,603	)		$	(14,996,518	)
Net loss per share – basic and diluted		$	(0.08	)		$	(0.16	)		$	(0.28	)		$	(0.59	)
Weighted average common shares outstanding – basic and diluted			30,402,871				25,964,213				29,446,269				25,574,719

GIFTIFY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

		Nine Months Ended September 30, 2025				Nine Months Ended September 30, 2024
		(Unaudited)				(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss		$	(8,244,603	)		$	(14,996,518	)
Adjustments to reconcile net loss to net cash provided by operating activities
Fair value of vested stock options			2,843,690				6,874,603
Fair value of vested restricted common stock			1,559,627				2,136,138
Fair value of common stock issued for services			479,755				751,500
Loss on fair value of common stock issued for settlement of vendor			33,750				-
Depreciation of capitalized software costs			483,832				935,766
Amortization of intangible assets			1,686,328				1,823,751
Amortization of debt discount			14,717				1,700
Accrued interest			20,632				54,802
Changes in operating assets and liabilities:
Accounts receivable			101,117				(16,955	)
Inventories			1,318,117				(243,223	)
Prepaid expenses and other current assets			(211,510	)			62,557
Right of use assets			236,067				228,982
Accounts payable			17,029				(223,416	)
Accrued expenses			(113,548	)			220,367
Customer deposits			(93,388	)			-
Deferred revenue			46,532				(258,593	)
Deferred taxes			(440,574	)			-
Operating lease liability			(233,637	)			(209,829	)
Net cash used in operating activities			(496,067	)			(2,858,368	)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash received on acquisition			109,543				-
Capital expenditures			-				(674,646	)
Net cash provided by (used in) investing activities			109,543				(674,646	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from line of credit			96,816,921				76,769,125
Repayment of line of credit			(97,928,266	)			(79,272,361	)
Proceeds from note payable			985,000				-
Repayment of notes payable			(826,323	)			-
Proceeds from notes payable – related party			-				1,978,000
Repayment of notes payable – related party			(2,000,000	)			-
Proceeds from sale of common stock, net of expenses, under at-the-market sale agreement			1,444,077				-
Proceeds from sale of common stock, net of expenses, under stock purchase agreement			374,500				-
Proceeds from public offering of common stock			478,000				-
Proceeds from private offering of common stock			762,000				-
Repayment of acquisition obligation			-				(500,000	)
Proceeds from private placement of common stock			-				3,054,073
Net cash provided by financing activities			105,909				2,028,837
Net decrease in cash and cash equivalents			(280,615	)			(1,504,177	)
Cash and cash equivalents beginning of period			4,301,842				5,682,372
Cash and cash equivalents end of period		$	4,021,227			$	4,178,195
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid		$	431,818			$	704,961
Taxes paid		$	-			$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES
Common shares issued for acquisition		$	609,000			$	-
Common shares issued for trade accounts payable		$	108,750			$	-
Accounts receivable from acquisition		$	59,114			$	-
Deposits from acquisition		$	2,633			$	-
Accounts payable from acquisition		$	500			$	-
Accrued expenses from acquisition		$	52,953			$	-
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities		$	-			$	1,395,541

Giftify, Inc.
Non-GAAP Financial Measures and Operating Metrics
(Unaudited)

Gross Billings

A reconciliation of our net sales (as reported) to our gross billings for the three and nine months ended September 30, 2025 and 2024 were as follows:

		Three Months Ended September 30,												Nine Months Ended September 30,
		2025				2024				Change %				2025				2024				Change %
Net sales (as reported)		$	18,783,908			$	23,210,850				-19.1	%		$	61,961,952			$	64,753,246				-4.3	%
Company costs of Agent Transactions (see discussion below)			20,302,632				7,130,276				184.7	%			49,216,416				25,042,449				96.5	%
Gross billings		$	39,086,540			$	30,341,126				28.8	%		$	111,178,068			$	89,795,695				23.8	%

Gross billings are the total dollar value of customer purchases of goods and services. Gross billings are presented net of customer refunds and order discounts. A significant portion of our revenue transactions are comprised of sales of discounted merchant gift cards in which we collect the transaction price from the customer and remit a portion of the transaction price to the third-party suppliers who will provide the related goods or services. For these transactions, gross billings differ from Net Sales reported in our Condensed Consolidated Statements of Operations, which is presented net of the merchant's share of the transaction price. Gross billings are an indicator of our growth and business performance as it measures the dollar volume of transactions generated through our marketplaces. Tracking gross billings also allows us to monitor the percentage of gross billings that we are able to retain after payments to merchants.

Modified EBITDA

Set forth below is a reconciliation of net loss to Modified EBITDA for the three months ended September 30, 2025 and 2024 (unaudited):

		Three Months Ended September 30, 2025				Three Months Ended September 30, 2024
Net Loss		$	(2,437,462	)		$	(4,061,152	)
Modified EBITDA adjustments:
Income taxes			(144,860	)			-
Interest expense, net			133,195				280,953
Other income			(38,540	)			-
Amortization of intangible assets			585,349				607,917
Amortization of capitalized software costs			160,745				254,292
Stock option and other noncash compensation			1,473,065				2,248,821
Total Modified EBITDA adjustments			2,168,954				3,391,983
Modified EBITDA		$	(268,508	)		$	(669,169	)

Set forth below is a reconciliation of net loss to Modified EBITDA for the nine months ended September 30, 2025 and 2024 (unaudited):

		Nine Months Ended September 30, 2025				Nine Months Ended September 30, 2024
Net Loss		$	(8,244,603	)		$	(14,996,518	)
Modified EBITDA adjustments:
Income taxes			(434,076	)			-
Interest expense, net			484,362				790,471
Other income			(38,540	)			-
Amortization of intangible assets			1,686,328				1,823,751
Amortization of capitalized software costs			483,832				935,766
Loss on fair value of stock issued on vendor settlement			33,750				-
Bad debt expense			100,810				-
Stock option and other noncash compensation			4,879,170				9,762,241
Total Modified EBITDA adjustments			7,195,636				13,312,229
Modified EBITDA		$	(1,048,967	)		$	(1,684,289	)

We present Modified EBITDA because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we use Modified EBITDA in developing our internal budgets, forecasts and strategic plan; in analyzing the effectiveness of our business strategies in evaluating potential acquisitions; making compensation decisions; and in communications with our board of directors concerning our financial performance. Modified EBITDA has limitations as an analytical tool, which includes, among others, the following:

	●	Modified EBITDA does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
	●	Modified EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
	●	Modified EBITDA does not reflect future interest expense, or the cash requirements necessary to service interest or principal payments, on our debts; and
	●	Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Modified EBITDA does not reflect any cash requirements for such replacements.

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