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(State or other jurisdiction of incorporation or organization)
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(Commission file number)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
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Exhibit
Number
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Description
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99.1
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Euronet Worldwide, Inc.
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By:
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/s/ Rick L. Weller
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Rick L. Weller
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Chief Financial Officer
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Date: October 20, 2021
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•
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Revenues of $816.6 million, a 23% increase from $664.4 million (22% increase on a constant currency1 basis).
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•
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Operating income of $114.5 million, a 73% increase from $66.1 million (72% increase on a constant currency basis).
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•
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Adjusted operating income2 of $114.5 million, a 69% increase from $67.6 million (68% increase on a constant currency basis).
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•
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Adjusted EBITDA3 of $155.2 million, a 48% increase from $105.0 million (47% increase on a constant currency basis).
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•
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Net income attributable to Euronet of $73.9 million, or $1.37 diluted earnings per share, compared with net income of $40.2 million, or $0.76 diluted earnings per share.
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•
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Adjusted earnings per share4 of $1.77, a 58% increase from $1.12
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•
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Euronet's cash and cash equivalents were $1,048.5 million and ATM cash was $669.7 million, totaling $1,718 million as of September 30, 2021, and availability under its revolving credit facilities was approximately $920 million.
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Segment and Other Results
The EFT Processing Segment reports the following results for the third quarter 2021 compared with the same period or date in 2020:
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•
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Revenues of $227.1 million, a 58% increase from $144.1 million (56% increase on a constant currency basis).
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•
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Operating income of $63.2 million, a 919% increase from $6.2 million (908% improvement on a constant currency basis).
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•
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Adjusted EBITDA of $85.8 million, a 210% improvement from $27.7 million (207% improvement on a constant currency basis).
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•
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Transactions of 1,173 million, a 29% increase from 910 million.
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•
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Total of 47,474 installed ATMs as of September 30, 2021, a 2% decrease from 48,208. Operated 45,520 active ATMs as of September 30, 2021, a 4% increase from 43,956.
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•
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Revenues of $238.3 million, a 20% increase from $198.9 million (19% increase on a constant currency basis).
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•
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Operating income of $25.9 million, a 17% increase from $22.2 million (17% increase on a constant currency basis).
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•
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Adjusted EBITDA of $28.2 million, a 16% increase from $24.3 million (16% increase on a constant currency basis).
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•
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Transactions of 811 million, a 23% increase from 661 million.
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•
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Point-of-sale ("POS") terminals of approximately 739,000 as of September 30, 2021, a 3% increase from approximately 717,000.
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•
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Retailer locations of approximately 325,000 as of September 30, 2021, a 1% decrease from approximately 328,000.
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•
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Revenues of $353.5 million, a 9% increase from $323.1 million (8% increase on a constant currency basis).
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•
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Operating income of $37.6 million, a 21% decrease from $47.6 million (21% decrease on a constant currency basis).
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•
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Adjusted operating income of $37.6 million, a 23% decrease from $49.1 million (23% decrease on a constant currency basis).
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•
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Adjusted EBITDA of $46.5 million, a 20% decrease from $57.8 million (20% decrease on a constant currency basis).
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•
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Total transactions of 34.1 million, a 10% increase from 30.9 million.
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•
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Network locations of approximately 507,000 as of September 30, 2021, a 13% increase from approximately 447,000.
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Third quarter revenue growth was the result of strong 18% growth in U.S. outbound transactions, 58% growth in direct-to-consumer digital transactions and 9% growth in international-originated money transfers - which was a combination of 18% growth in Europe outbound transactions, partially offset by a decline of 32% in transactions originated in Asia Pacific and the Middle East where COVID-19 lockdowns weighed significantly on transactions during the period. Moreover, revenue growth was partially offset by declines in the U.S. domestic business. Adjusted operating income and adjusted EBITDA were lower due to benefits from certain FX rate volatility realized in the prior year, together with continued investments in physical and digital network expansion, higher compensation costs and certain new product development costs in the current period.
Corporate and Other reports $12.2 million of expense for the third quarter 2021 compared with $9.9 million for the third quarter 2020. The increase in corporate expense for the third quarter is largely due to higher short- and long-term compensation expense.
(3) Adjusted EBITDA is defined as net income excluding, to the extent incurred in the period, interest, income tax expense, depreciation, amortization, share-based compensation, intangible asset impairment charges and other non-operating or non-recurring items that are considered expenses or income under U.S. GAAP. Adjusted EBITDA represents a performance measure and is not intended to represent a liquidity measure.
(4) Adjusted earnings per share is defined as diluted U.S. GAAP earnings per share excluding, to the extent incurred in the period, the tax-effected impacts of: a) foreign currency exchange gains or losses, b) share-based compensation, c) acquired intangible asset amortization, d) intangible asset impairment charges, e) non-cash interest expense, f) non-cash income tax expense and g) other non-operating or non-recurring items. Adjusted earnings per share represents a performance measure and is not intended to represent a liquidity measure.
EURONET WORLDWIDE, INC.
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|||||
Condensed Consolidated Balance Sheets
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|||||
(in millions)
|
|||||
As of
|
|||||
September 30,
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As of
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||||
2021
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December 31,
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||||
(unaudited)
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2020
|
||||
ASSETS
|
|||||
Current assets:
|
|||||
Cash and cash equivalents
|
$
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1,048.5
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$
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1,420.3
|
|
ATM cash
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669.7
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411.1
|
|||
Restricted cash
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3.6
|
3.3
|
|||
Settlement assets
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928.7
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1,140.9
|
|||
Trade accounts receivable, net
|
152.6
|
117.5
|
|||
Prepaid expenses and other current assets
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235.2
|
272.8
|
|||
Total current assets
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3,038.3
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3,365.9
|
|||
Property and equipment, net
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350.7
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378.4
|
|||
Right of use lease asset, net
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165.3
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162.1
|
|||
Goodwill and acquired intangible assets, net
|
748.4
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787.7
|
|||
Other assets, net
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223.6
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232.6
|
|||
Total assets
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$
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4,526.3
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$
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4,926.7
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LIABILITIES AND EQUITY
|
|||||
Current liabilities:
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|||||
Settlement obligations
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$
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928.7
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$
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1,140.9
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Accounts payable and other current liabilities
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654.1
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654.9
|
|||
Current portion of operating lease liabilities
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54.2
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52.4
|
|||
Short-term debt obligations
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5.8
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7.2
|
|||
Total current liabilities
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1,642.8
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1,855.4
|
|||
Debt obligations, net of current portion
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1,197.5
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1,437.6
|
|||
Operating lease liabilities, net of current portion
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115.3
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106.5
|
|||
Capital lease obligations, net of current portion
|
3.2
|
6.2
|
|||
Deferred income taxes
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38.7
|
37.9
|
|||
Other long-term liabilities
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37.3
|
37.2
|
|||
Total liabilities
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3,034.8
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3,480.8
|
|||
Equity
|
1,491.5
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1,445.9
|
|||
Total liabilities and equity
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$
|
4,526.3
|
$
|
4,926.7
|
|
EURONET WORLDWIDE, INC.
|
|||||||
Consolidated Statements of Operations
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|||||||
(unaudited - in millions, except share and per share data)
|
|||||||
Three Months Ended
|
|||||||
September 30,
|
|||||||
2021
|
2020
|
||||||
Revenues
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$
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816.6
|
|
$
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664.4
|
|
|
Operating expenses:
|
|||||||
Direct operating costs
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484.4
|
|
407.6
|
|
|||
Salaries and benefits
|
119.4
|
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101.5
|
|
|||
Selling, general and administrative
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64.4
|
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55.3
|
|
|||
Impairment of intangible assets
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—
|
|
1.5
|
|
|||
Depreciation and amortization
|
33.9
|
|
32.4
|
|
|||
Total operating expenses
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702.1
|
|
598.3
|
|
|||
Operating income
|
114.5
|
|
66.1
|
||||
Other income (expense):
|
|||||||
Interest income
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0.2
|
|
|
0.1
|
|
||
Interest expense
|
(10.2
|
) |
|
(9.4
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) | ||
Foreign currency exchange loss
|
(8.1
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) |
|
(1.4
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) | ||
Total other expense, net
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(18.1
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) |
(10.7
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) | |||
Income before income taxes
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96.4
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55.4
|
|||||
Income tax expense
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(22.7
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) |
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(15.1
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) | ||
Net income
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73.7
|
40.3
|
|||||
Net income (loss) attributable to noncontrolling interests
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0.2
|
|
|
(0.1
|
) | ||
Net income attributable to Euronet Worldwide, Inc.
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$
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73.9
|
$
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40.2
|
|||
Earnings per share attributable to Euronet
|
|||||||
Worldwide, Inc. stockholders - diluted
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$
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1.37
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$
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0.76
|
|||
Diluted weighted average shares outstanding
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53,853,675
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53,201,971
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|
|||
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income to Operating Income (Expense) to Adjusted Operating Income (Expense) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Three months ended September 30, 2021
|
|||||||||||||||||||
EFT Processing
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epay
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Money Transfer
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Corporate Services
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Consolidated
|
|||||||||||||||
Net income
|
$
|
73.7
|
|
||||||||||||||||
Add: Income tax expense
|
22.7
|
|
|||||||||||||||||
Add: Total other expense, net
|
18.1
|
|
|||||||||||||||||
Operating income (expense)
|
$
|
63.2
|
$
|
25.9
|
|
$
|
37.6
|
|
$
|
(12.2
|
) |
$
|
114.5
|
|
|||||
Add: Depreciation and amortization
|
22.6
|
|
2.3
|
|
8.9
|
|
0.1
|
|
33.9
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
6.8
|
|
6.8
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
85.8
|
$
|
28.2
|
|
$
|
46.5
|
|
$
|
(5.3
|
) |
$
|
155.2
|
|
|||||
Three months ended September 30, 2020
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net Income
|
$
|
40.3
|
|
||||||||||||||||
Add: Income tax expense
|
15.1
|
|
|||||||||||||||||
Add: Total other expense, net
|
10.7
|
|
|||||||||||||||||
Operating income (expense)
|
$
|
6.2
|
$
|
22.2
|
|
$
|
47.6
|
$
|
(9.9
|
)
|
$
|
66.1
|
|||||||
Add: Intangible asset impairment charges
|
—
|
|
—
|
|
1.5
|
|
—
|
|
1.5
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Adjusted operating income (expense)(1)
|
6.2
|
22.2
|
|
49.1
|
|
(9.9
|
) |
67.6
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Add: Depreciation and amortization
|
21.5
|
|
2.1
|
|
8.7
|
|
0.1
|
|
32.4
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
5.0
|
|
5.0
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, share-based compensation and intangible asset impairment charges (Adjusted EBITDA) (1)
|
$
|
27.7
|
$
|
24.3
|
|
$
|
57.8
|
|
$
|
(4.8
|
) |
$
|
105.0
|
|
EURONET WORLDWIDE, INC.
|
|||||||
Reconciliation of Adjusted Earnings per Share
|
|||||||
(unaudited - in millions, except share and per share data)
|
|||||||
Three Months Ended
|
|||||||
September 30,
|
|||||||
2021
|
2020
|
||||||
Net income attributable to Euronet Worldwide, Inc.
|
$
|
73.9
|
$
|
40.2
|
|||
Foreign currency exchange loss
|
8.1
|
1.4
|
|||||
Intangible asset amortization(1)
|
5.8
|
|
5.8
|
|
|||
Share-based compensation(2)
|
6.8
|
|
5.0
|
|
|||
Impairment of intangible assets
|
—
|
|
1.5
|
|
|||
Non-cash interest accretion(3)
|
4.0
|
|
3.8
|
|
|||
Income tax effect of above adjustments(4)
|
(3.7
|
) |
(6.4
|
) | |||
Non-cash GAAP tax expense(5)
|
1.1
|
|
8.5
|
|
|||
Adjusted earnings(6)
|
$
|
96.0
|
|
$
|
59.8
|
|
|
Adjusted earnings per share - diluted(6)
|
$
|
1.77
|
|
$
|
1.12
|
|
|
Diluted weighted average shares outstanding (GAAP)
|
53,853,675
|
|
53,201,971
|
|
|||
Effect of unrecognized share-based compensation on diluted shares outstanding
|
392,211
|
|
152,672
|
|
|||
Adjusted diluted weighted average shares outstanding
|
54,245,886
|
|
53,354,643
|
|
|||
|
|
|
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|