Earnings Call Transcript - ROP Q2 2021

Operator, Operator

Good morning. The Roper Technologies conference call is now starting. This call is being recorded, and all participants are in listen-only mode. I would like to hand the call over to Zack Moxcey, Vice President of Investor Relations. Please proceed.

Zack Moxcey, Vice President, Investor Relations

Good morning, and thank you all for joining us as we discuss the second quarter financial results for Roper Technologies. Joining me on the call this morning are Neil Hunn, President and Chief Executive Officer; Rob Crisci, Executive Vice President and Chief Financial Officer; Jason Conley, Vice President and Chief Accounting Officer; and Shannon O'Callaghan, Vice President of Finance. Earlier this morning, we issued a press release announcing our financial results. The press release also includes replay information for today's call. We have prepared slides to accompany today's call, which are available through the webcast and are also available on our website. Now if you'll please turn to Slide 2. We begin with our safe harbor statement. During the course of today's call, we will make forward-looking statements, which are subject to risks and uncertainties as described on this page, in our press release and in our SEC filings. You should listen to today's call in the context of that information. And now please turn to Slide 3. Today, we will discuss our results for the quarter primarily on an adjusted non-GAAP basis. Reconciliations between GAAP and adjusted measures can be found in our press release and in the appendix of this presentation on our website. For the second quarter, the difference between our GAAP results and adjusted results consists of the following items: amortization of acquisition-related intangible assets and purchase accounting adjustments to commission expense. And now if you please turn to Slide 4, I will hand the call over to Neil. After our prepared remarks, we will take questions from our telephone participants. Neil?

Neil Hunn, President and CEO

Good morning, everyone, and thanks for joining us. This morning, I'll provide the highlights, of which there were several for the quarter. Rob will then discuss our P&L performance and balance sheet metrics and then turn it back to me to review our segment details, our increased outlook for the year and our concluding comments. As usual, we'll leave plenty of time to talk through all your questions towards the end. Next slide, please. As we turn to Page 5, we delivered an excellent second quarter with strength across all four of our segments. Specific to the financial metrics, which Rob will detail shortly, revenue, EBITDA, DEPS and cash flow all grew north of 20% in the quarter. Also during the quarter, we are encouraged to see the post-pandemic recovery gain momentum and broaden at the same time. Specifically, not only did we experience continued improvement across virtually all of our businesses, the strength within each business was broad. Our software businesses, which now make up over 55% of our revenue base, performed very well in the quarter. Specifically, on an organic basis, we grew our Application Software segment 9% and grew our software businesses within our NSS segment 10%. Across our software businesses, we saw the acceleration of our recurring revenue growth, approximately 80% of our software revenues, from mid singles to high singles and a solid recovery of perpetual license activity. Relative to our product businesses, a very similar pattern: acceleration and recovery of our consumables revenue sources and very nice ordering patterns for our capital equipment-type products. In addition, our 2020 acquisition cohort led by Vertafore is performing very well. Importantly and consistent with our guidance over the last three quarters, we continue to delever our balance sheet at a rapid pace, now under 4x debt to EBITDA. And finally, before handing things over to Rob, just a great first half to the year. Our teams have performed magnificently, thanks to each and every team member at Roper. Given the great start and the positive momentum across our enterprise, we are once again increasing our full year guidance. Rob, let me hand it over to you.

Rob Crisci, Executive Vice President and CFO

Hey, thanks, Neil, and congrats again on the Lightning winning the Stanley Cup. Turning to Page 6, looking at some of the key financial highlights for Q2. Total revenue increased 22% to $1.59 billion, another record for any Roper quarter. Q2 organic revenue growth was 7% versus last year's comp of minus 3%. All four segments performed well, with strong organic growth across our portfolio of software and product businesses. Q2 EBITDA grew 26% to $579 million, and EBITDA margin increased 110 basis points to 36.4%. Adjusted DEPS was $3.76, 28% above prior year and also above our Q2 guidance range of $3.61 to $3.65. Free cash flow was $409 million, up a very strong 30% versus last year. As a reminder, last year, we adjusted our Q2 cash flow to account for the income tax payments that were deferred from Q2 to Q3 due to 2020 delayed tax deadlines. Net working capital was negative 8%. We continue to benefit from Roper's transformation to a high recurring revenue, majority software business model that is structurally designed to consistently drive high cash conversion. Lastly, we have been laser-focused on debt reduction this year after last year's record capital deployment, and we continue to make great progress on that front with an additional $375 million paid down in Q2. So in summary, an excellent second quarter, wrapping up a very strong first half for Roper. Next slide. Turning to Page 7, an update to the charge we introduced last quarter showing our rapid deleveraging. Through the first half of 2021, we have now reduced our net debt by nearly $900 million, raising the total debt reduction to approximately $1.4 billion since completing the 2020 acquisition late last year. Our debt reduction, along with the meaningful contributions from our 2020 acquisitions, has enabled us to rapidly lower our net debt-to-EBITDA ratio, from 4.7 to 3.8 in only six months. We expect this downward trend in leverage ratios to continue moving forward, which positions us well for a return to meaningful capital deployment in the coming quarters. So with that, I'll turn it back over to Neil to discuss our segment performance.

Neil Hunn, President and CEO

Thanks, Rob. Let's turn to Page 9 and walk through our Application Software segment. Revenues in this segment were $592 million, up 9% on an organic basis. As a reminder, this segment grew 1% organically last year, aided by strong results from our lab software franchises that were critical to the COVID response. EBITDA margins were 43.7% in the quarter. Across this segment, we saw organic recurring revenue, which is a touch north of 75% of the revenue for the segment increased approximately 9%. This recurring revenue strength is based on strong customer retention, continued migration to our SaaS delivery models, new product cross-selling activity and new customer adds. To that end, the non-recurring organic revenue in this segment grew 9% as well. Specific to business unit performance, Deltek, our enterprise software business that serves the U.S. federal contractor, architect, engineering and other services end market had an excellent quarter. Their strength was rooted in large-scale GovCon customer wins and expansion activity. Deltek was further benefited by the recovery in the professional services end market. Terrific job by Mike and the entire team at Deltek. Aderant, our legal software business, continues its momentum and market share gains. In addition, and encouragingly, their customers are beginning the journey of migrating to Aderant's cloud solutions. This will take many years for the entire customer base to migrate, but will result in increased customer intimacy and higher levels of recurring revenue. CliniSys and Data Innovations continued their long string of market share gains in the quarter. And CBORD grew based on strength in healthcare and, in particular, their higher education product offerings. Finally, our 2020 cohort of acquisitions continue to perform very well, both at Vertafore and EPSi. As we turn to the outlook for the balance of the year, we expect high single-digit organic growth for this segment based on strength in both our recurring and non-recurring revenue streams, a solid quarter here for sure. And with that, let's turn to our next slide. Turning to Page 10. Revenues in our Network segment were $459 million, up 5% on an organic basis and EBITDA margins were 42.5% in the quarter. Our software businesses in this segment, about 65% of the revenues were up 10% on an organic basis. This growth was broad-based among our software businesses and driven by organic recurring revenue growth of approximately 11%. At the business level, our Freight Match businesses, both in the U.S. and Canada, continue to be solid growers. As a reminder, our Freight Match networks are critical and necessary elements to help organize, interact and transact the trucking, shipping spot markets. Strength in our businesses have been on both sides of the network, brokers and carriers, but with particular strength in this quarter on the carrier side of the network. We also continue to see nice organic gains at ConstructConnect as our network enables commercial construction planning and bidding to occur in a more efficient and transparent manner. Foundry, our media and entertainment software business, which enables the combination of live action and computer-generated graphics to be combined into a single frame, recovered nicely in the quarter with particular strength in the mid-market. Importantly, we continue to see very strong customer retention levels across each and every one of our network software businesses. The strong growth in our software businesses was partially offset by project delays in our TransCore New York congestion pricing project. These delays are based on pending federal environmental approvals. While we all believe the federal approval will be granted, the approval process to complete our work is taking longer than originally anticipated. Conversely, TransCore tag demand appears to be normalizing for the balance of the year. As we look to our second half outlook, we expect to see high single-digit growth in this segment: the growth to be underpinned by strength in our network software businesses, which we expect to grow in the low double-digit range in the second half of the year. Based on the New York TransCore project pushing to the right, we now expect about $40 million of this project's revenue to push out of the second half of the year and into 2022. All in all, high single-digit organic increases in this segment for the balance of the year. Please turn to the next slide. As we turn to Page 11, revenues in our MAS segment were $397 million, up 7% on an organic basis. Organic growth in this segment, excluding Verathon, was north of 20%. EBITDA margins for the segment were 33.4% in the quarter. Verathon, coming off unprecedented demand for their intubation family of products a year ago, is roughly 40% larger today versus 2019. The momentum within this business continues given the larger installed base of intubation capital equipment, which enables recurring consumable pull-through volumes. In addition, Verathon continues to experience impressive growth within their bronchoscope product family and the recovery in their BladderScan ultrasound product group. EBITDA margins in the segment were lower due to Verathon's extraordinary prior year quarter and the associated margin benefit. Our other medical product businesses accelerated nicely in the quarter based on hospitals and hospital equipment OEMs resuming normal levels of activity. Demand at Neptune was very strong as well. The Northeast opened up and the balance of the country experienced normalizing levels of activity. Our industrial businesses were strong. As I mentioned in the opening, the strength was buoyed by improving consumables activity and solid returns to capital equipment spending. Our businesses within this segment have done a nice job navigating the difficult supply environment. In supply environments like the one we are in right now, our decentralized, highly nimble organization tends to perform quite well. This quarter was no exception. For the balance of the year, we expect double-digit growth for this segment. This is based on broadly improving conditions both in medical and industrial markets and easing prior year comps for Verathon. Now let's turn to our final segment, process tech. As we turn to Page 12, revenues in our process tech segment were $140 million, up 13% on an organic basis. EBITDA margins improved by over 500 basis points to 32.8% in the quarter. The short story here is we're seeing improving end market conditions across virtually every one of our businesses in this segment after nearly 2 years of declines. Our upstream oil and gas business has started to recover nicely. Cornell continues to perform well for us. This is partially based on market conditions, but also based on Cornell's product innovation as they're seeing very nice demand pickup for their IoT-connected pumping solutions. And finally at CCC, we're seeing the resumption of previously deferred projects and the demand for field services to come back online. Also, greenfield bidding activity is back in full swing, especially on an international basis. As we turn to the outlook for the balance of the year, we expect 20%-plus organic growth based on improving market conditions and continued easing comps. Now please turn to Page 14, and I'll highlight our increased guidance for 2021. Based on strong first half performance, improvement to our recurring revenue growth rates and improving market conditions, we are raising our full year adjusted DEPS to be in the range of $15 and $15.20 per share. Of note, our prior high-end DEPS guidance was $15, now the bottom end of our range. Also, we're increasing our guidance notwithstanding pushing roughly $40 million of the TransCore New York City project into next year, providing everyone a good sense of how strong the balance of our portfolio is performing. Our full year organic growth is expected to be 7% or a touch higher. This full year growth outlook implies low double-digit organic growth in the second half. Our tax rate should continue to be in the 21% to 22% range. For the third quarter, we're establishing adjusted DEPS guidance to be between $3.80 and $3.84. Now let's turn to our summary and get to your questions. Turning to Page 15 and our closing summary. This is a very strong quarter for our enterprise with software revenues growing on an organic basis, 9% in our Application Software segment and 10% for our software businesses in our NSS segment. In addition, the recovery pattern is characterized as gaining momentum and being broad, strength in product and software, strength in recurring and nonrecurring. We performed very well virtually every financial metric, growing 20% plus in revenue, EBITDA, DEPS and cash flow. EBITDA margins expanded by 110 basis points and free cash flow increased 30% to $409 million in the quarter. As promised, we continue to delever our balance sheet, reducing debt by $375 million in the quarter and by $1.4 billion since completing our 2020 acquisitions in Q4 of last year. As we look forward, positive momentum continues to build. Over the last decade, we have worked to improve the quality of our portfolio to be more software based, resulting in enterprise having higher levels of recurring revenue and being increasingly asset-light. In addition to having this improved quality within our business portfolio, we're seeing our recurring revenue growth rates improve from mid singles to high singles. Finally, our businesses will benefit from improving end market conditions. Given each of these: improved portfolio quality, improving recurring revenue growth rates and improving market conditions, we expect to see double-digit organic growth in the second half of the year. Also, our 2020 cohort of acquisitions continue to perform very well and solidly contribute to, and improve the quality of, our enterprise. Given all of these factors, we're increasing our outlook for the full year. Finally, while we continue to focus on deleveraging our balance sheet, we also remain committed to our long-term capital deployment strategy. To this end, our pipeline of M&A candidates is active, robust and has many high-quality opportunities. As our balance sheet becomes more offensive towards the end of the year, our active pipeline of M&A targets will enable us to resume capital deployment in our usual process-oriented and disciplined manner. And with that, let's turn to your questions.

Operator, Operator

We will now proceed to the question-and-answer segment of the call. Our first question is from Deane Dray at RBC Capital Markets. Please go ahead.

Deane Dray, Analyst

Good morning, everyone.

Neil Hunn, President and CEO

Good morning, Deane.

Rob Crisci, Executive Vice President and CFO

Good morning, Deane.

Deane Dray, Analyst

Maybe we can start on measurement and analytics. The issue is there were some weaknesses on the margin side. I know you mentioned supply chain; how much impact did that have from rising input costs? Also, concerning Verathon, there isn’t really a tough comparison. Unfortunately, it seems this latest COVID surge will put demand back for ventilators. So, are you prepared for that capacity? Let’s begin there, please.

Rob Crisci, Executive Vice President and CFO

Yes, sure. Good morning, Deane. Yes, on margins, really, it's driven by Verathon and just that exceptional quarter last year. And so with the decline this year, a little bit lower. There's certainly some supply chain things going on everywhere like every other company, not really a meaningful impact for us. And I'll let Neil talk about the Verathon question.

Neil Hunn, President and CEO

Yes, to reiterate what Rob mentioned, the margin pressure is primarily due to Verathon’s remarkable performance last year, which led to a decrease this year as expected. Regarding capacity, the company is in a solid position. Last year, they ramped up operations in an unprecedented manner, and looking back, we are impressed by their capability. Additionally, for Verathon, demand was influenced partly by ventilators, but largely by anesthesiologists and intubation practitioners who prefer to maintain distance during general surgeries compared to traditional direct intubation, which requires visualizing the vocal cords closely. Our product enables this distance, which is less about ventilator demand and more about a more efficient method of intubation. We believe that the percentage of intubations conducted with video assistance now compared to 2018 or 2019 is significantly higher and should provide a lasting advantage for the business.

Deane Dray, Analyst

Great. And then just second question for us is the deleveraging, which has been happening faster. I know the target has been to get to the mid-3x leverage, and it looks like you could be there next quarter. And notably, you talked about back playing offense. Can you talk about the funnel? It's interesting you're using a new data point of just sizing the funnel at $150 billion as opposed to talking about the number of potential assets. So just flesh out what the funnel looks like and the assumption that you could be getting to that mid-3 sooner than originally projected. Thanks.

Neil Hunn, President and CEO

Yes. Regarding the leverage to achieve our goals, when we completed the larger transactions last year, we anticipated being in a position to engage in mergers and acquisitions towards the end of this year and into early next year. I believe we are on the right path, possibly a bit ahead of schedule, thanks to remarkably strong cash flow in the fourth quarter, first quarter, and second quarter. In terms of our pipeline, there is a lot of promising potential. However, in my ten years here, there has always been great potential opportunities available at any time. It is important to remember that we conduct substantial preliminary work well in advance of any assets being officially for sale. For instance, with Vertafore, we engaged with Amy and her team 18 months prior to our acquisition of the company. This year, we have been actively laying the groundwork to prepare us for deploying capital late this year and into the next year.

Deane Dray, Analyst

That’s helpful. Thank you.

Neil Hunn, President and CEO

Thank you.

Operator, Operator

The next question comes from Christopher Glynn from Oppenheimer. Please go ahead.

Christopher Glynn, Analyst

Yes, thanks. Good morning.

Neil Hunn, President and CEO

Good morning.

Christopher Glynn, Analyst

Curious about Aderant's share gain, that's been going on for some time. Just curious how you see the duration on that dynamic.

Neil Hunn, President and CEO

I appreciate the question about Aderant, a business we don't often discuss. Deane, Chris, Raphael, and the entire team have done an outstanding job. Aderant's success stems from a strong leadership team, a favorable market, and an excellent product, supported by our long-term success-focused government system. We've been gaining market share from our main competitor since acquiring the business. There are only a few years of decisions left for large law firms regarding their enterprise systems, but we've known this would come to a head around 2023 or 2024. Aderant is actively improving its product offerings and cloud solutions. We made a few strategic acquisitions to address the gap in growth rates from a few years ago. We believe Aderant will easily move past any challenges due to its robust product portfolio, cloud migration, and the long-term planning and execution of the team.

Christopher Glynn, Analyst

Thanks. A lot of information there. And just curious if there's any particular second half mix dynamics across the segment we should be mindful of.

Rob Crisci, Executive Vice President and CFO

Not really. I think we laid out each of the segments and what we see for organic for the second half. It's really great results we're expecting. And Q3 and Q4, relatively similar margin dynamics. The leverage, as you know, as the businesses start to grow, especially the industrial and the processing, is always very strong on the rebound. And then the software businesses are always strong no matter where you are in any sort of a cycle. So we feel really good about the second half.

Christopher Glynn, Analyst

Sounds good. Thanks, guys.

Neil Hunn, President and CEO

Thank you, Chris.

Operator, Operator

The next question comes from Allison Poliniak from Wells Fargo. Please go ahead.

Allison Poliniak, Analyst

Hey, guys, good morning.

Neil Hunn, President and CEO

Good morning.

Allison Poliniak, Analyst

I want to focus on the Application Software segment. I anticipate a strong outlook in the second half with high single-digit organic growth. However, I'm curious about how both recurring and non-recurring revenue are performing, especially since non-recurring revenue is starting to see growth. How should we consider these dynamics in the second half, particularly with what I believe will be easier comparisons on the non-recurring side? Do you have any insights on this?

Neil Hunn, President and CEO

Yes. I think so, Allison. Let me tackle that sort of recurring and non-recurring broadly in Application Software. And if I don't exactly land in your question, then circle back to us on that. So the second half for organic recurring is strong, right? The dynamic there is that in the middle of COVID, recurring was more, generally speaking, across our enterprise, mid singles, it's ticking up to high singles. The reason for that is twofold. One is that you have more additions, product and customer additions today, both perpetual and SaaS related that drives recurring. But then also, you have our software businesses that were most negatively impacted by COVID now coming out of the ditch. Think of like in Application Software, think of CBORD for instance. So not only did they have good bookings performance in the quarter, but they saw a bit of a tick up in their transactional revenue stream in Q2. And that will continue even more in Q3 and Q4 as kids get more on campuses and K-12 and higher education.

Allison Poliniak, Analyst

No, that's helpful. That's helpful. And kind of a similar dynamic with Measurement & Analytical, businesses like Neptune, you noted some recovery there. Is there a way to kind of say relative to what you would think is normal there in terms of that volume? Are we far off of it? Are we kind of there? Or a little bit above? Just trying to sense of any pent-up demand that's coming out of that.

Neil Hunn, President and CEO

In Neptune, we are returning to a more typical situation. We believe that 2021 revenue will be roughly equivalent to 2019, possibly slightly higher. For actual activities, June was their highest bookings month ever. The current momentum is strong. However, we don't anticipate that this will continue at the same level for the rest of the year; we expect things to normalize as the Northeast reopens. Canada is not fully open yet, but we anticipate it will start to come online in the third and fourth quarters, which gives an idea of the situation at Neptune.

Rob Crisci, Executive Vice President and CFO

And I'll just add to that, as you talk about MAS, you also have the medical products businesses that aren't Verathon, right, that were impacted negatively throughout COVID. Those are now really rebounding very strongly, and that's just beginning as we're getting to sort of more normalized world in the medical world outside of the Verathon issue.

Allison Poliniak, Analyst

Perfect. Thanks. I’ll pass it on.

Neil Hunn, President and CEO

Thank you.

Operator, Operator

The next question comes from Julian Mitchell from Barclays.

Julian Mitchell, Analyst

Just wanted to circle back firstly on the software businesses. Neil, you talked about, I think, there was obviously the cyclical aspect to an extent of the recurring revenue growth profile improving. Also sounds though like as if there's something more structural going on in driving that. So maybe help us understand what those aspects might be. I know your R&D to sales has gone up substantially in recent years. And also then within application. Just give us some update on Vertafore's performance relative to expectations on accretion and returns.

Neil Hunn, President and CEO

Sure. Let's address the recurring revenue topic. Aside from the short-term trends of mid to high single-digit growth in recurring revenue, the main factor driving this is the transition to the cloud. Most of our network businesses are already delivered through cloud solutions. In terms of our application businesses, Deltek is making progress, Aderant is just beginning, and PowerPlan and CBORD are also starting their transitions. It’s important to note that our customers are leading this change, and completing this migration may take 5 to 10 years, or possibly longer. However, as we transition customers from maintenance fees to cloud services, we’re boosting our recurring revenue growth significantly. Regarding Vertafore, it remains a strong business. As we highlighted during our acquisition, it generates over 90 percent of its revenue from recurring sources and is performing as expected. Q2 results exceeded our initial projections, and overall financial performance is on target. Amy and her team have successfully secured significant new clients, including the largest deal in the market since our acquisition, which is promising. The customer base values the stable ownership of Roper, especially compared to frequent changes seen with private equity. While it’s still early, the initial results are certainly promising.

Julian Mitchell, Analyst

And then just my follow-up around Measurement & Analytical Solutions. It was touched on a little bit earlier, but the margin, obviously, you had sort of 300 bps of year-on-year pressure in Q2 on that margin line. Just wondered what's baked into the second half guidance on margins year-on-year in that segment. I think last second half, they were sort of 34.5% roughly. Just wondered where you think this second half shakes out in those margins relative to that.

Rob Crisci, Executive Vice President and CFO

Yes. So in our guide, we're assuming a little bit lower than that because you still had Verathon very, very strong in the third quarter and then fourth quarter was more normalized. So we have built in the guidance a little bit down from last year, but better than Q2 from a year-over-year fee standpoint.

Neil Hunn, President and CEO

Yes. It's principally Verathon we baked in a little supply chain pressure.

Operator, Operator

The next question comes from Joe Giordano from Cowen.

Joseph Giordano, Analyst

So capping like a weird world here, I guess, we continue to be where markets are at high as rates keep pushing lower and everyone kind of scrambling to transact deals with really good balance sheets. So I'm just curious, when you talk about the funnel, have you seen kind of increased pressure in competition just because of the nature of where liquidity is and where rates are?

Neil Hunn, President and CEO

We haven't been actively bidding on a significant number of assets during this period as we've been focused on reducing our debt. Therefore, I can't provide specific details about any deals we've made. However, I can share insights on what we're observing with other companies and transactions taking place. In the last quarter, particularly since the beginning of the year, the valuations of the assets we've reviewed appear to have slightly decreased. They seem to have improved somewhat, whether that be slight moderation or remaining flat, but they are definitely not on the rise, which has been the trend since around 2013 or 2014. This may indicate a positive outlook, but we will have more clarity once we actively engage in the market and start bidding later this year into next year.

Joseph Giordano, Analyst

And then just a question on the New York project. This is kind of an initial foray into this type of work for big cities. Do you think that the amount of regulatory problems that this has had makes it less likely that other cities try to explore this? Or is the revenue potential for something like this outweigh that from the point of view of like the city leaders?

Neil Hunn, President and CEO

Well, first, I'd say I wouldn't characterize this as a regulatory problem. I would characterize it as a regulatory process that has slowed down the project. And so it's not as though people are saying, no, it's just a process that takes time. We all believe, by the way, that the federal approval will occur. At the end of the day, it's an environmental approval, and this is about reducing cars and congestion and pollution in New York, right? So it is an environmental-friendly exercise. I think this is just the first in the United States. I think MTA in New York is sort of carving out what this looks like and sort of setting an expectation for the other cities in the U.S. that will eventually follow suit. So no, I don't think it will slow things down. If anything, it might speed it up because I know the road bumps are sort of well understood now.

Operator, Operator

The next question comes from Steve Tusa from JPMorgan.

Stephen Tusa, Analyst

I have a question about Vertafore and the acquisition contributions at A&S. Last quarter, it was around 39%, and this quarter it decreased to 38%. Is there any seasonal revenue volatility at Vertafore? It's only about $10 million, but there's also EPSi and possibly another smaller contribution. Do those revenues show any seasonality?

Rob Crisci, Executive Vice President and CFO

Vertafore's first quarter is typically its strongest due to seasonality, and you're correct that the difference is only a few million dollars. The integration of the EPSi acquisition with Strata is progressing very well. Some customers are opting for Strata instead of EPSi, which is encouraging as the integration develops. This choice could result in a few million dollars in revenue for Strata rather than EPSi. Overall, both acquisitions are aligned with our projections, as Neil noted.

Stephen Tusa, Analyst

Got it. And then just lastly, could you just remind us of anything seasonally on free cash flow? This year is kind of unusual, or maybe it's not, with the first quarter being strong and the second quarter kind of giving back a little bit sequentially. Anything in the second half moving mechanically around seasonally? How do we think about kind of the sequential for free cash?

Rob Crisci, Executive Vice President and CFO

Sure. The second quarter always includes two federal tax payments, making it our lowest conversion quarter. However, we gained from the Vertafore tax attribute, which offset the payroll tax challenge we mentioned last quarter. When you balance those two, there was about a $40 million benefit in the second quarter. For the second half of the year, those factors will cancel each other out, resulting in no net benefit or hindrance. Thus, for Q3 and Q4, the conversion should return to our usual rates, which is over 80% when comparing EBITDA to free cash flow.

Stephen Tusa, Analyst

Okay. Got it. So like is there a number like so $1.9 billion for the year or something like that in cash?

Rob Crisci, Executive Vice President and CFO

Yes. I think 80% EBITDA to free cash flow conversion in the second half is kind of what we're expecting, and you can do the math.

Operator, Operator

The next question comes from Alex Blanton from Clear Harbor Asset Management.

Alexander Blanton, Analyst

Nice quarter, it's great. Could you comment on CBORD, what it looks like for the fall with universities getting back into operation in a more normal way?

Neil Hunn, President and CEO

Yes. So I need to talk about CBORD. They had a great quarter. The bookings activity in the quarter was just fantastic. The vast majority of the bookings activity in the quarter was in higher education. So you see these universities really preparing to ramp up. It's a combination of integrated security platforms and the payments platform. And as you know, we have integration with the iPhone now for access to the campuses. And so they're certainly preparing, and it was just a great bookings quarter on that front for CBORD.

Operator, Operator

The next question comes from Rob Mason from Baird.

Robert Mason, Analyst

Could you clarify how the revenue from the MTA project will be divided between the first and second half of the year? We initially expected around $100 million for the year, but it seems that estimate has now decreased to $60 million. How will that $60 million be allocated in the first and second halves?

Neil Hunn, President and CEO

Happy to do it. Rob?

Rob Crisci, Executive Vice President and CFO

Sure. We generated around $35 million in the first half, and we are projecting approximately 25% for the second half, with a fairly even distribution between Q3 and Q4. The project is ongoing, but overall progress is slowing. We are actively working on it, and while a quick change could accelerate the process, this is our current assumption for modeling purposes.

Robert Mason, Analyst

Okay. So, we are assuming that the installation will be completed next year?

Neil Hunn, President and CEO

That's the working assumption.

Robert Mason, Analyst

Yes. Just a second question. Neil, you had spoken about the freight matching business, DAT, and that continues to be a very dynamic space. And you obviously have a very strong legacy position there. But I'm just curious if you could speak to how you're evolving the product given the way the market is evolving in that space and some of the things you've done or maybe what you're contemplating for future investments around that business.

Neil Hunn, President and CEO

Yes, I appreciate the question. You're right. It's a wonderful business and a fantastic space that holds a 3 to 4 times relative market share advantage over our main competitor. We have a significant scale advantage in the Freight Match spot market for freight in North America. It operates as a marketplace, functioning as a two-sided network where both carriers and brokers pay for services. There is clear value for both sides. A key development in this space is that brokers are increasingly leveraging technology to improve their operations. The goal is to connect shipments with fewer calls, moving towards full automation. This dynamic is reminiscent of our operations in life insurance and similar to what Vertafore aims for, which is how to empower agencies with technology. DAT's product roadmap is focused on this exact objective. On one end, we have those who will manage a lot of this independently, while on the other, there are countless brokers who will utilize our technology to facilitate this process. This contributes significantly to the strength of the market today and enhances our business. We anticipate that as we organize the spot market more efficiently, reducing friction costs in matching loads, the spot market will increasingly compete against the much larger contracted market. We believe this will lead to a permanent shift in market share towards the spot market, ultimately benefiting our business and the brokers involved. We are very optimistic about this for the long term.

Robert Mason, Analyst

Is there the need to stretch back to the shipper, the origination side, for this business?

Neil Hunn, President and CEO

We completed an acquisition last year that collaborates with shippers to analyze volumes, rates, and pricing. We now offer an integrated solution that facilitates pricing between the contracted and spot markets. This has led to a strengthening relationship with shippers. However, brokers continue to add significant value in this process. The relationship will remain primarily between shippers, brokers, and carriers, but it will evolve to become more automated and streamlined.

Operator, Operator

This concludes our question-and-answer session. We will now turn the call back to Zack Moxcey for any closing remarks.

Zack Moxcey, Vice President, Investor Relations

Thank you, everyone, for joining us today, and we look forward to speaking with you during our next earnings call.

Operator, Operator

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.