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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: July 27, 2022
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•
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Revenues of $843.3 million, an 18% increase from $714.7 million (28% increase on a constant currency1 basis).
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•
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Operating income of $101.1 million, a 236% increase from $30.1 million (279% increase on a constant currency basis).
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•
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Adjusted EBITDA2 of $147.2 million, a 97% increase from $74.7 million (119% increase on a constant currency basis).
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•
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Net income attributable to Euronet of $57.3 million, or $1.08 diluted earnings per share, compared with $8.6 million, or $0.16 diluted earnings per share.
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•
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Adjusted earnings per share3 of $1.73, a 226% increase from $0.53.
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•
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Euronet's cash and cash equivalents were $1,014.9 million and ATM cash was $890.8 million, totaling $1,905.7 million as of June 30, 2022, and availability under its revolving credit facilities was approximately $475 million.
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Segment and Other Results
The EFT Processing Segment reports the following results for the second quarter 2022 compared with the same period or date in 2021:
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•
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Revenues of $249.0 million, a 119% increase from $113.5 million (144% increase on a constant currency basis).
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•
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Operating income of $54.8 million, a 317% improvement from an operating loss of ($25.3) million (341% improvement on a constant currency basis).
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•
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Adjusted EBITDA of $80.5 million an improvement from ($3.1) million.
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•
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Transactions of 1,573 million, a 59% increase from 988 million.
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•
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Total of 51,062 installed ATMs as of June 30, 2022, a 10% increase from 46,246. Operated 50,178 active ATMs as of June 30, 2022, a 15% increase from 43,559 as of June 30, 2021.
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•
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Revenues of $227.7 million, a 7% decrease from $243.9 million (2% increase on a constant currency basis).
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•
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Operating income of $24.3 million, an 11% decrease from $27.2 million (1% decrease on a constant currency basis).
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•
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Adjusted EBITDA of $25.9 million, a 12% decrease from $29.3 million (2% decrease on a constant currency basis).
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•
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Transactions of 1,116 million, a 42% increase from 788 million.
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•
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Point-of-sale ("POS") terminals of approximately 762,000 as of June 30, 2022, a 2% increase from approximately 748,000.
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•
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Retailer locations of approximately 339,000 as of June 30, 2022, a 2% increase from approximately 333,000.
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•
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Revenues of $368.5 million, a 3% increase from $359.3 million (9% increase on a constant currency basis).
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•
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Operating income of $40.6 million, an 8% decrease from $44.0 million (3% increase on a constant currency basis).
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•
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Adjusted EBITDA of $49.2 million, an 8% decrease from $53.2 million (2% increase on a constant currency basis).
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•
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Total transactions of 37.3 million, a 9% increase from 34.2 million.
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•
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Network locations of approximately 504,000 as of June 30, 2022, a 3% increase from approximately 490,000.
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Second quarter revenue growth was the result of 10% growth in U.S.-outbound transactions, 11% growth in international-originated money transfers - which included 11% growth in both transfers initiated largely in Europe and those initiated in the Middle East and Asia - and 37% growth in direct-to-consumer digital transactions, 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. Moreover, while not significant in the second quarter, the Money Transfer Segment began to see decreases in average send amounts which suggests inflation may have contributed to a certain amount of pressure on the Segment's results.
While the Money Transfer Segment continued to grow network locations year-over-year by 3%, the Segment suspended its service to Russia, Belarus and Tajikistan during the first quarter 2022 which resulted in a decline in location count by more than 20,000 locations. The closure of these locations had a nominal impact on our revenue and operating profits.
Corporate and Other reports $18.6 million of expense for the second quarter 2022 compared with $15.8 million for the second quarter 2021. The increase in corporate expense for the second quarter is largely due to higher short-term compensation expense due to improved Company performance.
(2) Adjusted EBITDA is defined as net income excluding, to the extent incurred in the period, interest, income tax expense, depreciation, amortization, share-based compensation and other non-operating or non-recurring items that are considered expenses or income under U.S. GAAP. Adjusted EBITDA represents a performance measure and is not intended to represent a liquidity measure.
(3) Adjusted earnings per share is defined as diluted U.S. GAAP earnings per share excluding, to the extent incurred in the period, the tax-effected impacts of: a) foreign currency exchange gains or losses, b) share-based compensation, c) acquired intangible asset amortization, d) non-cash interest expense, e) non-cash income tax expense, f) other non-operating or non-recurring items and g) dilutive shares relate to the Company's convertible bonds. Adjusted earnings per share represents a performance measure and is not intended to represent a liquidity measure.
EURONET WORLDWIDE, INC.
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|||||
Condensed Consolidated Balance Sheets
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|||||
(in millions)
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|||||
As of
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|||||
June 30,
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As of
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||||
2022
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December 31,
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||||
(unaudited)
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2021
|
||||
ASSETS
|
|||||
Current assets:
|
|||||
Cash and cash equivalents
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$
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1,014.9
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$
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1,260.5
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ATM cash
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890.8
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543.4
|
|||
Restricted cash
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6.6
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3.7
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|||
Settlement assets
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1,057.4
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1,102.4
|
|||
Trade accounts receivable, net
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195.4
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203.0
|
|||
Prepaid expenses and other current assets
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344.2
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195.4
|
|||
Total current assets
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3,509.3
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3,308.4
|
|||
Property and equipment, net
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332.9
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345.4
|
|||
Right of use lease asset, net
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151.0
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161.5
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|||
Goodwill and acquired intangible assets, net
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1,005.1
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739.4
|
|||
Other assets, net
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197.2
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189.6
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|||
Total assets
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$
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5,195.5
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$
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4,744.3
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LIABILITIES AND EQUITY
|
|||||
Current liabilities:
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|||||
Settlement obligations
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$
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1,057.4
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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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769.6
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693.2
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|||
Current portion of operating lease liabilities
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48.9
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52.1
|
|||
Short-term debt obligations
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453.6
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4.9
|
|||
Total current liabilities
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2,329.5
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1,852.6
|
|||
Debt obligations, net of current portion
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1,638.7
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1,420.1
|
|||
Operating lease liabilities, net of current portion
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103.6
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111.4
|
|||
Capital lease obligations, net of current portion
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1.7
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2.9
|
|||
Deferred income taxes
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33.8
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46.5
|
|||
Other long-term liabilities
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69.1
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55.3
|
|||
Total liabilities
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4,176.4
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3,488.8
|
|||
Equity
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1,019.1
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1,255.5
|
|||
Total liabilities and equity
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$
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5,195.5
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$
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4,744.3
|
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EURONET WORLDWIDE, INC.
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|||||||
Consolidated Statements of Operations
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|||||||
(unaudited - in millions, except share and per share data)
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|||||||
Three Months Ended
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|||||||
June 30,
|
|||||||
2022
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2021
|
||||||
Revenues
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$
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843.3
|
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$
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714.7
|
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Operating expenses:
|
|||||||
Direct operating costs
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500.7
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470.8
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|
|||
Salaries and benefits
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131.3
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121.1
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|
|||
Selling, general and administrative
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74.2
|
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59.1
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|
|||
Depreciation and amortization
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36.0
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33.6
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|
|||
Total operating expenses
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742.2
|
|
684.6
|
|
|||
Operating income
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101.1
|
|
30.1
|
||||
Other income (expense):
|
|||||||
Interest income
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0.2
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0.2
|
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||
Interest expense
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(8.8
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) |
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(9.4
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) | ||
Foreign currency exchange (loss) gain
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(14.7
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) |
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0.1
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|||
Total other expense, net
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(23.3
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) |
(9.1
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) | |||
Income before income taxes
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77.8
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21.0
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|||||
Income tax expense
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(20.7
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) |
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(12.4
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) | ||
Net income
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57.1
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8.6
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|||||
Net loss attributable to noncontrolling interests
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0.2
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—
|
|||
Net income attributable to Euronet Worldwide, Inc.
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$
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57.3
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$
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8.6
|
|||
Add: Interest expense from assumed conversion of convertible notes, net of tax
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1.1
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|
—
|
|||
Net income for diluted earnings per share calculation
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$
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58.4
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$
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8.6
|
|||
Earnings per share attributable to Euronet
|
|||||||
Worldwide, Inc. stockholders - diluted
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$
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1.08
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$
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0.16
|
|||
Diluted weighted average shares outstanding
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53,766,914
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54,008,839
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|||
EURONET WORLDWIDE, INC.
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|||||||||||||||||||
Reconciliation of Net Income to Operating Income (Loss) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Three months ended June 30, 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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$
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57.1
|
|
||||||||||||||||
Add: Income tax expense
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20.7
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|||||||||||||||||
Add: Total other expense, net
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23.3
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|
|||||||||||||||||
Operating (expense) income
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$
|
54.8
|
$
|
24.3
|
|
$
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40.6
|
|
$
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(18.6
|
) |
$
|
101.1
|
|
|||||
Add: Depreciation and amortization
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25.7
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|
1.6
|
|
8.6
|
|
0.1
|
|
36.0
|
|
|||||||||
Add: Share-based compensation
|
—
|
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—
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—
|
|
10.1
|
|
10.1
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
80.5
|
$
|
25.9
|
|
$
|
49.2
|
|
$
|
(8.4
|
) |
$
|
147.2
|
|
|||||
Three months ended June 30, 2021
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
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Consolidated
|
|||||||||||||||
Net income
|
$
|
8.6
|
|||||||||||||||||
Add: Income tax expense
|
12.4
|
|
|||||||||||||||||
Add: Total other expense, net
|
9.1
|
|
|||||||||||||||||
Operating (loss) income
|
$
|
(25.3
|
) |
$
|
27.2
|
|
$
|
44.0
|
$
|
(15.8
|
) |
$
|
30.1
|
||||||
Add: Depreciation and amortization
|
22.2
|
|
2.1
|
|
9.2
|
|
0.1
|
|
33.6
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
11.0
|
|
11.0
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization and share-based compensation (Adjusted EBITDA) (1)
|
$
|
(3.1
|
) |
$
|
29.3
|
|
$
|
53.2
|
|
$
|
(4.7
|
) |
$
|
74.7
|
|
EURONET WORLDWIDE, INC.
|
|||||||
Reconciliation of Adjusted Earnings per Share
|
|||||||
(unaudited - in millions, except share and per share data)
|
|||||||
Three Months Ended
|
|||||||
June 30,
|
|||||||
2022
|
2021
|
||||||
Net income attributable to Euronet Worldwide, Inc.
|
$
|
57.3
|
$
|
8.6
|
|||
Foreign currency exchange loss (gain)
|
14.7
|
(0.1
|
) | ||||
Intangible asset amortization(1)
|
7.7
|
|
5.8
|
|
|||
Share-based compensation(2)
|
10.1
|
|
11.0
|
|
|||
Non-cash interest accretion(3)
|
— |
4.0
|
|
||||
Income tax effect of above adjustments(4)
|
(4.7
|
) |
(1.3
|
) | |||
Non-cash GAAP tax expense(5)
|
3.5
|
|
1.1
|
|
|||
Adjusted earnings(6)
|
$
|
88.6
|
|
$
|
29.1
|
|
|
Adjusted earnings per share - diluted(6)
|
$
|
1.73
|
|
$
|
0.53
|
|
|
Diluted weighted average shares outstanding (GAAP)
|
|
53,766,914
|
|
54,008,839
|
|
||
Effect of adjusted EPS dilution of convertible notes |
|
(2,781,818 | ) | — | |||
Effect of unrecognized share-based compensation on diluted shares outstanding
|
226,318
|
|
419,919
|
|
|||
Adjusted diluted weighted average shares outstanding
|
|
51,211,414
|
|
54,428,758
|
|
||
|
|
|
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