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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: April 26, 2022
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•
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Revenues of $718.5 million, a 10% increase from $652.7 million (15% increase on a constant currency1 basis).
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•
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Operating income of $36.7 million, a 253% increase from $10.4 million (288% increase on a constant currency basis).
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•
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Adjusted EBITDA2 of $79.5 million, a 52% increase from $52.2 million (63% increase on a constant currency basis).
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•
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Net income attributable to Euronet of $8.2 million, or $0.17 diluted earnings per share, compared with net loss of ($8.7) million, or ($0.16) diluted loss per share.
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•
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Adjusted earnings per share3 of $0.69, a 200% increase from $0.23
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•
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Euronet's cash and cash equivalents were $986.5 million and ATM cash was $644.4 million, totaling $1,631 million as of March 31, 2022, and availability under its revolving credit facilities was approximately $400 million.
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Segment and Other Results
The EFT Processing Segment reports the following results for the first quarter 2022 compared with the same period or date in 2021:
|
|
•
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Revenues of $145.6 million, a 67% increase from $87.1 million (77% increase on a constant currency basis).
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•
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Operating loss of ($6.3) million, an 84% improvement from ($40.1) million (82% improvement on a constant currency basis).
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•
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Adjusted EBITDA of $16.0 million, a 188% improvement from ($18.1) million (191% improvement on a constant currency basis).
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•
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Transactions of 1,328 million, a 44% increase from 925 million.
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•
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Total of 49,521 installed ATMs as of March 31, 2022, a 9% increase from 45,497. Operated 44,353 active ATMs as of March 31, 2022, a 21% increase from 36,777 as of March 31, 2021.
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•
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Revenues of $235.8 million, a 3% decrease from $242.3 million (3% increase on a constant currency basis).
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•
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Operating income of $26.2 million, a 10% decrease from $29.2 million (3% decrease on a constant currency basis).
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•
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Adjusted EBITDA of $27.9 million, an 11% decrease from $31.3 million (4% decrease on a constant currency basis).
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•
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Transactions of 864 million, a 30% increase from 667 million.
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•
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Point-of-sale ("POS") terminals of approximately 760,000 as of March 31, 2022, a 3% increase from approximately 736,000.
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•
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Retailer locations of approximately 335,000 as of March 31, 2022, a 3% decrease from approximately 345,000.
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•
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Revenues of $339.0 million, a 4% increase from $324.9 million (8% increase on a constant currency basis).
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•
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Operating income of $33.3 million, a 6% decrease from $35.3 million (2% increase on a constant currency basis).
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•
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Adjusted EBITDA of $42.2 million, a 5% decrease from $44.4 million (2% increase on a constant currency basis).
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•
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Total transactions of 33.5 million, a 7% increase from 31.2 million.
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•
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Network locations of approximately 495,000 as of March 31, 2022, a 4% increase from approximately 475,000.
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First quarter revenue growth was the result of 10% growth in U.S.-outbound transactions, 38% growth in direct-to-consumer digital transactions and 11% growth in international-originated money transfers - which was a combination of 15% growth in Europe-outbound transactions, partially offset by a decline of 9% 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. Operating income and adjusted EBITDA were lower from continued investments in physical and digital network expansion, higher costs to support technology and certain new product development and advertising costs in the current period.
While the Money Transfer Segment continued to grow network locations year-over-year by 4%, the Segment suspended its service to Russia, Belarus and Tajikistan which resulted in a decline from the December 31, 2021, count by more than 20,000 locations. The closure of these locations had nominal impact on our revenue and operating profits.
Corporate and Other reports $16.5 million of expense for the first quarter 2022 compared with $14.0 million for the first quarter 2021. The increase in corporate expense for the first quarter is largely due to higher short- and long-term compensation expense.
(2) Adjusted EBITDA is defined as net income excluding, to the extent incurred in the period, interest, income tax expense, depreciation, amortization, share-based compensation and other non-operating or non-recurring items that are considered expenses or income under U.S. GAAP. Adjusted EBITDA represents a performance measure and is not intended to represent a liquidity measure.
(3) Adjusted earnings per share is defined as diluted U.S. GAAP earnings per share excluding, to the extent incurred in the period, the tax-effected impacts of: a) foreign currency exchange gains or losses, b) share-based compensation, c) acquired intangible asset amortization, d) non-cash interest expense, e) non-cash income tax expense, f) other non-operating or non-recurring items and g) dilutive shares relate to the Company's convertible bonds. Adjusted earnings per share represents a performance measure and is not intended to represent a liquidity measure.
EURONET WORLDWIDE, INC.
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|||||
Condensed Consolidated Balance Sheets
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|||||
(in millions)
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|||||
As of
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|||||
March 31,
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As of
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||||
2022
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December 31,
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||||
(unaudited)
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2021
|
||||
ASSETS
|
|||||
Current assets:
|
|||||
Cash and cash equivalents
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$
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986.5
|
$
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1,260.5
|
|
ATM cash
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644.4
|
543.4
|
|||
Restricted cash
|
5.9
|
3.7
|
|||
Settlement assets
|
1,037.4
|
1,102.4
|
|||
Trade accounts receivable, net
|
180.1
|
203.0
|
|||
Prepaid expenses and other current assets
|
271.5
|
195.4
|
|||
Total current assets
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3,125.8
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3,308.4
|
|||
Property and equipment, net
|
344.4
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345.4
|
|||
Right of use lease asset, net
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161.4
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161.5
|
|||
Goodwill and acquired intangible assets, net
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1,060.7
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739.4
|
|||
Other assets, net
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206.0
|
189.6
|
|||
Total assets
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$
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4,898.3
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$
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4,744.3
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LIABILITIES AND EQUITY
|
|||||
Current liabilities:
|
|||||
Settlement obligations
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$
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1,037.4
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$
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1,102.4
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Accounts payable and other current liabilities
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678.0
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693.2
|
|||
Current portion of operating lease liabilities
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51.8
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52.1
|
|||
Short-term debt obligations
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3.8
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4.9
|
|||
Total current liabilities
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1,771.0
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1,852.6
|
|||
Debt obligations, net of current portion
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1,762.3
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1,420.1
|
|||
Operating lease liabilities, net of current portion
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110.8
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111.4
|
|||
Capital lease obligations, net of current portion
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2.1
|
2.9
|
|||
Deferred income taxes
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37.1
|
46.5
|
|||
Other long-term liabilities
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71.4
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55.3
|
|||
Total liabilities
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3,754.7
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3,488.8
|
|||
Equity
|
1,143.6
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1,255.5
|
|||
Total liabilities and equity
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$
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4,898.3
|
$
|
4,744.3
|
|
EURONET WORLDWIDE, INC.
|
|||||||
Consolidated Statements of Operations
|
|||||||
(unaudited - in millions, except share and per share data)
|
|||||||
Three Months Ended
|
|||||||
March 31,
|
|||||||
2022
|
2021
|
||||||
Revenues
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$
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718.5
|
|
$
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652.7
|
|
|
Operating expenses:
|
|||||||
Direct operating costs
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458.2
|
|
434.5
|
|
|||
Salaries and benefits
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126.8
|
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115.7
|
|
|||
Selling, general and administrative
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63.8
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58.8
|
|
|||
Depreciation and amortization
|
33.0
|
|
33.3
|
|
|||
Total operating expenses
|
681.8
|
|
642.3
|
|
|||
Operating income
|
36.7
|
|
10.4
|
||||
Other income (expense):
|
|||||||
Interest income
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0.1
|
|
|
0.2
|
|
||
Interest expense
|
(6.1
|
) |
|
(9.2
|
) | ||
Foreign currency exchange loss
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(5.5
|
) |
|
(4.0
|
) | ||
Other income |
0.2
|
— |
|||||
Total other expense, net
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(11.3
|
) |
(13.0
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) | |||
Income (loss) before income taxes
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25.4
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(2.6
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) | ||||
Income tax expense
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(17.2
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) |
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(6.1
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) | ||
Net income (loss)
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8.2
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(8.7
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) | ||||
Net income (loss) attributable to noncontrolling interests
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—
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|
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—
|
|||
Net (income) loss attributable to Euronet Worldwide, Inc.
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$
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8.2
|
$
|
(8.7
|
) | ||
Add: Interest expense from assumed conversion of convertible notes, net of tax
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|
0.9
|
|
—
|
|||
Net income (loss) for diluted earnings per share calculation
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$
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9.1
|
$
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(8.7
|
) | ||
Earnings (loss) per share attributable to Euronet
|
|||||||
Worldwide, Inc. stockholders - diluted
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$
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0.17
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$
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(0.16
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) | ||
Diluted weighted average shares outstanding
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54,497,863
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52,762,845
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|
|||
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income to Operating (Loss) Income (Expense) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Three months ended March 31, 2022
|
|||||||||||||||||||
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
|
$
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8.2
|
|
||||||||||||||||
Add: Income tax expense
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17.2
|
|
|||||||||||||||||
Add: Total other expense, net
|
11.3
|
|
|||||||||||||||||
Operating (loss) income
|
$
|
(6.3
|
) |
$
|
26.2
|
|
$
|
33.3
|
|
$
|
(16.5
|
) |
$
|
36.7
|
|
||||
Add: Depreciation and amortization
|
22.3
|
|
1.7
|
|
8.9
|
|
0.1
|
|
33.0
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
9.8
|
|
9.8
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
16.0
|
$
|
27.9
|
|
$
|
42.2
|
|
$
|
(6.6
|
) |
$
|
79.5
|
|
|||||
Three months ended March 31, 2021
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net loss
|
$
|
(8.7
|
) | ||||||||||||||||
Add: Income tax expense
|
6.1
|
|
|||||||||||||||||
Add: Total other expense, net
|
13.0
|
|
|||||||||||||||||
Operating (loss) income
|
$
|
(40.1
|
) |
$
|
29.2
|
|
$
|
35.3
|
$
|
(14.0
|
)
|
$
|
10.4
|
||||||
Add: Depreciation and amortization
|
22.0
|
|
2.1
|
|
9.1
|
|
0.1
|
|
33.3
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
8.5
|
|
8.5
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization and share-based compensation (Adjusted EBITDA) (1)
|
$
|
(18.1
|
) |
$
|
31.3
|
|
$
|
44.4
|
|
$
|
(5.4
|
) |
$
|
52.2
|
|
EURONET WORLDWIDE, INC.
|
|||||||
Reconciliation of Adjusted Earnings per Share
|
|||||||
(unaudited - in millions, except share and per share data)
|
|||||||
Three Months Ended
|
|||||||
March 31,
|
|||||||
2022
|
2021
|
||||||
Net income (loss) attributable to Euronet Worldwide, Inc.
|
$
|
8.2
|
$
|
(8.7
|
) | ||
Foreign currency exchange loss
|
5.5
|
4.0
|
|||||
Intangible asset amortization(1)
|
5.6
|
|
5.8
|
|
|||
Share-based compensation(2)
|
9.8
|
|
8.5
|
|
|||
Non-cash interest accretion(3)
|
—
|
|
3.9
|
|
|||
Income tax effect of above adjustments(4)
|
4.7
|
(2.1
|
) | ||||
Non-cash GAAP tax expense(5)
|
1.8
|
|
1.1
|
|
|||
Adjusted earnings(6)
|
$
|
35.6
|
|
$
|
12.5
|
|
|
Adjusted earnings per share - diluted(6)
|
$
|
0.69
|
|
$
|
0.23
|
|
|
Diluted weighted average shares outstanding (GAAP)
|
54,497,863
|
|
52,762,845
|
|
|||
Effect of adjusted EPS dilution of convertible notes |
(2,781,818) |
- | |||||
Effect of anti-dilutive shares not included in GAAP calculation | - | 1,147,911 | |||||
Effect of unrecognized share-based compensation on diluted shares outstanding
|
260,378
|
|
455,087
|
|
|||
Adjusted diluted weighted average shares outstanding
|
51,976,423
|
|
54,365,843
|
|
|||
|
|
|
|
|