Delaware
|
|
000-31648
|
|
74-2806888
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
ID
Number)
|
4601
College Boulevard, Suite 300
Leawood,
Kansas
|
|
66211
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
|
(c)
|
Exhibits
|
Exhibit
99.1 - Press Release dated April 25,
2006
|
|
||
Euronet Worldwide, Inc. | ||
|
By:
|
/S/
Rick L. Weller
|
|
|
Rick
L. Weller
|
|
|
Chief
Financial Officer
|
News
Release
|
||||
For
Immediate Release
|
Date:
April 25, 2006
|
|||
Media
Contact:
Investor
Relations (US):
|
Shruthi
Dyapaiah
IR
Dept
|
1-913-327-4225
1-913-327-4200
|
sdyapaiah@euronetworldwide.com
investor@euronetworldwide.com
|
|
·
|
Consolidated
revenues of $147.0 million, compared to $117.2 million for the
first
quarter 2005.
|
·
|
Adjusted
EBITDA of $21.0 million, compared to $16.8 million for the first
quarter
2005.
|
·
|
Operating
income of $12.3 million, compared to $10.5 million for the first
quarter
2005.
|
·
|
Net
income of $9.4 million, or $0.24 diluted earnings per share,
compared to
net income for the first quarter 2005 of $3.6 million, or $0.10
per share.
|
·
|
In
accordance with Statement of Financial Accounting Standards No.
123R
(“SFAS 123R”), which the Company retroactively adopted on January 1, 2006,
share-based compensation expense was $1.9 million, compared to
$1.3
million for the first quarter 2005.
|
·
|
The
first quarter 2006 net income included a foreign exchange gain
of $1.6
million. Excluding this gain and the share-based compensation
expense
noted above, diluted earnings per share were
$0.25, or $10.5 million,
for the first quarter 2006. The first quarter 2005 net income
included a
foreign exchange loss of $2.8 million; excluding this loss and
the
share-based compensation expense noted above, diluted earnings
per share
were $0.21, or $7.8 million.
|
·
|
First
quarter 2006 revenues of $29.9 million, compared to $23.9 million
for the
first quarter 2005.
|
·
|
First
quarter 2006 Adjusted EBITDA of $10.4 million, compared to $8.1
million
for the first quarter 2005.
|
·
|
First
quarter 2006 operating income of $7.4 million, compared to $5.6
million
for the first quarter 2005.
|
·
|
Transactions
processed in the first quarter 2006 were 103.1 million, compared
to 77.3
million transactions in the same period last
year.
|
·
|
First
quarter 2006 revenues of $111.0 million, compared to the $89.4
million
reported for the first quarter 2005.
|
·
|
First
quarter 2006 Adjusted EBITDA of $12.3 million, compared to $10.1
million
reported in the first quarter 2005.
|
·
|
First
quarter 2006 operating income of $9.0 million, compared to $7.8
million
for the first quarter 2005.
|
·
|
Transactions
processed in the first quarter 2006 were 96.4 million, compared
to 67.2
million transactions in the first quarter
2005.
|
·
|
First
quarter 2006 revenues of $6.1 million, compared to the $3.9 million
reported for the first quarter
2005.
|
·
|
First
quarter 2006 Adjusted EBITDA of $0.8 million compared to the $1.2
million
reported for the first quarter
2005.
|
·
|
First
quarter 2006 operating income of $0.4 million compared to the $0.9
million
reported for the first quarter
2005.
|
EURONET
WORLDWIDE, INC.
|
||||||||||
Consolidated
Statement of Income
|
||||||||||
(unaudited
- in thousands, except per share data)
|
||||||||||
Three
Months Ended
|
||||||||||
March
31,
|
||||||||||
2006
|
2005
*
|
|||||||||
Consolidated
Statements of Income Data:
|
||||||||||
Revenues:
|
||||||||||
EFT
Processing Segment
|
$
|
29,868
|
$
|
23,889
|
||||||
Prepaid
Processing Segment
|
110,961
|
89,381
|
||||||||
Software
Solutions Segment
|
6,141
|
3,936
|
||||||||
Total
|
146,970
|
117,206
|
||||||||
Operating
expenses:
|
||||||||||
Direct
operating costs
|
101,353
|
82,372
|
||||||||
Salaries
and benefits
|
18,034
|
13,204
|
||||||||
Selling,
general and administrative
|
8,436
|
6,138
|
||||||||
Depreciation
and amortization
|
6,819
|
5,025
|
||||||||
Total
operating expenses
|
134,642
|
106,739
|
||||||||
Operating
income
|
12,328
|
10,467
|
||||||||
Other
income (expenses):
|
||||||||||
Interest
income
|
2,722
|
1,207
|
||||||||
Interest
expense
|
(3,597
|
)
|
(1,588
|
)
|
||||||
Income
from unconsolidated affiliates
|
171
|
245
|
||||||||
Foreign
exchange gain (loss), net
|
1,558
|
(2,842
|
)
|
|||||||
Total
other expense, net
|
854
|
(2,978
|
)
|
|||||||
Income
from continuing operations before
|
||||||||||
income
taxes and minority interest
|
13,182
|
7,489
|
||||||||
Income
tax expense
|
(3,570
|
)
|
(3,830
|
)
|
||||||
Minority
interest
|
(261
|
)
|
(88
|
)
|
||||||
Net
Income
|
$
|
9,351
|
$
|
3,571
|
||||||
Earnings
per share - diluted:
|
||||||||||
Earnings
per Share
|
$
|
0.24
|
$
|
0.10
|
||||||
Diluted
weighted average shares outstanding
|
42,263,210
|
36,099,360
|
||||||||
*Adjusted
to include the retroactively applied effects of SFAS
No.
|
||||||||||
123R
share-based compensation
expense.
|
EURONET
WORLDWIDE, INC.
|
|||||||
Consolidated
Summary Balance Sheets
|
|||||||
(unaudited
- in thousands)
|
|||||||
As
Of
|
As
Of
|
||||||
March
31,
|
December
31,
|
||||||
2006
|
2005
*
|
||||||
ASSETS
|
|||||||
Current
assets:
|
|||||||
Cash
and cash equivalents
|
$
|
223,735
|
$
|
219,932
|
|||
Restricted
cash
|
75,958
|
73,942
|
|||||
Inventory
- PINs and other
|
22,940
|
25,595
|
|||||
Trade
accounts receivable, net of allowance for doubtful accounts
|
145,360
|
166,451
|
|||||
Other
current assets, net
|
29,522
|
23,023
|
|||||
Total
current assets
|
497,515
|
508,943
|
|||||
Property
and equipment, net
|
50,400
|
44,852
|
|||||
Goodwill
and intangible assets, net
|
320,988
|
317,919
|
|||||
Other
assets, net
|
21,774
|
22,638
|
|||||
Total
assets
|
$
|
890,677
|
$
|
894,352
|
|||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||
Current
liabilities:
|
|||||||
Accounts
payable and other current liabilities
|
$
|
272,513
|
$
|
298,999
|
|||
Current
portion of capital lease obligations and short-term borrowings
|
22,295
|
28,324
|
|||||
Total
current liabilities
|
294,808
|
327,323
|
|||||
Obligations
under capital leases, excluding current installments
|
14,531
|
12,229
|
|||||
Deferred
income tax
|
24,291
|
25,157
|
|||||
Debt
obligations
|
318,381
|
315,000
|
|||||
Other
long-term liabilities
|
2,045
|
1,161
|
|||||
Minority
interest
|
6,961
|
7,129
|
|||||
Total
liabilities
|
661,017
|
687,999
|
|||||
Stockholders'
equity
|
229,660
|
206,353
|
|||||
Total
liabilities and stockholders' equity
|
$
|
890,677
|
$
|
894,352
|
|||
*
Adjusted to include the retroactively applied effects of SFAS
No.
|
|||||||
123R
share-based compensation
expense.
|
EURONET
WORLDWIDE, INC.
|
|||||||||||||
Reconciliation
of Net income to Adjusted EBITDA by Segment
|
|||||||||||||
(unaudited
- in millions)
|
|||||||||||||
Three
Months Ended March 31, 2006
|
|||||||||||||
EFT
|
Prepaid
|
Software
|
|||||||||||
Processing
|
Processing
|
Solutions
|
Consolidated
|
||||||||||
Net
income
|
$
|
5.0
|
$
|
7.7
|
$
|
0.4
|
$
|
9.4
|
|||||
Add:
Income tax
|
1.8
|
1.9
|
-
|
3.6
|
|||||||||
Add:
Interest expense
|
0.6
|
0.4
|
-
|
3.6
|
|||||||||
Add:
Loss from unconsolidated subs
|
0.2
|
-
|
-
|
-
|
|||||||||
Add:
Minority Interest share in income
|
-
|
0.3
|
-
|
0.3
|
|||||||||
Less:
Foreign exchange gain
|
-
|
-
|
-
|
(1.6
|
)
|
||||||||
Less:
Income from unconsolidated subs
|
-
|
(0.4
|
)
|
-
|
(0.2
|
)
|
|||||||
Less:
Minority Interest share in losses
|
(0.1
|
)
|
-
|
-
|
-
|
||||||||
Less:
Interest income
|
(0.1
|
)
|
(1.0
|
)
|
-
|
(2.7
|
)
|
||||||
Rounding
and other
|
-
|
0.1
|
-
|
(0.1
|
)
|
||||||||
Subtotal:
Operating income
|
7.4
|
9.0
|
0.4
|
12.3
|
|||||||||
Add:
Depreciation and amortization
|
2.9
|
3.4
|
0.4
|
6.8
|
|||||||||
Add:
Share-based compensation
|
-
|
-
|
-
|
1.9
|
|||||||||
Rounding
and other
|
0.1
|
(0.1
|
)
|
-
|
-
|
||||||||
Earnings
before interest, taxes, depreciation,
|
|||||||||||||
amortization,
and share-based
|
|||||||||||||
compensation
(Adjusted EBITDA)
|
$
|
10.4
|
$
|
12.3
|
$
|
0.8
|
$
|
21.0
|
|||||
EURONET
WORLDWIDE, INC.
|
|||||||||||||
Reconciliation
of Net income to Adjusted EBITDA by Segment
|
|||||||||||||
(unaudited
- in millions)
|
|||||||||||||
|
|||||||||||||
Three
Months Ended March 31, 2005
*
|
|||||||||||||
|
EFT
|
Prepaid
|
Software
|
||||||||||
|
Processing
|
Processing
|
Solutions
|
Consolidated
|
|||||||||
Net
income
|
$
|
4.0
|
$
|
6.3
|
$
|
0.9
|
$
|
3.6
|
|||||
Add:
Income tax
|
1.1
|
2.4
|
-
|
3.8
|
|||||||||
Add:
Interest expense
|
0.6
|
0.2
|
-
|
1.6
|
|||||||||
Add:
Minority Interest
|
-
|
-
|
-
|
0.1
|
|||||||||
Add:
Foreign exchange loss
|
-
|
-
|
-
|
2.8
|
|||||||||
Less:
Income from unconsolidated subs
|
-
|
(0.1
|
)
|
-
|
(0.2
|
)
|
|||||||
Less:
Interest income
|
-
|
(0.9
|
)
|
-
|
(1.2
|
)
|
|||||||
Rounding
and other
|
(0.1
|
)
|
(0.1
|
)
|
-
|
-
|
|||||||
Subtotal:
Operating income
|
5.6
|
7.8
|
0.9
|
10.5
|
|||||||||
Add:
Depreciation and amortization
|
2.5
|
2.2
|
0.3
|
5.0
|
|||||||||
Add:
Share-based compensation
|
0.1
|
-
|
-
|
1.3
|
|||||||||
Rounding
and other
|
(0.1
|
)
|
0.1
|
-
|
-
|
||||||||
Earnings
before interest, taxes, depreciation,
|
|||||||||||||
amortization,
and share-based
|
|||||||||||||
compensation
(Adjusted EBITDA)
|
$
|
8.1
|
$
|
10.1
|
$
|
1.2
|
$
|
16.8
|
|||||
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based
|
|||||||||||||
compensation
expense.
|
EURONET
WORLDWIDE, INC.
|
|||||||
Reconciliation
of Net Income Excluding FX, Share-Based Compensation and Retirement
of
Debt
|
|||||||
(unaudited
- in millions, except share and per share data)
|
|||||||
Three
months ended
|
|||||||
March
31,
|
|||||||
2006
|
2005
*
|
||||||
Net
income
|
$
|
9.4
|
$
|
3.6
|
|||
Convertible
debt issuance costs (1)
|
0.2
|
-
|
|||||
Interest
on convertible debt (1)
|
0.6
|
-
|
|||||
Earnings
applicable for common shareholders
|
10.2
|
|
3.6
|
||||
Foreign
exchange loss (gain)
|
(1.6
|
)
|
2.8
|
||||
Share-based
compensation
|
1.9
|
1.3
|
|||||
Rounding
|
-
|
0.1
|
|||||
Earnings
applicable for common shareholders before
|
|||||||
foreign
exchange gains/losses, share-based compensation,
|
|||||||
discontinued
operations loss and early retirement of debt losses
|
$
|
10.5
|
$
|
7.8
|
|||
Adjusted
earnings per share - diluted (2)
|
$
|
0.25
|
$
|
0.21
|
|||
Diluted
weighted average shares outstanding (1)
|
42,263,210
|
36,099,360
|
|||||
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based compensation expense.
|
(1) |
As
required by GAAP, convertible debt issuance and interest costs
are
excluded from income for the purpose of calculating diluted
|
earnings
per share for any period when the convertible debentures, if converted,
would be dilutive to earnings per share.
|
|
Further,
the convertible shares are treated as if all were outstanding for
the
period.
|
|
(2) |
Adjusted
income per share is a non-GAAP measure that should be considered
in
addition to, and not as a substitute for, earnings
|
per
share computed in accordance with GAAP.
|