(State or other jurisdiction of incorporation or organization) | (Commission file number) | (I.R.S. Employer Identification No.) |
(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)) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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 | |||
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. ☐ |
Euronet Worldwide, Inc. | ||
By: | /s/ Rick L. Weller | |
Rick L. Weller | ||
Chief Financial Officer | ||
Date: February 7, 2023 |
Contact:
•
|
Revenues of $865.7 million, a 7% increase from $811.5 million (16% increase on a constant currency1 basis).
|
•
|
Operating income of $79.1 million, a 173% increase from $29.0 million (206% increase on a constant currency basis).
|
•
|
Adjusted operating income2 of $79.1 million, a 17% increase from $67.6 million (31% increase on a constant currency basis).
|
•
|
Net income attributable to Euronet of $67.7 million, or $1.31 diluted earnings per share (EPS), compared with net loss attributable to Euronet of $3.1 million, or $0.06 diluted loss per share.
|
•
|
Adjusted EBITDA3 of $127.0 million, a 12% increase from $112.9 million ( a 24% increase on a constant currency basis).
|
•
|
Adjusted earnings per share4 of $1.39, a 21% increase from $1.15.
|
•
|
Euronet's cash and cash equivalents were $1,131.2 million and ATM cash was $515.6 million, totaling $1,646.8 million as of December 31, 2022, and availability under its revolving credit facilities was approximately $740 million.
|
•
|
Revenues of $3,358.8 million, a 12% increase from $2,995.5 million (22% increase on a constant currency basis).
|
•
|
Operating income of $385.4 million, a 109% increase from $184.0 million (139% increase on a constant currency basis).
|
•
|
Adjusted operating income of $385.4 million, a 73% increase from $222.6 million (98% increase on a constant currency basis).
|
•
|
Net income attributable to Euronet of $231.0 million, or $4.41 diluted earnings per share, compared with $70.7 million, or $1.32 diluted earnings per share.
|
•
|
Adjusted EBITDA of $565.3 million, a 43% increase from $395.0 million (60% increase on a constant currency basis).
|
•
|
Adjusted earnings per share3 of $6.51, a 76% increase from $3.69.
|
1 |
“As I reflect on 2022, while we didn’t see a full travel recovery, we are encouraged by the apparent subsiding of the economic effects of the pandemic, and we are looking forward to travel continuing to improve towards pre-pandemic levels. I am proud of each of our segments for their continued success in gaining market share by expanding their products, services, networks and geographies, plus, I am energized by the success we have seen with our digital strategy. We have signed agreements with large corporations, like Grab, to utilize our Ren platform for their open-loop card issuing across several markets in Asia, and to provide prepaid card issuing services to SOLFIN, a digital wallet provider looking to expand across Latin America. We have signed agreements to utilize our Dandelion platform with one of the ten largest international banks in the world, and Digicel, a telecommunications company which serves customers in diaspora communities in North America, Europe, and APAC. And we completed the acquisition of Piraeus Bank’s merchant acquiring business which has accelerated our POS acquiring presence in Europe. These noteworthy wins, together with many smaller victories, the continued anticipated travel recovery in 2023 and favorable foreign exchange rate trends give me a very optimistic outlook for 2023 and beyond.”
The fourth quarter and full year 2021 results reflect a contract asset impairment of $38.6 million in the Money Transfer Segment.
2 |
Segment and Other Results
The EFT Processing Segment reports the following results for the fourth quarter 2022 compared with the same period in 2021:
|
|
•
|
Revenues of $210.1 million, a 29% increase from $163.5 million (43% increase on a constant currency basis).
|
•
|
Operating income of $19.1 million compared with $1.8 million.
|
•
|
Adjusted EBITDA of $43.4 million, a 68% increase from $25.9 million (85% increase on a constant currency basis).
|
•
|
Transactions of 1,825 million, a 43% increase from 1,279 million.
|
•
|
Total of 50,738 installed ATMs as of December 31, 2022, a 4% increase from 48,619. Operated 45,009 active ATMs as of December 31, 2022, a 5% increase from 42,713 as of December 31, 2021.
|
The EFT Processing Segment reports the following results for the full year 2022 compared with the same period in 2021:
•
|
Revenues of $924.2 million, a 56% increase from $591.2 million (75% increase on a constant currency basis).
|
•
|
Operating income of $184.0 million compared with an operating loss of $0.4 million.
|
•
|
Adjusted EBITDA of $279.4 million, a 209% increase from $90.5 million (247% increase on a constant currency basis).
|
•
|
Transactions of 6,459 million, a 48% increase from 4,366 million.
|
•
|
Revenues of $285.5 million, consistent with $286.9 million (9% increase on a constant currency basis).
|
•
|
Operating income of $41.1 million, a 1% increase from $40.6 million (12% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $42.6 million, consistent with $42.6 million (11% increase on a constant currency basis).
|
•
|
Transactions of 941 million, a 10% increase from 854 million.
|
•
|
Point-of-sale ("POS") terminals of approximately 816,000 as of December 31, 2022, a 5% increase from approximately 775,000.
|
•
|
Retailer locations of approximately 358,000 as of December 31, 2022, a 7% increase from approximately 335,000.
|
•
|
Revenues of $997.9 million, a 1% decrease from $1,011.4 million (8% increase on a constant currency basis).
|
•
|
Operating income of $120.7 million, a 2% decrease from $122.9 million (10% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $126.9 million, a 3% decrease from $131.4 million (8% increase on a constant currency basis).
|
•
|
Transactions of 3,836 million, a 23% increase from 3,120 million.
|
3 |
•
|
Revenues of $372.1 million, a 2% increase from $363.3 million (9% increase on a constant currency basis).
|
•
|
Operating income of $39.9 million compared with $2.7 million.
|
•
|
Adjusted operating income of $39.9 million, a 3% decrease from $41.3 million (6% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $48.1 million, a 4% decrease from $50.1 million (5% increase on a constant currency basis).
|
•
|
Total transactions of 39.4 million, a 10% increase from 35.7 million.
|
•
|
Network locations of approximately 522,000 as of December 31, 2022, a 2% increase from approximately 510,000.
|
•
|
Revenues of $1,444.5 million, a 3% increase from $1,401.0 million (9% increase on a constant currency basis).
|
•
|
Operating income of $154.5 million, a 29% increase from $119.6 million (43% increase on a constant currency basis).
|
•
|
Adjusted operating income of $154.5 million, a 2% decrease from $158.2 million (8% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $188.4 million, a 3% decrease from $194.2 million (7% increase on a constant currency basis).
|
•
|
Total transactions of 147.9 million, a 9% increase from 135.1 million.
|
Fourth quarter constant currency revenue, operating income, adjusted operating income and adjusted EBITDA growth was the result of 13% growth in U.S.-outbound transactions, 13% growth in international-originated money transfers - which included 13% growth in transfers initiated largely in Europe and 14% growth in transfers initiated in the Middle East and Asia - and 25% growth in xe transactions, partially offset by a 17% decline in the intra-U.S. business. These transaction growth rates include 38% growth in direct-to-consumer digital transactions.
Full year 2022 constant currency revenue, operating income, adjusted operating income and adjusted EBITDA growth was the result of 12% growth in U.S.-outbound transactions, 12% growth in international-originated money transfers - which included 13% growth in transfers initiated largely in Europe and 9% growth in transfers initiated in the Middle East and Asia - and 21% growth in xe transactions, partially offset by a 15% decline in the intra-U.S. business. These transaction growth rates include 38% growth in direct-to-consumer digital transactions.
The Money Transfer Segment added more than 32,000 network locations; however, it also closed approximately 20,000 locations in Russia, Belarus and Tajikistan during the first quarter 2022 when the Segment suspended its service to Russia - resulting in a net year-over-year expansion of 12,000 locations. The closure of these locations had a nominal impact on revenue and operating profits.
Corporate and Other reports $21.0 million of expense for the fourth quarter 2022 compared with $16.1 million for the fourth quarter 2021. For the full year 2022, Corporate and Other reports $73.8 million of expense compared with $58.1 million for the full year 2021. The increase in corporate expense for both the fourth quarter and full year 2022 is largely due to higher short- and long-term compensation expense due to improved Company performance.
4 |
(3) Adjusted EBITDA is defined as net income excluding, to the extent incurred in the period, interest expense, income tax expense, depreciation, amortization, share-based compensation, contract 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 (including the impact of unrecognized share-based compensation on diluted shares outstanding, c) acquired intangible asset amortization, d) non-cash interest expense, e) non-cash income tax expense, f) contract asset impairment charges, g) other non-operating or non-recurring items and h) dilutive shares related to the Company's convertible bonds. Adjusted earnings per share represents a performance measure and is not intended to represent a liquidity measure.
5 |
Conference Call and Slide Presentation
6 |
EURONET WORLDWIDE, INC. | |||||
Condensed Consolidated Balance Sheets
|
|||||
(unaudited in millions)
|
|||||
As of
|
As of
|
||||
December 31,
|
December 31,
|
||||
2022
|
2021
|
||||
ASSETS
|
|||||
Current assets:
|
|||||
Cash and cash equivalents
|
$
|
1,131.2
|
$
|
1,260.5
|
|
ATM cash
|
515.6
|
543.4
|
|||
Restricted cash
|
7.4
|
3.7
|
|||
Settlement assets
|
1,442.7
|
1,102.4
|
|||
Trade accounts receivable, net
|
270.8
|
203.0
|
|||
Prepaid expenses and other current assets
|
359.0
|
195.4
|
|||
|
|
|
|||
Total current assets
|
3,726.7
|
3,308.4
|
|||
Property and equipment, net
|
336.6
|
345.4
|
|||
Right of use lease assets, net
|
149.7
|
161.5
|
|||
Goodwill and acquired intangible assets, net
|
1,016.6
|
739.4
|
|||
Other assets, net
|
174.0
|
189.6
|
|||
Total assets
|
$
|
5,403.6
|
$
|
4,744.3
|
|
LIABILITIES AND EQUITY
|
|||||
Current liabilities:
|
|||||
Settlement obligations
|
$
|
1,442.7
|
$
|
1,102.4
|
|
Accounts payable and other current liabilities
|
858.1
|
693.2
|
|||
Current portion of operating lease liabilities
|
50.2
|
52.1
|
|||
Short-term debt obligations
|
3.1
|
4.9
|
|||
Total current liabilities
|
2,354.1
|
1,852.6
|
|||
Debt obligations, net of current portion
|
1,609.1
|
1,420.1
|
|||
Operating lease liabilities, net of current portion
|
102.6
|
111.4
|
|||
Capital lease obligations, net of current portion
|
1.3
|
2.9
|
|||
Deferred income taxes
|
28.4
|
46.5
|
|||
Other long-term liabilities
|
63.7
|
55.3
|
|||
Total liabilities
|
4,159.2
|
3,488.8
|
|||
Equity
|
1,244.4
|
1,255.5
|
|||
Total liabilities and equity
|
$
|
5,403.6
|
$
|
4,744.3
|
7 |
EURONET WORLDWIDE, INC.
|
|||||||||||||||
Consolidated Statements of Operations
|
|||||||||||||||
(unaudited - in millions, except share and per share data)
|
|||||||||||||||
|
Year Ended
|
|
|
Three Months Ended
|
|||||||||||
|
December 31, |
|
|
December 31,
|
|||||||||||
|
2022
|
|
|
|
2021
|
|
|
2022
|
2021
|
||||||
Revenues
|
$
|
3,358.8
|
|
|
$
|
2,995.5
|
|
|
$
|
865.7
|
|
$
|
811.5
|
|
|
Operating expenses:
|
|||||||||||||||
Direct operating costs
|
|
2,018.2
|
|
|
|
1,900.2
|
|
|
533.3
|
|
510.5
|
|
|||
Contract asset impairment
|
|
—
|
|
|
|
38.6
|
|
|
—
|
|
38.6
|
|
|||
Salaries and benefits
|
|
534.2
|
|
|
|
484.9
|
|
|
141.7
|
|
128.7
|
|
|||
Selling, general and administrative
|
|
285.1
|
|
|
|
252.0
|
|
|
77.5
|
|
69.7
|
|
|||
Depreciation and amortization
|
|
135.9
|
|
|
|
135.8
|
|
|
34.1
|
|
35.0
|
|
|||
Total operating expenses
|
|
2,973.4
|
|
|
|
2,811.5
|
|
|
786.6
|
|
782.5
|
|
|||
Operating income
|
|
385.4
|
|
|
|
184.0
|
|
|
79.1
|
|
29.0
|
||||
Other income (expense):
|
|||||||||||||||
Interest income
|
|
2.0
|
|
|
|
0.7
|
|
|
1.1
|
|
|
0.1
|
|
||
Interest expense
|
|
(37.5
|
)
|
|
|
(38.3
|
) |
|
(10.9
|
) |
|
(9.5
|
) | ||
Foreign currency exchange (loss) gain
|
|
(28.2
|
)
|
|
|
(10.8
|
) |
|
7.8
|
|
1.2
|
||||
Other income
|
|
0.9
|
|
|
|
—
|
|
|
0.7
|
|
—
|
||||
Total other expenses, net
|
|
(62.8
|
)
|
|
|
(48.4
|
) |
|
(1.3
|
) |
(8.2
|
) | |||
Income before income taxes
|
|
322.6
|
|
|
|
135.6
|
|
|
77.8
|
20.8
|
|||||
Income tax expense
|
|
(91.9
|
)
|
|
|
(65.1
|
) |
|
(10.0
|
) |
|
(23.9
|
) | ||
Net income (loss)
|
|
230.7
|
|
|
|
70.5
|
|
|
67.8
|
(3.1
|
) | ||||
Net (income) loss attributable to noncontrolling interests
|
|
0.3
|
|
|
|
0.2
|
|
|
(0.1
|
)
|
|
—
|
|||
Net income (loss) attributable to Euronet Worldwide, Inc.
|
$
|
231.0
|
|
|
$
|
70.7
|
|
|
$
|
67.7
|
$
|
(3.1
|
) | ||
Add: Interest expense from assumed conversion of convertible notes, net of tax
|
|
4.7
|
|
|
|
—
|
|
|
|
1.4 |
|
—
|
|||
Net income (loss) for diluted earnings per share calculation
|
$
|
235.7
|
|
|
$
|
70.7
|
|
|
$
|
69.1
|
$
|
(3.1
|
) | ||
Earnings (loss) per share attributable to Euronet
|
|||||||||||||||
Worldwide, Inc. stockholders - diluted
|
$
|
4.41
|
|
|
$
|
1.32
|
|
|
$
|
1.31
|
$
|
(0.06
|
) | ||
Diluted weighted average shares outstanding
|
|
53,463,308
|
|
|
|
53,529,576
|
|
|
52,771,936
|
|
51,945,097
|
|
8 |
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income (Loss) to Operating Income (Expense), Adjusted Operating Income (Expense) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Three months ended December 31, 2022
|
|||||||||||||||||||
EFT Processing
|
|
epay
|
|
Money Transfer
|
|
Corporate Services
|
Consolidated
|
||||||||||||
Net income
|
$
|
67.8
|
|
||||||||||||||||
Add: Income tax expense
|
10.0
|
|
|||||||||||||||||
Add: Total other expense, net
|
1.3
|
|
|||||||||||||||||
Operating income (expense)
|
$
|
19.1
|
|
$
|
41.1
|
|
$
|
39.9
|
|
$
|
(21.0
|
) |
$
|
79.1
|
|
||||
Add: Depreciation and amortization
|
24.3
|
|
1.5
|
|
8.2
|
|
0.1
|
|
34.1
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
13.8
|
|
13.8
|
|
|||||||||
Earnings (expense) before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
43.4
|
|
$
|
42.6
|
|
$
|
48.1
|
|
$
|
(7.1
|
) |
$
|
127.0
|
|
||||
Three months ended December 31, 2021
|
|||||||||||||||||||
EFT Processing
|
|
epay
|
|
Money Transfer
|
|
Corporate Services
|
Consolidated
|
||||||||||||
Net loss
|
$
|
(3.1
|
) | ||||||||||||||||
Add: Income tax expense
|
23.9
|
|
|||||||||||||||||
Add: Total other expense, net
|
8.2
|
|
|||||||||||||||||
Operating income (expense)
|
$
|
1.8
|
|
$
|
40.6
|
|
$
|
2.7
|
|
$
|
(16.1
|
) |
$
|
29.0
|
|||||
Add: Contract asset impairment charges
|
—
|
|
—
|
|
38.6
|
|
—
|
|
38.6
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Adjusted operating income (expense)
|
1.8
|
|
40.6
|
|
41.3
|
|
(16.1
|
)
|
67.6
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Add: Depreciation and amortization
|
24.1
|
|
2.0
|
|
8.8
|
|
0.1
|
|
35.0
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
10.3
|
|
10.3
|
|
|||||||||
Earnings (expense) before interest, taxes, depreciation, amortization, share-based compensation and contract asset impairment charges (Adjusted EBITDA) (1)
|
$
|
25.9
|
|
$
|
42.6
|
|
$
|
50.1
|
|
$
|
(5.7
|
) |
$
|
112.9
|
|
9 |
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income to Operating Income (Loss), Adjusted Operating Income (Loss) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Twelve months ended December 31, 2022
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net income
|
$ | 230.7 |
|
||||||||||||||||
Add: Income tax expense
|
91.9 |
|
|||||||||||||||||
Add: Total other expense, net
|
62.8 |
|
|||||||||||||||||
Operating income (expense)
|
$
|
184.0 | $ | 120.7 | $ | 154.5 | $ | (73.8 | ) | $ | 385.4 |
|
|||||||
Add: Depreciation and amortization
|
95.4 | 6.2 | 33.9 | 0.4 | 135.9 |
|
|||||||||||||
Add: Share-based compensation
|
— | — | — | 44.0 | 44.0 |
|
|||||||||||||
Earnings (expense) before interest, taxes, depreciation, amortization and share-based compensation (Adjusted EBITDA) (1)
|
$
|
279.4 | $ | 126.9 | $ | 188.4 | $ | (29.4 | ) | $ | 565.3 |
|
|||||||
Twelve months ended December 31, 2021
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net income
|
$
|
70.5
|
|
||||||||||||||||
Add: Income tax expense
|
65.1
|
|
|||||||||||||||||
Add: Total other expense, net
|
48.4
|
|
|||||||||||||||||
Operating (loss) income
|
$
|
(0.4
|
) |
$
|
122.9
|
|
$
|
119.6
|
|
$
|
(58.1
|
) |
$
|
184.0
|
|
||||
Add: Contract asset impairment
|
—
|
|
—
|
|
38.6
|
|
—
|
|
38.6
|
|
|||||||||
Adjusted operating (loss) income(1)
|
(0.4
|
) |
122.9
|
|
158.2
|
|
(58.1 | ) |
222.6
|
|
|||||||||
Add: Depreciation and amortization
|
90.9
|
|
8.5
|
|
36.0
|
|
0.4
|
|
135.8
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
36.6
|
|
36.6
|
|
|||||||||
Earnings (expense) before interest, taxes, depreciation, amortization, share-based compensation and contract asset impairment charges (Adjusted EBITDA) (1)
|
$
|
90.5
|
|
$
|
131.4
|
|
$
|
194.2
|
|
$
|
(21.1
|
) |
$
|
395.0
|
|
10 |
EURONET WORLDWIDE, INC.
|
|||||||||||||||
Reconciliation of Adjusted Earnings per Share
|
|||||||||||||||
(unaudited - in millions, except share and per share data)
|
|||||||||||||||
Year Ended
|
|
Three Months Ended
|
|||||||||||||
December 31,
|
|
December 31,
|
|||||||||||||
|
2022
|
|
|
|
2021
|
|
|
2022 | 2021 | ||||||
Net income (loss) attributable to Euronet Worldwide, Inc.
|
$
|
231.0
|
|
|
$
|
70.7
|
|
|
$
|
67.7
|
$
|
(3.1
|
) | ||
Foreign currency exchange loss (gain)
|
|
28.2
|
|
|
|
10.8
|
|
|
(7.8
|
) |
(1.2
|
) | |||
Intangible asset amortization(1)
|
|
27.0
|
|
|
|
23.1
|
|
|
6.9
|
|
5.6
|
||||
Share-based compensation(2)
|
|
44.0
|
|
|
|
36.6
|
|
|
13.8
|
|
10.3
|
||||
Contract asset impairment |
|
—
|
|
|
|
38.6
|
|
|
—
|
|
38.6
|
|
|||
Non-cash interest accretion(3)
|
— | 16.0 | — |
4.1
|
|||||||||||
Income tax effect of above adjustments(4)
|
|
12.7
|
|
|
(13.8
|
)
|
|
7.1
|
(6.6
|
) | |||||
Non-cash GAAP tax (benefit) expense(5)
|
|
(11.3
|
)
|
|
|
16.4
|
|
|
(17.8
|
)
|
13.1
|
||||
Adjusted earnings(6)
|
$
|
331.6
|
|
|
$
|
198.4
|
|
|
$
|
69.9
|
|
$
|
60.8
|
||
Adjusted earnings per share - diluted(6)
|
$
|
6.51
|
|
|
$
|
3.69
|
|
|
$
|
1.39
|
|
$
|
1.15
|
||
Diluted weighted average shares outstanding (GAAP)
|
|
53,463,308
|
|
|
|
53,529,576
|
|
|
|
52,771,936
|
|
51,945,097
|
|||
Effect of adjusted EPS dilution of convertible notes | (2,781,818 | ) | — |
|
(2,781,818 | ) | 739,763 | ||||||||
Effect of unrecognized share-based compensation on diluted shares outstanding
|
216,060 | 246,198 |
183,422
|
|
222,193
|
||||||||||
Adjusted diluted weighted average shares outstanding
|
|
50,897,550
|
|
|
|
53,775,774
|
|
|
|
50,173,540
|
|
52,907,053
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|