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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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||
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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
|
Exhibit
Number
|
Description
|
99.1
|
104 Inline XBRL for the cover page of of this Current Report on Form 8-K
|
|
|
|
Euronet Worldwide, Inc.
|
|
|
By:
|
___________________
|
|
Rick L. Weller
|
|
|
Chief Financial Officer
|
|
Date: February 6, 2024
|
|
![]() |
•
|
Revenues of $957.7 million, an 11% increase from $865.7 million (7% increase on a constant currency1 basis).
|
•
|
Operating income of $97.4 million, a 23% increase from $79.1 million (22% increase on a constant currency basis).
|
•
|
Adjusted operating income2 of $99.9 million, a 26% increase from $79.1 million (25% increase on a constant currency basis).
|
•
|
Adjusted EBITDA3 of $147.6 million, a 16% increase from $127.0 million (14% increase on a constant currency basis).
|
•
|
Net income attributable to Euronet of $69.3 million, or $1.43 diluted earnings per share, compared with $67.7 million, or $1.31 diluted earnings per share.
|
•
|
Adjusted earnings per share4 of $1.88, a 35% increase from $1.39.
|
•
|
Euronet's cash and cash equivalents were $1,254.2 million and ATM cash was $525.2 million, totaling $1,779.4 million as of December 31, 2023, and availability under its revolving credit facilities was approximately $661.2 million.
|
•
|
Revenues of $3,688.0 million, a 10% increase from $3,358.8 million (9% increase on a constant currency basis).
|
•
|
Operating income of $432.6 million, a 12% increase from $385.4 million (12% increase on a constant currency basis).
|
•
|
Adjusted operating income of $432.1 million, a 12% increase from $385.4 million (11% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $618.7 million, a 9% increase from $565.3 million (9% increase on a constant currency basis).
|
•
|
Net income attributable to Euronet of $279.7 million, or $5.50 diluted earnings per share, compared with $231.0 million, or $4.41 diluted earnings per share.
|
•
|
Adjusted earnings per share of $7.46, a 15% increase from $6.51.
|
Taking into consideration recent trends in the business and the global economy, the Company anticipates its 2024 adjusted EPS will grow 10% to 15% year-over-year, consistent with its 10 and 20 year compounded annualized growth rates. This outlook does not include any changes that may develop in foreign exchange rates, interest rates or other unforeseen factors.
Segment and Other Results
The EFT Processing Segment reports the following results for the fourth quarter 2023 compared with the same period or date in 2022:
|
|
•
|
Revenues of $237.9 million, a 13% increase from $210.1 million (9% increase on a constant currency basis).
|
•
|
Operating income of $25.5 million, a 34% increase from $19.1 million (40% increase on a constant currency basis).
|
•
|
Adjusted operating income of $28.0 million, a 47% increase from $19.1 million (53% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $52.2 million, a 20% increase from $43.4 million (21% increase on a constant currency basis).
|
•
|
Transactions of 2,369 million, a 30% increase from 1,825 million.
|
•
|
Total of 52,652 installed ATMs as of December 31, 2023, a 4% increase from 50,738 at December 31, 2022. Operated 47,303 active ATMs as of December 31, 2023, a 5% increase from 45,009 as of December 31, 2022.
|
The EFT Processing Segment reports the following results for the full year 2023 compared with the same period in 2022:
•
|
Revenues of $1,058.3 million, a 15% increase from $924.2 million (14% increase on a constant currency basis).
|
•
|
Operating income of $206.3 million, a 12% increase from $184.0 million (13% increase on a constant currency basis).
|
•
|
Adjusted operating income of $205.8 million, a 12% increase from $184.0 million (11% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $300.4 million, an 8% increase from $279.4 million (6% increase on a constant currency basis).
|
•
|
Transactions of 8,473 million, a 31% increase from 6,459 million.
|
•
|
Revenues of $316.7 million, an 11% increase from $285.5 million (7% increase on a constant currency basis).
|
•
|
Operating income of $43.6 million, a 6% increase from $41.1 million (3% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $45.4 million, a 7% increase from $42.6 million (3% increase on a constant currency basis).
|
•
|
Transactions of 906 million, a 4% decrease from 941 million.
|
•
|
POS terminals of approximately 821,000 as of December 31, 2023, a 1% increase from approximately 816,000.
|
•
|
Retailer locations of approximately 352,000 as of December 31, 2023, a 2% decrease from approximately 358,000.
|
•
|
Revenues of $1,082.4 million, an 8% increase from $997.9 million (7% increase on a constant currency basis).
|
•
|
Operating income of $126.2 million, a 5% increase from $120.7 million (5% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $133.1 million, a 5% increase from $126.9 million (5% increase on a constant currency basis).
|
•
|
Transactions of 3,789 million, a 1% decrease from 3,836 million.
|
•
|
Revenues of $405.1 million, a 9% increase from $372.1 million (7% increase a constant currency basis).
|
•
|
Operating income of $51.9 million, a 30% increase from $39.9 million (27% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $59.3 million, a 23% increase from $48.1 million (20% increase on a constant currency basis).
|
•
|
Total transactions of 42.4 million, an 8% increase from 39.4 million.
|
•
|
Network locations of approximately 580,000 as of December 31, 2023, an 11% increase from approximately 522,000.
|
•
|
Revenues of $1,555.2 million, an 8% increase from $1,444.5 million (7% increase on a constant currency basis).
|
•
|
Operating income of $185.4 million, a 20% increase from $154.5 million (19% increase on a constant currency basis).
|
•
|
Adjusted EBITDA of $216.4 million, a 15% increase from $188.4 million (14% increase on a constant currency basis).
|
•
|
Total transactions of 161.7 million, a 9% increase from 147.9 million.
|
Fourth quarter constant currency revenue, operating income and adjusted EBITDA growth was the result of 8% growth in U.S.-outbound transactions, 10% growth in international-originated money transfers - which included 7% growth from Americas outside the US, 8% growth in transfers initiated largely in Europe, and 20% growth in transfers initiated in the Middle East and Asia, and 17% growth in xe transactions, partially offset by a 13% decline in the intra-U.S. business. These transaction growth rates include 20% growth in direct-to-consumer digital transactions.
Full year 2023 constant currency revenue, operating income, and adjusted EBITDA growth was the result of 10% growth in U.S.-outbound transactions, 12% growth in international-originated money transfers - which included 10% growth from Americas outside the US, 12% growth in transfers initiated largely in Europe, and 14% growth in transfers initiated in the Middle East and Asia, and 23% growth in xe transactions, partially offset by a 15% decline in the intra-U.S. business. These transaction growth rates include 26% growth in direct-to-consumer digital transactions.
For the the fourth quarter and full-year, revenue growth was less than transaction growth due to a decrease in the average amount sent as a result of inflationary pressures together with marketing efforts in certain geographies, which resulted in slightly less revenue per transaction but contributed to improved profit margins.
For the fourth quarter and full year adjusted EBITDA and operating income growth exceeded the revenue growth rate due to the leverage of revenue growth together with effective cost management.
Corporate and Other reports $23.6 million of expense for the fourth quarter 2023 compared with $21.0 million for the fourth quarter 2022. For the full year 2023, Corporate and Other reports $85.3 million of expense compared with $73.8 million for the full year 2022. The increase in corporate expenses for both the fourth quarter and full year 2023 is largely the result of long- and short-term compensation expenses based on Company performance.
(2) Adjusted operating income is defined as operating income excluding non-cash gains and non-cash purchase accounting expense adjustments. Adjusted operating income represents a performance measure and is not intended to represent a liquidity measure.
(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, non-cash gains, non-cash purchase accounting expense adjustments 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) non-cash income tax expense, e) non-cash gains and non-cash purchase accounting expense adjustments 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.
|
|||||
Condensed Consolidated Balance Sheets
|
|||||
(in millions)
|
|||||
As of
|
|||||
December 31,
|
As of
|
||||
2023
|
December 31,
|
||||
(unaudited)
|
2022
|
||||
ASSETS
|
|||||
Current assets:
|
|||||
Cash and cash equivalents
|
$
|
1,254.2
|
$
|
1,131.2
|
|
ATM cash
|
525.2
|
515.6
|
|||
Restricted cash
|
15.2
|
7.4
|
|||
Settlement assets
|
1,681.5
|
1,442.7
|
|||
Trade accounts receivable, net
|
370.6
|
270.8
|
|||
Prepaid expenses and other current assets
|
316.0
|
359.0
|
|||
Total current assets
|
4,162.7
|
3,726.7
|
|||
Property and equipment, net
|
332.1
|
336.6
|
|||
Right of use lease asset, net
|
142.6
|
149.7
|
|||
Goodwill and acquired intangible assets, net
|
1,015.1
|
1,016.6
|
|||
Other assets, net
|
241.9
|
174.0
|
|||
Total assets
|
$
|
5,894.4
|
$
|
5,403.6
|
|
LIABILITIES AND EQUITY
|
|||||
Current liabilities:
|
|||||
Settlement obligations
|
$
|
1,681.5
|
$
|
1,442.7
|
|
Accounts payable and other current liabilities
|
816.9
|
858.1
|
|||
Current portion of operating lease liabilities
|
50.3
|
50.2
|
|||
Short-term debt obligations
|
151.9
|
3.1
|
|||
Total current liabilities
|
2,700.6
|
2,354.1
|
|||
Debt obligations, net of current portion
|
1,715.4
|
1,609.1
|
|||
Operating lease liabilities, net of current portion
|
95.8
|
102.6
|
|||
Capital lease obligations, net of current portion
|
2.3
|
1.3
|
|||
Deferred income taxes
|
47.0
|
28.4
|
|||
Other long-term liabilities
|
83.6
|
63.7
|
|||
Total liabilities
|
4,644.7
|
4,159.2
|
|||
Equity
|
1,249.7
|
1,244.4
|
|||
Total liabilities and equity
|
$
|
5,894.4
|
$
|
5,403.6
|
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,
|
|||||||||||
|
2023
|
|
|
|
2022
|
|
|
2023
|
2022
|
||||||
Revenues
|
$
|
3,688.0
|
|
|
$
|
3,358.8
|
|
|
$
|
957.7
|
|
$
|
865.7
|
|
|
Operating expenses:
|
|||||||||||||||
Direct operating costs
|
|
2,222.8
|
|
|
|
2,018.2
|
|
|
596.4
|
|
533.3
|
|
|||
Salaries and benefits
|
|
602.9
|
|
|
|
534.2
|
|
|
158.0
|
|
141.7
|
|
|||
Selling, general and administrative
|
|
296.8
|
|
|
|
285.1
|
|
|
72.4
|
|
77.5
|
|
|||
Depreciation and amortization
|
|
132.9
|
|
|
|
135.9
|
|
|
33.5
|
|
34.1
|
|
|||
Total operating expenses
|
|
3,255.4
|
|
|
|
2,973.4
|
|
|
860.3
|
|
786.6
|
|
|||
Operating income
|
|
432.6
|
|
|
|
385.4
|
|
|
97.4
|
|
79.1
|
||||
Other income (expense):
|
|||||||||||||||
Interest income
|
|
15.2
|
|
|
|
2.0
|
|
|
5.1
|
|
|
1.1
|
|
||
Interest expense
|
|
(55.6
|
) |
|
|
(37.5
|
) |
|
(16.5
|
) |
|
(10.9
|
) | ||
Foreign currency exchange gain (loss)
|
|
8.0
|
|
|
(28.2
|
) |
|
11.6
|
|
7.8
|
|||||
Other income
|
|
0.2
|
|
|
|
0.9
|
|
|
0.3
|
|
0.7
|
||||
Total other (expense) income, net
|
|
(32.2
|
) |
|
|
(62.8
|
) |
|
0.5
|
(1.3
|
) | ||||
Income before income taxes
|
|
400.4
|
|
|
|
322.6
|
|
|
97.9
|
77.8
|
|||||
Income tax expense
|
|
(120.9
|
) |
|
|
(91.9
|
) |
|
(28.4
|
) |
|
(10.0
|
) | ||
Net income
|
|
279.5
|
|
|
|
230.7
|
|
|
69.5
|
67.8
|
|||||
Net loss (income) attributable to noncontrolling interests
|
|
0.2
|
|
|
|
0.3
|
|
|
(0.2
|
) |
|
(0.1
|
) | ||
Net income attributable to Euronet Worldwide, Inc.
|
$
|
279.7
|
|
|
$
|
231.0
|
|
|
$
|
69.3
|
$
|
67.7
|
|||
Add: Interest expense from assumed conversion of convertible notes, net of tax
|
|
4.2
|
|
|
|
4.7
|
|
|
|
1.0 |
|
1.4
|
|||
Net income for diluted earnings per share calculation
|
$
|
283.9
|
|
|
$
|
235.7
|
|
|
$
|
70.3
|
$
|
69.1
|
|||
Earnings per share attributable to Euronet
|
|||||||||||||||
Worldwide, Inc. stockholders - diluted
|
$
|
5.50
|
|
|
$
|
4.41
|
|
|
$
|
1.43
|
$
|
1.31
|
|||
Diluted weighted average shares outstanding
|
|
51,599,633
|
|
|
|
53,463,308
|
|
|
49,066,284
|
|
52,771,936
|
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income to Operating Income (Expense), Adjusted Operating Income (Expense) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Three months ended December 31, 2023
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net income
|
$
|
69.5
|
|
||||||||||||||||
Add: Income tax expense
|
28.4
|
|
|||||||||||||||||
Add: Total other income, net
|
(0.5
|
) | |||||||||||||||||
Operating income (expense)
|
$
|
25.5
|
$
|
43.6
|
|
$
|
51.9
|
|
$
|
(23.6
|
) |
$
|
97.4
|
|
|||||
Add: non-cash purchase accounting expense adjustment
|
|
2.5
|
|
—
|
|
|
—
|
|
|
—
|
|
2.5
|
|
||||||
Adjusted operating income (expense) (1)
|
|
28.0
|
|
43.6
|
|
|
51.9
|
|
|
(23.6
|
) |
|
99.9
|
|
|||||
Add: Depreciation and amortization
|
24.2
|
|
1.8
|
|
7.4
|
|
0.1
|
|
33.5
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
—
|
|
—
|
|
14.2
|
|
14.2
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, non-cash purchase accounting adjustment, share-based compensation (Adjusted EBITDA) (1)
|
$
|
52.2
|
$
|
45.4
|
|
$
|
59.3
|
|
$
|
(9.3
|
) |
$
|
147.6
|
|
|||||
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 before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
43.4
|
$
|
42.6
|
|
$
|
48.1
|
|
$
|
(7.1
|
) |
$
|
127.0
|
|
EURONET WORLDWIDE, INC.
|
|||||||||||||||||||
Reconciliation of Net Income to Operating Income (Expense), Adjusted Operating Income (Expense) and Adjusted EBITDA
|
|||||||||||||||||||
(unaudited - in millions)
|
|||||||||||||||||||
Twelve months ended December 31, 2023
|
|||||||||||||||||||
EFT Processing
|
epay
|
Money Transfer
|
Corporate Services
|
Consolidated
|
|||||||||||||||
Net income
|
$
|
279.5
|
|
||||||||||||||||
Add: Income tax expense
|
120.9
|
|
|||||||||||||||||
Add: Total other expense, net
|
32.2
|
|
|||||||||||||||||
Operating income (expense)
|
$
|
206.3
|
$
|
126.2
|
|
$
|
185.4
|
|
$
|
(85.3
|
) |
$
|
432.6
|
|
|||||
Add: Non-cash purchase accounting expense adjustment
|
2.5
|
—
|
|
—
|
|
—
|
|
2.5
|
|
||||||||||
Less: Non-cash gain
|
(3.0
|
) |
—
|
|
—
|
|
—
|
|
(3.0
|
) | |||||||||
Adjusted operating income (expense) (1)
|
205.8
|
|
126.2
|
|
185.4
|
|
(85.3
|
) |
432.1
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Add: Depreciation and amortization
|
94.6
|
|
6.9
|
|
31.0
|
|
0.4
|
|
132.9
|
|
|||||||||
Add: Share-based compensation
|
—
|
|
— |
|
—
|
|
53.7
|
|
53.7
|
|
|||||||||
Earnings before interest, taxes, depreciation, amortization, non-cash gain, non-cash purchase accounting adjustment, share-based compensation (Adjusted EBITDA) (1)
|
$
|
300.4
|
$
|
133.1
|
|
$
|
216.4
|
|
$
|
(31.2
|
) |
$
|
618.7
|
|
|||||
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 before interest, taxes, depreciation, amortization, and share-based compensation (Adjusted EBITDA) (1)
|
$
|
279.4
|
$
|
126.9
|
|
$
|
188.4
|
|
$
|
(29.4
|
) |
$
|
565.3
|
|
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,
|
|||||||||||||
|
2023
|
|
|
|
2022
|
|
|
2023 | 2022 | ||||||
Net income attributable to Euronet Worldwide, Inc.
|
$
|
279.7
|
|
|
$
|
231.0
|
|
|
$
|
69.3
|
$
|
67.7
|
|||
Foreign currency exchange (gain) loss
|
|
(8.0
|
) |
|
|
28.2
|
|
|
(11.6
|
) |
(7.8
|
) | |||
Intangible asset amortization(1)
|
|
24.4
|
|
|
|
27.0
|
|
|
5.4
|
|
6.9
|
||||
Share-based compensation(2)
|
|
53.7
|
|
|
|
44.0
|
|
|
14.2
|
|
13.8
|
||||
Non-cash gain(3) |
|
(3.0
|
) |
|
|
—
|
|
|
—
|
|
—
|
|
|||
Non-cash purchase accounting expense adjustment(4) |
|
2.5
|
|
|
|
—
|
|
|
2.5
|
|
—
|
|
|||
Income tax effect of above adjustments(5)
|
|
(3.0
|
) |
|
|
12.7
|
|
1.2
|
7.1
|
||||||
Non-cash GAAP tax expense (benefit)(6)
|
|
19.7
|
|
|
(11.3
|
) |
|
6.4
|
(17.8
|
) | |||||
Adjusted earnings(7)
|
$
|
366.0
|
|
|
$
|
331.6
|
|
|
$
|
87.4
|
|
$
|
69.9
|
||
Adjusted earnings per share - diluted(7)
|
$
|
7.46
|
|
|
$
|
6.51
|
|
|
$
|
1.88
|
|
$
|
1.39
|
||
Diluted weighted average shares outstanding (GAAP)
|
|
51,599,633
|
|
|
|
53,463,308
|
|
|
|
49,066,284
|
|
52,771,936
|
|||
Effect of adjusted EPS dilution of convertible notes | (2,781,818 | ) | (2,781,818 | ) |
|
(2,781,818 | ) | (2,781,818 | ) | ||||||
Effect of unrecognized share-based compensation on diluted shares outstanding
|
230,000 | 216,060 |
158,030
|
|
183,422
|
||||||||||
Adjusted diluted weighted average shares outstanding
|
|
49,047,815
|
|
|
|
50,897,550
|
|
|
|
46,442,496
|
|
50,173,540
|