UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO SECTION 13 or 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (date of earliest event reported):
October
24, 2006
Euronet
Worldwide, Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
001-31648
|
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)
|
Registrant’s
Telephone Number, including area code: (913) 327-4200
N/A
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
¨
|
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))
|
ITEM
2.02. Results of Operations and Financial Condition
On
October
24, 2006, Euronet Worldwide, Inc. issued a press release to announce its
financial results for the third quarter ended September 30, 2006. The press
release is attached hereto as Exhibit 99.1.
The
information in this Current Report, including without limitation Exhibit 99.1,
is being furnished and shall not be deemed “filed” for the purposes of Section
18 of the Securities Exchange Act of 1934, or otherwise subject to the
liabilities of that Section. The information in this Current Report shall not
be
incorporated by reference into any registration statement or other document
filed pursuant to the Securities Act of 1933, except as shall be expressly
set
forth by specific reference in such a filing.
ITEM
9.01. Financial Statements and Exhibits
|
(c)
|
Exhibits |
|
Exhibit
99.1 - Press Release dated October 24,
2006
|
2
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
Euronet
Worldwide, Inc.
|
||
| |
|
|
| By: | /s/ Rick L. Weller | |
|
Rick
L. Weller
|
||
|
Chief
Financial Officer
|
||
Date:
October 24, 2006
3
 |
News
Release
|
|||
|
Corporate
Headquarters
|
For
Immediate Release
|
Date:
October 24, 2006
|
||
|
4601
College Boulevard, Suite 300
Leawood,
Kansas 66211 USA
+1-913-327-4200
|
||||
|
Media
and Investor
Relations
Contact:
|
Shruthi Dyapaiah | 1-913-327-4225 | sdyapaiah@euronetworldwide.com | |
Euronet
Worldwide Reports Third Quarter 2006 Financial Results
LEAWOOD,
KANSAS, USA—October 24, 2006—Euronet
Worldwide, Inc. (NASDAQ: EEFT), a leading electronic payments provider, today
announced its third quarter 2006 financial results.
Euronet’s
third quarter 2006 financial highlights included:
|
l
|
Consolidated revenues of $161.7 million, compared to $137.4 million for the third quarter 2005. |
|
l
|
Adjusted EBITDA of $22.5 million, compared to $19.6 million for the third quarter 2005. |
|
l
|
Operating income of $13.1 million, compared to $12.6 million for the third quarter 2005. |
|
l
|
Net
income of $10.4 million, or $0.26 diluted earnings per share, compared
to
net income for the third quarter 2005 of $8.9 million,
or $0.23 per share.
|
|
l
|
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 $2.0 million for the third quarter 2006, compared to $1.3 million for the third quarter 2005. |
|
l
|
The third quarter 2006 net income included a foreign exchange gain of $1.1 million; excluding this gain and the share-based compensation expense noted above, diluted earnings per share were $0.28. The third quarter 2005 net income included a foreign exchange gain of $0.9 million; excluding this gain and the share-based compensation expense noted above, diluted earnings per share were $0.24. |
Segment
and Other Results
The
EFT Processing Segment’s third quarter 2006 highlights
included:
|
l
|
Revenues
of $33.2 million, compared to $26.3 million for the third quarter
2005.
|
|
l
|
Adjusted
EBITDA of $11.4 million, compared to $8.8 million for the third quarter
2005.
|
|
l
|
Operating
income of $8.2 million, compared to $6.6 million for the third quarter
2005.
|
|
l
|
Transactions
processed of 119.1 million,
compared to 94.4 million transactions for the third quarter
2005.
|
The
year-over-year increases in revenue, operating income and Adjusted EBITDA were
primarily attributable to a 24% increase in ATMs under management together
with
transaction growth from those ATMs and from business acquisitions completed
after the third quarter 2005; Euronet Card Services Greece (formerly
Instreamline) was acquired in the fourth quarter 2005, and on December 31,
2005
the Company increased its ownership in Europlanet, a Serbian ATM and card
processing business, from a less than wholly-owned to a wholly-owned
position.
The
EFT
Segment completed the quarter with 8,491 ATMs owned or operated compared to
6,841 ATMs at the end of the third quarter 2005. Euronet owns and/or operates
ATMs in Hungary, Poland, Germany, Croatia, the Czech Republic, the United
Kingdom, Greece, Romania, Slovakia, Albania,
Serbia, Montenegro, Ukraine, India and China.
The
Prepaid Processing Segment’s
third quarter 2006 highlights included:
|
l
|
Revenues
of $121.2 million, compared to $107.7 million reported for the
third
quarter 2005.
|
|
l
|
Adjusted
EBITDA of $12.5 million,
compared to $12.5 million reported in the third quarter 2005.
|
|
l
|
Operating
income of $8.8 million, compared to $9.2 million for the third quarter
2005.
|
|
l
|
Transactions processed were 121.9 million, compared to 94.6 million transactions in the third quarter 2005. |
The
Prepaid Processing Segment’s results, excluding the money transfer business, for
the third quarter 2006 compared to the second quarter 2006
included:
|
l
|
Revenues
of $120.3 million, compared to $113.4 million in the second quarter
2006.
|
|
l
|
Operating
income of $9.7 million, compared to $8.7 million in the second
quarter
2006.
|
The
Segment’s third quarter year-over-year revenue improvement was the result of
continued transaction growth across all markets. Adjusted EBITDA and operating
income were affected in the third quarter 2006 by continued investments in
the
Company’s growing money transfer business and the impact of the expiration of a
preferential exclusivity commission arrangement with a Spanish mobile operator,
as reported in the second quarter. These two factors are masking growth in
other
areas of the Prepaid Segment.
If
the
Spanish prepaid and money transfer businesses were excluded from the Prepaid
Segment’s quarterly results for both 2005 and 2006, revenues and operating
income would have improved 19% and 23%, respectively, for the three months
ended
September 30, 2006. These improvements are the result of increases in terminals,
transaction growth and the offering of additional products in the countries
where Euronet processes prepaid transactions.
If
the
money transfer business was excluded from the Segment’s 2006 quarterly results,
third quarter 2006 revenue would have grown sequentially by 6% compared to
second quarter 2006 revenues, as a result of continued transaction growth across
all markets. Operating income for the same periods would have increased 11%
as a
result of transaction growth together with a sequential improvement in the
profitability of the Spanish prepaid business. During the third quarter 2006,
the Spanish prepaid business partially offset the impact of the preferential
exclusivity commission expiration that occurred in the second quarter 2006
by
adjusting retailer commission rates and through increased sales of mobile phone
content of the other two mobile operators in Spain.
The
Prepaid Processing Segment processes electronic point-of-sale prepaid
transactions at more than 265,000 point-of-sale terminals across approximately
157,000
retailer locations in Europe, Asia Pacific, Africa and the U.S. As previously
announced, the Company intends to expand its Prepaid Processing Segment both
domestically and internationally through internal sales and promotional efforts
as well as, if appropriate, acquisitions.
The
Software Solutions Segment’s
third quarter 2006 highlights included:
|
l
|
Revenues
of $7.3 million,
compared to the $3.4 million reported for the third quarter
2005.
|
|
l
|
Adjusted
EBITDA of $1.5 million, compared to the $1.2 million reported for
the
third quarter 2005.
|
|
l
|
Operating
income of $1.0 million, compared to the $1.0 million reported for
the
third quarter 2005.
|
The
change
in results year-over-year was primarily due to the acquisition of Essentis
in
January 2006.
Corporate
and Other had
$4.9
million of operating expenses for the third quarter 2006, compared to $4.2
million in the third quarter 2005. Share-based compensation expense, as required
by the adoption of SFAS 123R, included in Corporate and Other amounted to $1.9
million for the third quarter of 2006, compared to $1.3 million in the third
quarter 2005. All other expenses were $3.0 million
for the third quarter 2006, compared to $2.9 million in the third quarter 2005.
The increase in share-based compensation is primarily due to the required use
of
more accelerated expensing for performance-based awards.
Combining
all segments, transactions processed in the third quarter 2006 were 241.0
million compared to 189.0 million processed in the third quarter
2005.
The
Company’s unrestricted cash on hand was $255.4 million as of September 30, 2006
as compared to $232.7 million at June 30, 2006. Euronet’s total indebtedness was
$349.7 million as of September 30, 2006, compared to $357.0 million as of June
30, 2006.
The
Company commenced accounting for share-based compensation in accordance with
Statement of Financial Accounting Standards No. 123R (“SFAS 123R”) on January 1,
2006. The Company adopted the “modified retrospective application” method and,
accordingly, all prior periods have been adjusted to include the retroactively
applied effects of SFAS 123R share-based compensation expense.
Euronet
also announced that it expects earnings per share for the fourth quarter 2006
to
be approximately $0.29, excluding the effects of foreign exchange gains or
losses, discontinued operations, share-based compensation charges, and/or other
non-operating or unusual items that cannot be accurately projected.
In
December 2004 and October 2005, the Company issued $140 million and $175
million, respectively, in convertible debentures. These debentures are
potentially convertible into approximately 4.2 million and 4.3 million shares,
respectively, of the Company’s common stock, subject to adjustment. As required
by EITF 04-8, “The Effect of Contingently Convertible Debt on Diluted Earnings
per Share,” regardless of whether the conditions upon which the debentures would
be convertible into shares of the Company’s common stock have been met, if
dilutive, the impact of the contingently issuable shares is included in the
calculation of diluted earnings per share under the “if converted” method. The
assumed conversion of the December 2004 debentures was dilutive in the third
quarter 2006, while the assumed conversion of the October 2005 debentures was
not dilutive. Accordingly, for the third quarter 2006, 4.2 million contingently
issuable shares have been assumed to be outstanding for the period and $0.8
million in related interest charges and amortization of debt issuance costs
have
been excluded from income available to common shareholders to determine diluted
earnings per share. The assumed conversion of the December 2004 debentures
was
also dilutive in the third quarter 2005. Accordingly, for the third quarter
2005, 4.2 million contingently issuable shares have been assumed to be
outstanding for the period and $0.8 million in related interest charges and
amortization of debt issuance costs have been excluded from income available
to
common shareholders to determine diluted earnings per share. The Company expects
the December 2004 debentures to continue to be dilutive in future periods.
The
impact of the October 2005 debentures on future earnings per share may be
dilutive if earnings per share continue to increase.
We
believe
that Adjusted EBITDA provides useful information to investors because it is
an
indicator of the strength and performance of our ongoing business operations,
including our ability to fund capital expenditures, acquisitions and operations
and to incur and service debt. While depreciation and amortization are
considered operating costs under generally accepted accounting principles,
these
expenses primarily represent non-cash current period allocation of costs
associated with long-lived assets acquired in prior periods. Similarly, the
expense recorded for share-based compensation does not represent a current
or
future period cash cost. Adjusted EBITDA, defined as operating income excluding
the costs of depreciation, amortization and share-based compensation, is a
calculation commonly used as a basis for investors, analysts and credit rating
agencies to evaluate and compare the periodic and future operating performance
and value of companies within the payment processing industry. Management
analyzes historical results adjusted for certain items that are non-operational
or not necessarily ongoing in nature and that are incremental to the baseline
of
the business. Generally, these items include gains or losses associated with
the
sale of business assets or operations, market development costs, foreign
exchange translations, discontinued operations, early debt retirement and other
similar items as discussed in this press release; management believes the
exclusion of these items provides a better basis for evaluating the underlying
business unit performance. The attached schedules provide a full reconciliation
of any such non-GAAP financial measures to a corresponding GAAP financial
measure.
Euronet
Worldwide will host an analyst conference call on Wednesday, October 25, 2006,
at 10:00 a.m. U.S. Eastern Time to discuss these results. The conference call
will be broadcast on the Internet and can be accessed via the Euronet Worldwide
Internet site at www.euronetworldwide.com or via Vcall at http://www.vcall.com/IC/CEPage.asp?ID=109962.
Participants should go to the web site at least 15 minutes before this event
to
download and install any necessary audio software. For those without Internet
access, the conference call-in number is +1-877-407-9210 (USA) or
+1-201-689-8049 (non-USA). The password is "Euronet."
For
those
unable to attend the live broadcast, a replay will be available beginning
approximately one hour after the event at http://www.vcall.com/IC/CEPage.asp?ID=109962
as well
as via phone. To dial in for the replay, the call-in number is +1-877-660-6853
(USA) or +1-201-612-7415 (non-USA). The account number is 286 and the conference
ID number is 216560. The call and webcast replay will be available for one
month. You can also access the Earnings presentation at http://www.eeft.com/investors/index.asp.
No fees
are charged to access any event.
About
Euronet Worldwide
Euronet
Worldwide is an industry leader in processing secure electronic financial
transactions. The Company offers outsourcing and consulting services, integrated
EFT software, network gateways, electronic prepaid top-up services to financial
institutions, mobile operators and retailers, as well as electronic consumer
money transfer and bill payment services. Euronet operates and services the
largest pan-European group of ATMs and operates the largest Indian shared ATM
network. Euronet is also one of the largest providers of prepaid processing,
or
top-up services, for prepaid mobile airtime. The Company is a licensed
electronic money transmitter and bill payment company via Euronet Payments
and
Remittance, Inc. The Company has processing centers located in the U.S., Europe
and Asia, and processes electronic top-up transactions at more than 265,000
point-of-sale terminals across approximately
157,000
retailers in Europe, Asia Pacific, Africa and the U.S. With corporate
headquarters in Leawood, Kansas, USA, and 26 worldwide offices, Euronet serves
clients in more than 80 countries. Visit the Company’s web site at www.euronetworldwide.com.
Any
statements contained in this news release that concern the Company's or
management's intentions, expectations, or predictions of future performance,
are
forward-looking statements. Euronet's actual results may vary materially from
those anticipated in such forward-looking statements as a result of a number
of
factors, including: technological developments affecting the market for the
Company’s products and services; foreign exchange fluctuations; and changes in
laws and regulations affecting the Company's business. These risks and other
risks are described in the Company’s filings with the Securities and Exchange
Commission, including our Annual Report on Form 10-K, Quarterly Reports on
Form
10-Q and Current Reports on Form 8-K. Copies of these filings may be obtained
by
contacting the Company or the SEC. Euronet
does not intend to update these forward-looking statements and undertakes no
duty to any person to provide any such update under any
circumstances.
|
EURONET
WORLDWIDE, INC.
|
|||||||
|
Consolidated
Statement of Income
|
|||||||
|
(unaudited
- in millions, except share and per share data)
|
|||||||
|
|
Three
Months Ended
|
||||||
|
September
30,
|
|||||||
|
2006
|
2005
*
|
||||||
|
Revenues:
|
|||||||
|
EFT
Processing
|
$
|
33.2
|
$
|
26.3
|
|||
|
Prepaid
Processing
|
121.2
|
107.7
|
|||||
|
Software
Solutions
|
7.3
|
3.4
|
|||||
|
Total
revenues
|
161.7
|
137.4
|
|||||
|
Operating
expenses:
|
|||||||
|
Direct
operating costs
|
112.5
|
95.7
|
|||||
|
Salaries
and benefits
|
18.7
|
15.1
|
|||||
|
Selling,
general and administrative
|
10.0
|
8.2
|
|||||
|
Depreciation
and amortization
|
7.4
|
5.8
|
|||||
|
Total
operating expenses
|
148.6
|
124.8
|
|||||
|
Operating
income
|
13.1
|
12.6
|
|||||
|
Other
income (expenses):
|
|||||||
|
Interest
income
|
3.7
|
1.0
|
|||||
|
Interest
expense
|
(3.9
|
)
|
(1.7
|
)
|
|||
|
Income
from unconsolidated affiliates
|
0.2
|
0.2
|
|||||
|
Foreign
exchange gain, net
|
1.1
|
0.9
|
|||||
|
Total
other income
|
1.1
|
0.4
|
|||||
|
Income
before income taxes and minority interest
|
14.2
|
13.0
|
|||||
|
Income
tax expense
|
(3.6
|
)
|
(3.9
|
)
|
|||
|
Minority
interest
|
(0.2
|
)
|
(0.2
|
)
|
|||
|
Net
income
|
$
|
10.4
|
$
|
8.9
|
|||
|
Earnings
per share - diluted:
|
|||||||
|
Earnings
per Share
|
$
|
0.26
|
$
|
0.23
|
|||
|
Diluted
weighted average shares outstanding
|
42,524,973
|
41,584,931
|
|||||
|
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based compensation expense.
|
|||||||
|
EURONET
WORLDWIDE, INC.
|
|||||||
|
Consolidated
Summary Balance Sheets
|
|||||||
|
(unaudited
- in millions)
|
|||||||
|
As
of
|
As
of
|
||||||
|
|
September
30,
|
December
31,
|
|||||
|
2006
|
2005
*
|
||||||
|
ASSETS
|
|||||||
|
Current
assets:
|
|||||||
|
Cash
and cash equivalents
|
$
|
255.4
|
$
|
219.9
|
|||
|
Restricted
cash
|
88.3
|
73.9
|
|||||
|
Inventory
- PINs and other
|
35.3
|
25.6
|
|||||
|
Trade
accounts receivable, net
|
164.2
|
166.5
|
|||||
|
Other
current assets, net
|
23.0
|
23.0
|
|||||
|
Total
current assets
|
566.2
|
508.9
|
|||||
|
Property
and equipment, net
|
51.6
|
44.9
|
|||||
|
Goodwill
and intangible assets, net
|
323.6
|
317.9
|
|||||
|
Other
assets, net
|
22.8
|
22.7
|
|||||
|
Total
assets
|
$
|
964.2
|
$
|
894.4
|
|||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||
|
Current
liabilities:
|
|||||||
|
Accounts
payable and other current liabilities
|
$
|
317.9
|
$
|
299.0
|
|||
|
Short-term
borrowings and current portion of capital lease and long-term debt
obligations
|
15.4
|
28.3
|
|||||
|
Total
current liabilities
|
333.3
|
327.3
|
|||||
|
Capital
lease obligations, net of current portion
|
12.7
|
12.2
|
|||||
|
Deferred
income tax
|
23.8
|
25.2
|
|||||
|
Debt
obligations
|
321.6
|
315.0
|
|||||
|
Other
long-term liabilities
|
1.6
|
1.2
|
|||||
|
Minority
interest
|
7.8
|
7.1
|
|||||
|
Total
liabilities
|
700.8
|
688.0
|
|||||
|
Stockholders'
equity
|
263.4
|
206.4
|
|||||
|
Total
liabilities and stockholders' equity
|
$
|
964.2
|
$
|
894.4
|
|||
|
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based compensation expense.
|
|||||||
|
EURONET
WORLDWIDE, INC.
|
|||||||||||||
|
Reconciliation
of Operating Income to Adjusted EBITDA by
Segment
|
|||||||||||||
|
(unaudited
- in millions)
|
|||||||||||||
|
|
Three
Months Ended September 30, 2006
|
||||||||||||
|
|
EFT
|
Prepaid
|
Software
|
||||||||||
|
|
Processing
|
Processing
|
Solutions
|
Consolidated
|
|||||||||
|
Operating
Income
|
$
|
8.2
|
$
|
8.8
|
$
|
1.0
|
$
|
13.1
|
|||||
|
Add:
Depreciation and amortization
|
3.2
|
3.6
|
0.5
|
7.4
|
|||||||||
|
Add:
Share-based compensation
|
-
|
0.1
|
-
|
2.0
|
|||||||||
|
Earnings
before interest, taxes, depreciation,
amortization
and share-based
compensation
(Adjusted EBITDA)
|
$
|
11.4
|
$
|
12.5
|
$
|
1.5
|
$
|
22.5
|
|||||
|
Three
Months Ended September 30, 2005 *
|
|||||||||||||
|
EFT
|
Prepaid
|
Software
|
|||||||||||
|
Processing
|
Processing
|
Solutions
|
Consolidated
|
||||||||||
|
Operating
Income
|
$
|
6.6
|
$
|
9.2
|
$
|
1.0
|
$
|
12.6
|
|||||
|
Add:
Depreciation and amortization
|
2.2
|
3.3
|
0.2
|
5.7
|
|||||||||
|
Add:
Share-based compensation
|
-
|
-
|
-
|
1.3
|
|||||||||
|
Earnings
before interest, taxes, depreciation,
amortization
and share-based
compensation
(Adjusted EBITDA)
|
$
|
8.8
|
$
|
12.5
|
$
|
1.2
|
$
|
19.6
|
|||||
|
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based compensation expense.
|
|||||||||||||
|
EURONET
WORLDWIDE, INC.
|
|||||||||||||
|
Reconciliation
of Prepaid Processing Segment Results
|
|||||||||||||
|
to
Prepaid Processing Segment Results excluding Spanish prepaid and
money
transfer businesses
|
|||||||||||||
|
(unaudited
- in millions)
|
|||||||||||||
|
|
Three
Months Ended September 30,
|
||||||||||||
|
2006
|
2005
*
|
||||||||||||
|
|
Total
|
Operating
|
Total
|
Operating
|
|||||||||
|
|
Revenues
|
Income
|
Revenues
|
Income
|
|||||||||
|
Prepaid
Processing Segment
|
$
|
121.2
|
$
|
8.8
|
$
|
107.7
|
$
|
9.2
|
|||||
|
Less:
Spanish prepaid and money transfer businesses
|
(10.9
|
)
|
1.0
|
(14.7
|
)
|
(1.2
|
)
|
||||||
|
Prepaid
Processing Segment excluding
|
|||||||||||||
|
Spanish
prepaid and money transfer businesses
|
$
|
110.3
|
$
|
9.8
|
$
|
93.0
|
$
|
8.0
|
|||||
|
*
Adjusted to include the retroactively applied effects of SFAS No.
123R
share-based compensation expense.
|
|||||||||||||
|
EURONET
WORLDWIDE, INC.
|
|||||||||||||
|
Reconciliation
of Prepaid Processing Segment Results
|
|||||||||||||
|
to
Prepaid Processing Segment Results excluding money transfer business
|
|||||||||||||
|
(unaudited
- in millions)
|
|||||||||||||
|
2006
|
|||||||||||||
|
|
Three
Months Ended
|
Three
Months Ended
|
|||||||||||
|
|
September
30,
|
June
30,
|
|||||||||||
|
|
Total
|
Operating
|
Total
|
Operating
|
|||||||||
|
|
Revenues
|
Income
|
Revenues
|
Income
|
|||||||||
|
Prepaid
Processing Segment
|
$
|
121.2
|
$
|
8.8
|
$
|
114.2
|
$
|
8.1
|
|||||
|
Less:
Money transfer business
|
(0.9
|
)
|
0.9
|
(0.8
|
)
|
0.6
|
|||||||
|
Prepaid
Processing Segment
|
|||||||||||||
|
excluding
money transfer business
|
$
|
120.3
|
$
|
9.7
|
$
|
113.4
|
$
|
8.7
|
|||||
|
EURONET
WORLDWIDE, INC.
|
|||||||
|
Reconciliation
of Net Income Excluding Foreign Exchange and Share-Based Compensation
|
|||||||
|
(unaudited
- in millions, except share and per share data)
|
|||||||
|
|
Three
Months Ended
|
||||||
|
September
30,
|
|||||||
|
2006
|
2005
*
|
||||||
|
Net
income
|
$
|
10.4
|
$
|
8.9
|
|||
|
Convertible
debt issuance costs (1)
|
0.2
|
0.2
|
|||||
|
Interest
on convertible debt (1)
|
0.6
|
0.6
|
|||||
|
Earnings
applicable for common shareholders
|
11.2
|
9.7
|
|||||
|
Foreign
exchange loss (gain)
|
(1.1
|
)
|
(0.9
|
)
|
|||
|
Share-based
compensation
|
2.0
|
1.3
|
|||||
|
Earnings
applicable for common shareholders before foreign
exchange gains/losses and share-based compensation |
$
|
12.1
|
$
|
10.1
|
|||
|
Adjusted
earnings per share - diluted (2)
|
$
|
0.28
|
$
|
0.24
|
|||
|
Diluted
weighted average shares outstanding (1)
|
42,524,973
|
41,584,931
|
|||||
|
Effect
of unrecognized share-based compensation on diluted shares outstanding
|
873,176
|
421,702
|
|||||
|
Adjusted
diluted weighted average shares outstanding
|
43,398,149
|
42,006,633
|
|||||
|
*
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.
|
|||||||