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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K
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1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 8, 2014 Date of Report (Date of earliest event reported) AIR LEASE CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 2000 Avenue of the Stars, Suite 1000N Los Angeles, California (Address of principal executive offices) (Zip Code) Registrant s telephone number, including area code: (310) Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR ) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c))
2 Item 2.02 Results of Operations and Financial Condition. On May 8, 2014, Air Lease Corporation (the Company ) issued a press release announcing its financial results for the three months ended March 31, The information in this Item 2.02 and the related information in Exhibit 99.1 attached hereto shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit 99.1 Press release dated May 8, 2014, 2
3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AIR LEASE CORPORATION Date: May 8, 2014 /s/ Gregory B. Willis Gregory B. Willis Senior Vice President and Chief Financial Officer 3
4 EXHIBIT INDEX 99.1 Press release dated May 8,
5 Exhibit 99.1 Air Lease Corporation Announces First Quarter 2014 Results Los Angeles, California, May 8, 2014 Air Lease Corporation (ALC) (NYSE: AL) announced today financial results for the quarter ended March 31, Highlights Air Lease Corporation reported another consecutive quarter of fleet, revenue and profitability growth: Diluted EPS increased 50% to $0.57 per share for the three months ended March 31, 2014 compared to $0.38 per share for the three months ended March 31, Revenues increased 28% to $246 million for the three months ended March 31, 2014 compared to $192 million for the three months ended March 31, Income before taxes increased 54% to $95 million with a pretax margin of 39% for the three months ended March 31, 2014 compared to income before taxes of $62 million with a pretax margin of 32% for the three months ended March 31, Recorded $15.9 million in gains on aircraft sales, trading and other activity for the three months ended March 31, Placed orders for nine additional aircraft from Airbus S.A.S., Avions de Transport Régional and The Boeing Company scheduled to deliver in 2014 through Signed forward lease placements with four new airlines further diversifying our global customer base. On May 5, 2014, we amended our Syndicated Unsecured Revolving Credit Facility increasing the aggregate capacity by $100 million to $2.1 billion and extended the availability period by one year to May Completed a senior unsecured notes offering in March 2014, issuing $500 million with a coupon of 3.875%, maturing in Our Board of Directors declared a quarterly cash dividend of $0.03 per share on our outstanding common stock. The following table summarizes the results for the three months and years ended March 31, 2014 and 2013 (in thousands, except share amounts): Three Months Ended March 31, % change Revenues $ 246,285 $ 191, % Income before taxes $ 94,709 $ 61, % Net income $ 61,397 $ 39, % Cash provided by operating activities $ 180,240 $ 161, % Diluted EPS $ 0.57 $ % ALC started off 2014 with another record quarter of profitability. Globally, all indications point to continued strength in overall airline financial health, profitability, and better capacity management. The demand from airlines is outpacing ALC s existing order pipeline of new aircraft and therefore we topped up orders at Airbus, Boeing, and ATR to facilitate customer needs, said Steven F. Udvar-Házy, Chairman and Chief Executive Officer of Air Lease Corporation. We continue to diversify our portfolio by adding new customers to our fleet with long leases attached. We took advantage of a healthy secondary market for aircraft trading and we sold four mid-life aircraft for gains. The capital markets have remained very receptive to our strengthening credit profile and have allowed us to drive credit spreads tighter with each successive debt issuance, said John L. Plueger, President and Chief Operating Officer of Air Lease Corporation.
6 Flight Equipment Portfolio As of March 31, 2014, we owned 196 aircraft in our operating lease portfolio and we leased the aircraft to a globally diversified customer base of 79 airlines in 47 countries. During the quarter ended March 31, 2014, we delivered five aircraft from our new order pipeline. In addition, we sold two aircraft from our operating lease portfolio during the quarter ended March 31, As of March 31, 2014, we managed 12 aircraft for third parties. Below are portfolio metrics of our fleet as of March 31, 2014 and December 31, 2013: March 31, 2014 December 31, 2013 Fleet size Weighted-average fleet age(1) 3.8 years 3.7 years Weighted-average remaining lease term(1) 7.0 years 7.1 years Aggregate fleet net book value $ 7.7 billion $ 7.6 billion (1) Weighted-average fleet age and remaining lease term calculated based on net book value. Over 90% of our aircraft are operated internationally. The following table sets forth the percentage of net book value of our aircraft portfolio in the indicated regions as of March 31, 2014 and December 31, 2013: March 31, 2014 December 31, 2013 Region % of Net Book Value % of Net Book Value Asia/Pacific 44.7% 43.6% Europe Central America, South America and Mexico U.S. and Canada The Middle East and Africa Total 100.0% 100.0% The following table sets forth the number of aircraft we leased by aircraft type as of March 31, 2014 and December 31, 2013: Number of Aircraft March 31, 2014 December 31, 2013 % of Number of Total Aircraft Aircraft type Airbus A319/320/ % % Airbus A / Boeing / Boeing ER Boeing /300ER Embraer E175/ ATR Total % % % of Total
7 Debt Financing Activities We ended the first quarter of 2014 with total debt outstanding of $5.94 billion as compared to $5.85 billion as of December 31, We have built a globally diversified banking group, which has provided us in excess of $4.3 billion in financing and we have successfully accessed the debt capital markets for $3.8 billion in unsecured financing. We ended the first quarter of 2014 with total unsecured debt outstanding of $4.6 billion compared to $4.3 billion as of December 31, 2013, increasing the Company s unsecured debt as a percentage of total debt to 77.0% as of March 31, 2014 compared to 73.5% as of December 31, The Company s fixed rate debt as a percentage of total debt increased to 69.4% as of March 31, 2014 from 62.0% as of December 31, In the first quarter 2014, we raised additional debt financing aggregating $525.0 million, which included $500.0 million in senior unsecured notes due 2021 that bear interest at a rate of 3.875% and $25.0 million in senior unsecured notes due 2024 that bear interest at a rate of 4.85%. We ended the first quarter of 2014 with a debt to equity ratio of 2.3:1 and available liquidity of $2.1 billion which is comprised of unrestricted cash of $256.1 million and undrawn balances under our warehouse facilities and unsecured revolving credit facilities of $1.8 billion. Our financing strategy remains focused on raising unsecured debt in the global bank and capital markets. The Company s debt financing was comprised of the following at March 31, 2014 and December 31, 2013: March 31, 2014 December 31, 2013 (dollars in thousands) Unsecured Senior notes $ 3,579,194 $ 3,055,620 Revolving credit facilities 575, ,000 Term financings 229, ,722 Convertible senior notes 200, ,000 Total unsecured debt financing 4,584,160 4,311,342 Secured Warehouse facilities 598, ,418 Term financings 703, ,369 Export credit financing 69,875 71,539 Total secured debt financing 1,371,553 1,554,326 Total secured and unsecured debt financing 5,955,713 5,865,668 Less: Debt discount (12,617) (12,351) Total debt $ 5,943,096 $ 5,853,317 Selected interest rates and ratios: Composite interest rate(1) 3.73% 3.60% Composite interest rate on fixed rate debt(1) 4.48% 4.56% Percentage of total debt at fixed rate 69.43% 61.98% (1) This rate does not include the effect of upfront fees, undrawn fees or issuance cost amortization.
8 Conference Call In connection with the earnings release, Air Lease Corporation will host a conference call on May 8, 2014 at 4:30 PM Eastern Time to discuss the Company s financial results for the first quarter Investors can participate in the conference call by dialing (866) domestic or (617) international. The passcode for the call is The conference call will also be broadcast live through a link on the Investor Relations page of the Air Lease Corporation website at Please visit the website at least 15 minutes prior to the call to register, download and install any necessary audio software. A replay of the broadcast will be available on the Investor Relations page of the Air Lease Corporation website. For your convenience, the conference call can be replayed in its entirety beginning at 8:30 PM ET on May 8, 2014 until 11:59 PM ET May 15, If you wish to listen to the replay of this conference call, please dial (888) domestic or (617) international and enter passcode About Air Lease Corporation (NYSE: AL) Air Lease Corporation is a leading aircraft leasing company based in Los Angeles, California that has airline customers throughout the world. ALC and its team of dedicated and experienced professionals are principally engaged in purchasing commercial aircraft and leasing them to its airline customers worldwide through customized aircraft leasing and financing solutions. For more information, visit ALC s website at Contact Investors: Ryan McKenna Vice President Media: Laura St. John Manager, Media and Investor Relations
9 Forward-Looking Statements Statements in this press release that are not historical facts are hereby identified as forward-looking statements, including any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance. These statements are often, but not always, made through the use of words or phrases such as anticipate, believes, can, could, may, predicts, potential, should, will, estimate, plans, projects, continuing, ongoing, expects, intends and similar words or phrases. These statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed in such statements, including as a result of the following factors, among others: our inability to make acquisitions of, or lease, aircraft on favorable terms; our inability to obtain additional financing on favorable terms, if required, to complete the acquisition of sufficient aircraft as currently contemplated or to fund the operations and growth of our business; our inability to obtain refinancing prior to the time our debt matures; impaired financial condition and liquidity of our lessees; deterioration of economic conditions in the commercial aviation industry generally; increased maintenance, operating or other expenses or changes in the timing thereof; changes in the regulatory environment; potential natural disasters and terrorist attacks and the amount of our insurance coverage, if any, relating thereto; and the factors discussed under Part I Item 1A. Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2013 and other SEC filings. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations. You are therefore cautioned not to place undue reliance on such statements. Any forwardlooking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. ###
10 Air Lease Corporation and Subsidiaries CONSOLIDATED BALANCE SHEETS (In thousands, except share and par value amounts) March 31, 2014 December 31, 2013 (unaudited) Assets Cash and cash equivalents $ 256,078 $ 270,173 Restricted cash 76,741 87,308 Flight equipment subject to operating leases 8,439,676 8,234,315 Less accumulated depreciation (693,075) (621,180) 7,746,601 7,613,135 Deposits on flight equipment purchases 1,180,171 1,075,023 Deferred debt issue costs less accumulated amortization of $56,265 and $51,578 as of March 31, 2014 and December 31, 2013, respectively 90,162 90,249 Other assets 203, ,716 Total assets $ 9,553,305 $ 9,332,604 Liabilities and Shareholders Equity Accrued interest and other payables $ 146,177 $ 131,223 Debt financing, net of discounts 5,943,096 5,853,317 Security deposits and maintenance reserves on flight equipment leases 593, ,847 Rentals received in advance 60,620 61,520 Deferred tax liability 226, ,263 Total liabilities $ 6,969,797 $ 6,809,170 Shareholders Equity Preferred Stock, $0.01 par value; 50,000,000 shares authorized; no shares issued or outstanding Class A Common Stock, $0.01 par value; authorized 500,000,000 shares; issued and outstanding 101,916,736 and 101,822,676 shares at March 31, 2014 and March 31, 2013, respectively 1,009 1,009 Class B Non-Voting Common Stock, $0.01 par value; authorized 10,000,000 shares; no shares issued or outstanding at March 31, 2014 and December 31, 2013, respectively Paid-in capital 2,211,302 2,209,566 Retained earnings 371, ,859 Total shareholders equity $ 2,583,508 $ 2,523,434 Total liabilities and shareholders equity $ 9,553,305 $ 9,332,604
11 Air Lease Corporation and Subsidiaries CONSOLIDATED STATEMENTS OF INCOME (In thousands, except share amounts) Three Months Ended March 31, (unaudited) Revenues Rental of flight equipment $ 230, ,103 Aircraft sales, trading and other 15,894 1,894 Total revenues 246, ,997 Expenses Interest 44,358 40,230 Amortization of discounts and deferred debt issue costs 6,490 5,210 Interest expense 50,848 45,440 Depreciation of flight equipment 78,142 63,863 Selling, general and administrative 19,186 14,247 Stock-based compensation 3,400 6,775 Total expenses 151, ,325 Income before taxes 94,709 61,672 Income tax expense (33,312) (21,676) Net income $ 61,397 $ 39,996 Net income per share of Class A and Class B Common Stock: Basic $ 0.60 $ 0.39 Diluted $ 0.57 $ 0.38 Weighted-average shares outstanding: Basic 101,857, ,260,614 Diluted 110,037, ,346,885
12 Air Lease Corporation and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Three Months Ended March 31, (unaudited) Operating Activities Net income $ 61,397 $ 39,996 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of flight equipment 78,142 63,863 Stock-based compensation 3,400 6,775 Deferred taxes 33,312 21,676 Amortization of discounts and deferred debt issue costs 6,490 5,210 Gain on aircraft sales, trading and other activity (14,430) (1,075) Changes in operating assets and liabilities: Other assets 12,482 7,814 Accrued interest and other payables ,048 Rentals received in advance (900) 5,834 Net cash provided by operating activities 180, ,141 Investing Activities Acquisition of flight equipment under operating lease (176,104) (323,431) Payments for deposits on flight equipment purchases (137,318) (299,029) Proceeds from disposal of flight equipment 61,854 Acquisition of furnishings, equipment and other assets (49,771) (36,708) Net cash used in investing activities (301,339) (659,168) Financing Activities Issuance of common stock 390 Cash dividends paid (3,055) (2,532) Tax withholdings related to vesting of restricted stock units (2,054) (1,742) Net change in unsecured revolving facilities (233,000) 25,000 Proceeds from debt financings 520, ,030 Payments in reduction of debt financings (201,953) (99,953) Restricted cash 10,567 (4,251) Debt issue costs (2,306) (10,760) Security deposits and maintenance reserve receipts 34,394 40,333 Security deposits and maintenance reserve disbursements (16,614) (11,564) Net cash provided by financing activities 107, ,561 Net increase/(decrease) in cash (14,095) (12,466) Cash and cash equivalents at beginning of period 270, ,089 Cash and cash equivalents at end of period $ 256,078 $ 217,623 Supplemental Disclosure of Cash Flow Information Cash paid during the period for interest, including capitalized interest of $10,391 and $6,899 at March 31, 2014 and 2013 $ 43,256 $ 30,600 Supplemental Disclosure of Noncash Activities Buyer furnished equipment, capitalized interest and deposits on flight equipment purchases applied to acquisition of flight equipment and other assets $ 61,448 $ 108,493 Cash dividends declared, not yet paid $ 3,059 $ Other assets applied to payments for deposits on flight equipment purchases $ 12,980 $
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
On July 29, 2016, Euronet Worldwide, Inc. had 52,095,086 shares of Common Stock outstanding.
See accompanying notes to the unaudited consolidated financial statements.
Net income attributable to Euronet Worldwide, Inc.
Comprehensive income (loss) attributable to Euronet Worldwide, Inc.
Euronet Worldwide, Inc. (together with its subsidiaries, the "Company" or "Euronet") is a leading electronic payments provider. Euronet offers payment and transaction processing and distribution solutions to financial institutions, retailers, service providers and individual consumers. Euronet's primary product offerings include comprehensive automated teller machine ("ATM"), point-of-sale ("POS"), card outsourcing, card issuing and merchant acquiring services; electronic distribution of prepaid mobile airtime and other electronic payment products; and global money transfer services.
The accompanying unaudited consolidated financial statements have been prepared from the records of the Company, in conformity with accounting principles generally accepted in the U.S. ("U.S. GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). In the opinion of management, such unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to fairly present the consolidated financial position and the results of operations, comprehensive income and cash flows for the interim periods. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2015, including the notes thereto, set forth in the Company's 2015 Annual Report on Form 10-K. Certain amounts in prior years have been reclassified to conform to the current year's presentation.
The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reported period. Significant items subject to such estimates and assumptions include computing income taxes, estimating the useful lives and potential impairment of long-lived assets and goodwill, as well as allocating the purchase price to assets acquired and liabilities assumed in acquisitions and revenue recognition. Actual results could differ from those estimates. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year ending December 31, 2016.
Euronet's EFT Processing Segment experiences its heaviest demand for dynamic currency conversion services during the third quarter of the fiscal year, coinciding with tourism season. Additionally, the EFT Processing and epay Segments are impacted by seasonality during the fourth quarter and the first quarter of each year due to higher transaction levels during the holiday season and lower levels following the holiday season. Seasonality in the Money Transfer Segment varies by regions of the world. In most markets, Euronet usually experiences increased demand for money transfer services from the month of May through the fourth quarter of each year, coinciding with the increase in worker migration patterns and various holidays, and experiences its lowest transaction levels during the first quarter of each year.
In June 2016, the FASB issued Accounting Standards Update ("ASU") 2016-13, Financial Instruments-Credit Losses (Topic 326), which requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application will be permitted for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact that the standard will have on its consolidated financial statements and related disclosures.
is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and related disclosures.
In March 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815), Contingent Put and Call Options in Debt Instruments. The new standard clarifies that an entity is required to assess whether the economic characteristics and risks of embedded put or call options are clearly and closely related to those of their debt hosts only in accordance with the four-step decision sequence in Accounting Standards Codification ("ASC") 815, Derivatives and Hedging. For contingently exercisable put or call options, an entity does not have to assess whether the event that triggers the ability to exercise a put or call option is related to interest rates or credit risk of the entity. The ASU does not change the existing criteria for determining when bifurcation of an embedded put or call option in a debt instrument is required. The amendments of this ASU are effective for annual periods beginning after December 15, 2016, with early adoption permitted. Entities are required to apply the guidance to existing debt instruments using a modified retrospective transition method as of the period of adoption. The Company does not expect the adoption of this ASU to have a significant impact on its consolidated financial statements and related disclosures.
In March 2016, the FASB issued ASU 2016-04, Recognition of Breakage for Certain Prepaid Stored-Value Products. The new standard specifies that liabilities within its scope are considered to be financial liabilities, and amends the guidance in ASC 405-20, Extinguishments of Liabilities, by directing entities to derecognize prepaid stored-value product liabilities based on expected breakage in proportion to the pattern of rights expected to be exercised by the consumer. Derecognition for breakage is permitted only to the extent that it is probable that a significant reversal of recognized breakage will not subsequently occur. The new standard is consistent with the breakage guidance in the new revenue standard. The ASU is effective for annual periods beginning after December 15, 2017, and is applied either using a modified retrospective transition method or retrospectively. Early adoption is permitted. The Company is currently evaluating the expected impact of the adoption of this standard on its consolidated financial statements and related disclosures.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which will update the existing guidance on accounting for leases and require new qualitative and quantitative disclosures about the Company's leasing activities. The new standard requires lessees to account for all leases on the balance sheet, except for certain short-term leases that have a maximum possible lease term of 12 months. The accounting for lessors is largely unchanged from the previous accounting guidance, except for leverage lease accounting which is not permitted for leases entered into or modified after the effective date of the new standard. The new standard is effective for annual periods beginning after December 15, 2018 and interim periods within those annual periods, with early adoption permitted. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that the Company may elect to apply. The Company is currently evaluating the expected impact of the adoption of this standard on its consolidated financial statements and related disclosures.
In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01 is effective for financial statements issued for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The Company does not expect that the adoption of this standard will have a significant impact on its consolidated financial statements and related disclosures.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In July 2015, the FASB approved a one-year deferral of the effective date of the new revenue recognition standard. The new standard will become effective for the Company on January 1, 2018 and the Company has the option to adopt it effective January 1, 2017. The standard permits the use of either the retrospective or cumulative effect transition method.
In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606), Principal versus Agent Considerations (Reporting Revenue versus Net). In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing. In May 2016, the FASB issued ASU 2016-11, Revenue from Contracts with Customers (Topic 606) and Derivatives and Hedging (Topic 815) - Rescission of SEC Guidance Because of ASU 2014-09 and 2014-16, and ASU 2016-12, Revenue from Contracts with Customers (Topic 606) - Narrow Scope Improvements and Practical Expedients. These ASUs clarify the implementation guidance on a few narrow areas and adds some practical expedients to the guidance Topic 606.
The Company is evaluating the effect the ASUs will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of these standards on its ongoing financial reporting.
The table includes the impact of all stock options and restricted stock that are dilutive to the Company's weighted average common shares outstanding during the three and six months ended June 30, 2016 and 2015. The calculation of diluted earnings per share excludes stock options or shares of restricted stock that are anti-dilutive to the Company's weighted average common shares outstanding of approximately 636,000 and 637,000 for the three and six months ended June 30, 2016, respectively, and approximately 620,000 and 888,000 for the three and six months ended June 30, 2015, respectively.
During 2016 and 2015, the Company had convertible notes outstanding that, if converted, could have had a potentially dilutive effect on its common stock. At issuance, the Company stated its intent to settle any conversion of these notes by paying cash for the principal value and issuing common stock for any conversion value in excess of the principal value. As of June 30, 2016, and currently, the Company maintains the intent and ability to settle any conversion as stated. Accordingly, the convertible notes would only have a dilutive effect if the market price per share of common stock exceeds the conversion price per share of common stock. Therefore, according to ASC 260, Earnings per Share, these notes were not dilutive to earnings per share for the three and six months ended June 30, 2016 and 2015. See Note 6, Debt Obligations, for more information about the convertible notes.
Accumulated other comprehensive loss consists entirely of foreign currency translation adjustments. The Company recorded a foreign currency translation loss of $28.0 million and a gain of $6.7 million for the three and six months ended June 30, 2016, respectively, and gain of $20.4 million and a loss of $34.9 million for the three and six months ended June 30, 2015, respectively. There were no reclassifications of foreign currency translation into the consolidated statements of income for the three and six months ended June 30, 2016 and 2015.
In January 2016, the Company announced that its Board of Directors authorized a stock repurchase program ("2016 Program") allowing the Company to repurchase up to $100 million in value or 5 million shares of its common stock through December 10, 2017. During the six months ended June 30, 2016, the Company repurchased 1.1 million shares at a weighted average purchase price of $65.74 for a total value of $75.6 million under the 2016 Program.
In June 2016, the Board of Directors authorized an additional stock repurchase program ("Repurchase Program") with an effective date of July 28, 2016, allowing Euronet to repurchase up to $125 million in value or 3 million shares of its common stock through June 14, 2018. Repurchases under the Repurchase Program may take place in the open market or in privately negotiated transactions, including derivative transactions, and may be made under a Rule 10b5-1 plan.
acquisitions of XE Corporation ("XE") and IME(M) Sdn Bhd ("IME"), which included an adjustment to goodwill and acquired intangible assets.
Estimated amortization expense on intangible assets with finite lives, before income taxes, as of June 30, 2016, is expected to total $12.4 million for the remainder of 2016, $22.9 million for 2017, $20.6 million for 2018, $19.9 million for 2019, $19.3 million for 2020 and $18.3 million for 2021.
The Company's annual goodwill impairment test is performed during the fourth quarter of its fiscal year. The annual impairment test for the year ended December 31, 2015 resulted in no impairment charge.
Determining the fair value of reporting units requires significant management judgment in estimating future cash flows and assessing potential market and economic conditions. It is reasonably possible that the Company's operations will not perform as expected, or that the estimates or assumptions included in the 2015 annual impairment test could change, which may result in the Company recording material non-cash impairment charges during the year in which these changes take place.
As of June 30, 2016, the Company had a $675 million senior secured credit facility (the "Credit Facility") consisting of a $600 million revolving credit facility and a $75 million term loan ("Term Loan A"), which had been reduced to $63.8 million through principal amortization payments. The Credit Facility expires April 9, 2019.
Interest on borrowings under the revolving credit facility and Term Loan A varies based upon the Company's consolidated total leverage ratio, as defined in the Company's credit agreement, and is based on a margin over the London Inter-Bank Offered Rate ("LIBOR") or a margin over a base rate, as selected by the Company, with the applicable margin ranging from 1.375% to 2.375% for LIBOR loans or 0.375% to 1.375% for base rate loans. Accordingly, the weighted average interest rate for borrowings outstanding under the Company's revolving credit facility and Term Loan A was 1.88% and 1.84%, respectively, as of June 30, 2016.
The Convertible Senior Notes due 2044 ("Convertible Notes") had a principal amount outstanding of $402.5 million as of June 30, 2016. Contractual interest expense was $1.5 million and $3.0 million for the three and six months ended June 30, 2016 and 2015, respectively. Accretion expense was $2.5 million and $5.1 million for the three and six months ended June 30, 2016, respectively, and $2.5 million and $4.9 million for the three and six months ended June 30, 2015, respectively. The effective interest rate was 4.7% for the three and six months ended June 30, 2016. As of June 30, 2016, the unamortized discount was $49.5 million, and will be amortized through October 1, 2020.
The Company is exposed to foreign currency exchange risk resulting from (i) the collection of funds or the settlement of money transfer transactions in currencies other than the U.S. Dollar, (ii) derivative contracts written to its customers in connection with providing cross-currency money transfer services and (iii) short-term borrowings that are payable in currencies other than the U.S. dollar. The Company enters into foreign currency derivative contracts, primarily foreign currency forwards and cross-currency swaps, to minimize its exposure related to fluctuations in foreign currency exchange rates. As a matter of Company policy, the derivative instruments used in these activities are economic hedges and are not designated as hedges under ASC Topic 815, Derivatives and Hedging, primarily due to either the relatively short duration of the contract term or the effects of fluctuations in currency exchange rates being reflected concurrently in earnings for both the derivative instrument and the transaction and having an offsetting effect.
In the United States, the Company uses short-duration foreign currency forward contracts, generally with maturities up to 14 days, to offset the fluctuation in foreign currency exchange rates on the collection of money transfer funds between initiation of a transaction and its settlement. Due to the short duration of these contracts and the Company's credit profile, the Company is generally not required to post collateral with respect to these foreign currency forward contracts. Most derivative contracts executed with counterparties in the U.S. are governed by an International Swaps and Derivatives Association agreement that includes standard netting arrangements; therefore, asset and liability positions from forward contracts and all other foreign exchange transactions with the same counterparty are net settled upon maturity.
As of June 30, 2016, the Company had foreign currency forward contracts outstanding in the U.S. with a notional value of $180 million, primarily in Australian dollars, Canadian dollars, British pounds, euros and Mexican pesos.
HiFX writes derivative instruments, primarily foreign currency forward contracts and cross-currency swaps, mostly with counterparties comprised of individuals and small-to-medium size businesses and derives a currency margin from this activity as part of its operations. HiFX aggregates its foreign currency exposures arising from customer contracts and may hedge some or all of the resulting net currency risks by entering into offsetting contracts with established financial institution counterparties. Foreign exchange revenues from HiFX's total portfolio of positions were $18.7 million and $33.9 million for the three and six months ended June 30, 2016, respectively, and $15.9 million and $31.6 million for the three and six months ended June 30, 2015, respectively. All of the derivative contracts used in the Company's HiFX operations are economic hedges and are not designated as hedges under ASC Topic 815. The duration of these derivative contracts is generally less than one year.
The fair value of HiFX's total portfolio of positions can change significantly from period to period based on, among other factors, market movements and changes in customer contract positions. HiFX manages counterparty credit risk (the risk that counterparties will default and not make payments according to the terms of the agreements) on an individual counterparty basis. It mitigates this risk by entering into contracts with collateral posting requirements and/or by performing financial assessments prior to contract execution, conducting periodic evaluations of counterparty performance and maintaining a diverse portfolio of qualified counterparties. HiFX does not expect any significant losses from counterparty defaults.
The aggregate equivalent U.S. dollar notional amounts of foreign currency derivative customer contracts held by the Company in its HiFX operations as of June 30, 2016 was approximately $1.4 billion. The majority of customer contracts are written in major currencies such as the U.S. dollar, euro, New Zealand dollar, British pound, and Australian dollar.
(a) The Company enters into derivative contracts such as foreign currency exchange forwards and cross-currency swaps as part of its HiFX operations. These derivative contracts are excluded from this table as they are part of the broader disclosure of foreign currency exchange revenues for this business discussed above.
See Note 8, Fair Value Measurements, for the determination of the fair values of derivatives.
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 – Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.
Level 3 – Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the inputs that market participants would use in pricing.
The carrying amounts of cash and cash equivalents, accounts receivable, trade accounts payable, accrued expenses and other current obligations approximate their fair values because of the relatively short-term maturities of these financial instruments. The carrying values of the Company's long-term debt (other than the Convertible Notes), including the current portion, approximate fair value because interest is primarily based on LIBOR, which resets at various intervals of less than one year. The Company estimates the fair value of the Convertible Notes using quoted prices in inactive markets for identical liabilities (Level 2). As of June 30, 2016 and December 31, 2015, the fair values of the Convertible Notes were $503.0 million and $509.7 million, respectively, with carrying values of $353.0 million and $347.9 million, respectively.
Through the EFT Processing Segment, the Company processes transactions for a network of ATMs and POS terminals across Europe, the Middle East and Asia Pacific. The Company provides comprehensive electronic payment solutions consisting of ATM cash withdrawal services, ATM network participation, outsourced ATM and POS management solutions, credit and debit card outsourcing, dynamic currency conversion and other value added services. Through this segment, the Company also offers a suite of integrated electronic financial transaction software solutions for electronic payment and transaction delivery systems.
Through the epay Segment, the Company provides distribution, processing and collection services for prepaid mobile airtime and other electronic payment products in Europe, the Middle East, Asia Pacific, the United States and South America.
Through the Money Transfer Segment, the Company provides global money transfer services under the brand names Ria, HiFX, IME and XE. Ria and IME provide global consumer-to-consumer money transfer services through a network of sending agents, Company-owned stores and Company-owned websites, disbursing money transfers through a worldwide correspondent network. HiFX offers account-to-account international payment services to high-income individuals and small-to-medium sized businesses. XE is a provider of foreign currency exchange information and offers money transfers on its currency data websites, which are executed by a third party. The Company also offers customers bill payment services, payment alternatives such as money orders and prepaid debit cards, comprehensive check cashing services, foreign currency exchange services and mobile top-up. The Company provides cash management solutions and foreign currency risk management services to small-to-medium sized businesses under the brand name HiFM.
In addition, the Company accounts for non-operating activity, most share-based compensation expense, certain intersegment eliminations and the costs of providing corporate and other administrative services in its administrative division, "Corporate Services, Eliminations and Other." These services are not directly identifiable with the Company's reportable operating segments.
The Company's effective income tax rates were 21.5% and 22.3% for the three and six months ended June 30, 2016, respectively, compared to 28.1% and 34.0% for the three and six months ended June 30, 2015, respectively. The effective income tax rate for the six months ended June 30, 2015 was significantly influenced by foreign currency exchange losses, most of which are not currently deductible for income tax purposes, resulting in a higher effective income tax rate when compared to the same period of 2016.
The Company's effective income tax rates for the three and six months ended June 30, 2016 and 2015, as adjusted for foreign currency exchange gains and losses, were lower than the applicable statutory income tax rate of 35% primarily because of the Company's U.S. income tax positions. The Company does not have a history of significant taxable income in the U.S.; therefore, the Company has recorded a valuation allowance against its U.S. federal tax net operating loss carryforwards. Accordingly, in instances when the Company's U.S. legal entities generate pre-tax U.S. GAAP income, no income tax expense is recognized to the extent there are net operating loss carryforwards to offset pre-tax U.S. GAAP income.
As of June 30, 2016, the Company had $69.6 million of stand-by letters of credit/bank guarantees issued on its behalf, of which $45.3 million are outstanding under the revolving credit facility. The remaining stand-by letters of credit/bank guarantees are collateralized by $3.3 million of cash deposits held by the respective issuing banks.
Under certain circumstances, Euronet grants guarantees in support of obligations of subsidiaries. As of June 30, 2016, the Company had granted off balance sheet guarantees for cash in various ATM networks amounting to $15.6 million over the terms of the cash supply agreements and performance guarantees amounting to approximately $24.1 million over the terms of agreements with the customers.
Once each of Euronet's subsidiaries reaches a certain size, it is required under the Credit Facility to provide a guarantee of all or a portion of the outstanding obligations under the Credit Facility depending upon whether the subsidiary is a domestic or foreign entity.
Euronet has entered into agreements with certain third parties, including banks that provide fiduciary and other services to Euronet or to the Company's benefit plans. Under such agreements, the Company has agreed to indemnify such service providers for third-party claims relating to carrying out their respective duties under such agreements.
The Company is also required to meet minimum capitalization and cash requirements of various regulatory authorities in the jurisdictions in which the Company has money transfer operations. The Company has obtained surety bonds in compliance with money transfer licensing requirements of the applicable governmental authorities.
To date, the Company is not aware of any significant claims made by the indemnified parties or third parties to guarantee agreements with the Company and, accordingly, no liabilities were recorded as of June 30, 2016 or December 31, 2015.
From time to time, the Company is a party to legal or regulatory proceedings arising in the ordinary course of its business. Currently, there are no legal proceedings or regulatory findings that management believes, either individually or in the aggregate, would have a material adverse effect on the Company's consolidated financial condition or results of operations. In accordance with U.S. GAAP, the Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case.
The terms "Euronet," the "Company," "we" and "us" as used herein refer to Euronet Worldwide, Inc. and its subsidiaries.
Although we believe that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that these expectations will prove to be correct.
Investors are cautioned that any forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual results may materially differ from those in the forward-looking statements as a result of various factors, including, but not limited to, conditions in world financial markets and general economic conditions, including economic conditions in specific countries and regions; technological developments affecting the markets for our products and services; our ability to successfully introduce new products and services; foreign currency exchange rate fluctuations; the effects of any breach of our computer systems, including our financial processing networks; our ability to renew existing contracts at profitable rates; changes in fees payable for transactions performed for cards bearing international logos or over switching networks such as card transactions on ATMs; our ability to comply with increasingly stringent regulatory requirements, including anti-money laundering, anti-terrorism and anti-bribery requirements; changes in laws and regulations affecting our business, including immigration laws; changes in our relationships with, or in fees charged by, our business partners; competition; the outcome of claims and other loss contingencies affecting Euronet; and those other factors referred to above and as set forth and more fully described in Part I, Item 1A — Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2015. Our Annual Report on Form 10-K is available on the SEC's EDGAR website at www.sec.gov, and a copy may also be obtained by contacting the Company. All forward-looking statements made in this Form 10-Q speak only as of the date of this report. Except as required by law, we do not intend, and do not undertake any obligation, to update any forward-looking statements to reflect future events or circumstances after the date of such statements.
The EFT Processing Segment, which processes transactions for a network of 25,912 ATMs and approximately 143,000 POS terminals across Europe, the Middle East and Asia Pacific. We provide comprehensive electronic payment solutions consisting of ATM cash withdrawal and deposit services, ATM network participation, outsourced ATM and POS management solutions, credit and debit card outsourcing, dynamic currency conversion ("DCC"), and other value added services. Through this segment, we also offer a suite of integrated electronic financial transaction software solutions for electronic payment and transaction delivery systems.
The epay Segment, which provides distribution, processing and collection services for prepaid mobile airtime and other electronic payment products. We operate a network of approximately 657,000 POS terminals providing electronic processing of prepaid mobile airtime top-up services and other electronic payment products in Europe, the Middle East, Asia Pacific, the United States and South America. We also provide vouchers and physical gift fulfillment services in Europe.
The Money Transfer Segment, which provides global consumer-to-consumer money transfer services, primarily under the brand names Ria, IME and XE, and global account-to-account money transfer services under the brand name HiFX. We offer services under the brand names Ria and IME through a network of sending agents, Company-owned stores (primarily in North America, Europe and Malaysia) and our websites (www.riamoneytransfer.com and www.imeremit.com), disbursing money transfers through a worldwide correspondent network that includes approximately 316,000 locations. XE is a provider of foreign currency exchange information and offers money transfer services on its currency data websites (www.xe.com and www.x-rates.com), which are executed by a third party. We offer services under the brand name HiFX through our HiFX websites (www.hifx.co.uk and www.hifx.com.au) and HiFX customer service representatives. In addition to money transfers, we also offer customers bill payment services (primarily in the U.S.), payment alternatives such as money orders and prepaid debit cards, comprehensive check cashing services for a wide variety of issued checks, along with competitive foreign currency exchange services and mobile top-up. Through our HiFM brand, we offer cash management solutions and foreign currency risk management services to small-to-medium sized businesses.
We have six processing centers in Europe, five in Asia Pacific and two in North America. We have 32 principal offices in Europe, 12 in Asia Pacific, eight in North America, three in the Middle East, two in South America and one in Africa. Our executive offices are located in Leawood, Kansas, USA. With approximately 71% of our revenues denominated in currencies other than the U.S. dollar, any significant changes in foreign currency exchange rates will likely have a significant impact on our results of operations.
Euronet primarily earns revenues and income from ATM management fees, transaction fees, commissions and foreign currency exchange margin. Each operating segment's sources of revenues are described below.
EFT Processing Segment — Revenues in the EFT Processing Segment, which represented approximately 24% and 22% of total consolidated revenues for the second quarter and first half of 2016, respectively, are primarily derived from fees charged for transactions made by cardholders on our proprietary network of ATMs, fixed management fees and transaction fees we charge to customers for operating ATMs and processing debit and credit cards under outsourcing and cross-border acquiring agreements, foreign currency exchange margin on DCC transactions, and other value added services such as advertising, prepaid telecommunication recharges, bill payment, and money transfers provided over ATMs. Revenues in this segment are also derived from license fees, professional services and maintenance fees for proprietary application software and sales of related hardware.
epay Segment — Revenues in the epay Segment, which represented approximately 34% and 36% of total consolidated revenues for the second quarter and first half of 2016, respectively, are primarily derived from commissions or processing fees received from mobile phone operators for the processing and distribution of prepaid mobile airtime and commissions earned from the distribution of other electronic payment products, vouchers, and physical gifts. The proportion of our revenues earned from the distribution of prepaid mobile phone time as compared with other electronic products has decreased over time, and non-mobile content now produces approximately 45% of our revenues. Other electronic payment products offered by this segment include prepaid long distance calling card plans, prepaid Internet plans, prepaid debit cards, gift cards, vouchers, transport payments, lottery payments, bill payment, money transfer and digital content such as music, games and software. Agreements with mobile operators and prepaid content providers are important to the success of our business and these agreements permit us to distribute prepaid mobile airtime and other electronic payment products to retailers.
Money Transfer Segment — Revenues in the Money Transfer Segment, which represented approximately 42% of total consolidated revenues for both the second quarter and first half of 2016, are primarily derived from transaction fees, as well as the margin earned from purchasing foreign currency at wholesale exchange rates and selling the foreign currency to customers at retail exchange rates. We have a sending agent network in place comprised of agents, customer service representatives, Company-owned stores, primarily in North America, Europe, and Malaysia, and our websites www.riamoneytransfer.com, www.hifx.co.uk, www.hifx.com.au, www.imeremit.com, www.xe.com and www.x-rates.com, along with a worldwide network of correspondent agents, consisting primarily of financial institutions in the transfer destination countries. Sending and correspondent agents each earn fees for cash collection and distribution services, which are recognized as direct operating costs at the time of sale.
The Company offers a money transfer product called Walmart-2-Walmart Money Transfer Service which allows customers to transfer money to and from Walmart stores in the U.S. Our Ria business executes the transfers with Walmart serving as both the sending agent and payout correspondent. Ria earns a lower margin from these transactions than its traditional money transfers; however, the arrangement has added a significant number of transactions to Ria's business. The agreement with Walmart establishes Ria as the only party through which Walmart will sell U.S. domestic money transfers branded with Walmart marks. The agreement has an initial term of three years from the launch date of April 2014, which will automatically renew for an additional two year term and subsequent one year terms unless either party provides notice to the contrary. The agreement imposes certain obligations on each party, the most significant being service level requirements by Ria and money transfer compliance requirements by Walmart. Any violation of these requirements by Ria could result in an obligation to indemnify Walmart or termination of the contract by Walmart. However, the agreement allows the parties to resolve disputes by mutual agreement without termination of the agreement.
Corporate Services, Eliminations and Other - In addition to operating in our principal operating segments described above, our "Corporate Services, Eliminations and Other" category includes non-operating activity, certain inter-segment eliminations and the cost of providing corporate and other administrative services to the operating segments, including most share-based compensation expense. These services are not directly identifiable with our reportable operating segments.
developing our credit and debit card outsourcing business.
the continued development and implementation of our software products and their ability to interact with other leading products.
We consistently evaluate and add prospects to our list of potential ATM outsource customers. However, we cannot predict the increase or decrease in the number of ATMs we manage under outsourcing agreements because this depends largely on the willingness of banks to enter into outsourcing contracts with us. Due to the thorough internal reviews and extensive negotiations conducted by existing and prospective banking customers in choosing outsource vendors, the process of entering into or renewing outsourcing agreements can take several months. The process is further complicated by the legal and regulatory considerations of local countries. These agreements tend to cover large numbers of ATMs, so significant increases and decreases in our pool of managed ATMs could result from the acquisition or termination of one or more of these management contracts. Therefore, the timing of both current and new contract revenues is uncertain and unpredictable.
Software products are an integral part of our product lines, and our investment in research, development, delivery and customer support reflects our ongoing commitment to an expanded customer base.
the availability of financing for further expansion.
In all of the markets in which we operate, we are experiencing significant competition which will impact the rate at which we may be able to grow organically. Competition among prepaid mobile airtime and digital content distributors results in the increase of commissions paid to retailers and increases in retailer attrition rates. To grow, we must capture market share from other prepaid mobile airtime and digital content distributors, offer a superior product offering and demonstrate the value of a global network. In certain markets in which we operate, many of the factors that may contribute to rapid growth (growth in electronic payment products, expansion of our network of retailers and access to all mobile operators' products) remain present.
our ability to provide additional value-added products under the XE brand.
For all segments, our continued expansion may involve additional acquisitions that could divert our resources and management time and require integration of new assets with our existing networks and services. Our ability to effectively manage our growth has required us to expand our operating systems and employee base, particularly at the management level, which has added incremental operating costs. An inability to continue to effectively manage expansion could have a material adverse effect on our business, growth, financial condition or results of operations. Inadequate technology and resources would impair our ability to maintain current processing technology and efficiencies, as well as deliver new and innovative services to compete in the marketplace.
Our revenues and local expenses are recorded in the functional currencies of our operating entities and translated into U.S. dollars for financial reporting purposes; therefore, amounts we earn outside the U.S. are negatively impacted by a stronger U.S. dollar and positively impacted by a weaker U.S. dollar. On average, the U.S. dollar was stronger relative to most foreign currencies in the markets where we conduct our business as compared to the same periods of the prior year. Considering the results by country and the associated functional currency, we estimate that our reported consolidated operating income was 1% more for the second quarter and 1% less for the first half of 2016, due to the changes in foreign currency exchange rates when compared to the same periods of 2015.
EFT Processing Segment total revenues for the three and six months ended June 30, 2016 were $115.1 million and $201.7 million, respectively, an increase of $22.1 million or 24% and $33.9 million or 20% as compared to the same periods in 2015. The increases in total revenues for the three and six months ended June 30, 2016 were primarily due to an increase in the number of ATMs under management, primarily in Europe and India, partially offset by the impact of the U.S. dollar strengthening against key foreign currencies. Foreign currency movements reduced total revenues by approximately $0.7 million and $4.4 million for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. Specifically, the increase in the number of ATMs contributed to increases in the number of transactions processed, including dynamic currency conversion ("DCC") transactions, primarily in Europe.
Our EFT Processing business has also been affected by the ongoing economic crisis in Greece and the related capital controls implemented by the Greek government. In mid-2015, the Greek government implemented restrictions on the transfer of funds and cash withdrawals, which shifted the consumer behavior towards POS card payments. As result, there was an increase in transactions processed on our network of POS devices in Greece, which contributed to an increase in POS revenues. For the three and six months ended June 30, 2016, revenues were also higher than the same periods in the prior year as a result of a higher volume of sales of POS devices in Greece.
Average monthly revenues per ATM were $1,500 for the second quarter and $1,343 for the first half of 2016 compared to $1,433 for the second quarter and $1,323 for the first half of 2015. The increases were primarily due to an increase in ATMs under management in Europe and DCC transactions processed, partly offset by the strengthening of the U.S. dollar against key foreign currencies. Revenues per transaction were $0.25 for the second quarter and $0.23 for the first half of 2016 and 2015, respectively, which is primarily the result of revenue growth from DCC transactions, which earns higher revenues per transaction than other ATM or card based services offset by ATM and transaction growth in India where we earn lower revenues per transaction along with the impact of the U.S. dollar strengthening against key foreign currencies.
EFT Processing Segment direct operating costs were $56.4 million and $103.1 million for the three and six months ended June 30, 2016, respectively, an increase of $11.3 million or 25% and $18.9 million or 22% as compared to the same periods in 2015. Direct operating costs in the EFT Processing Segment consist primarily of site rental fees, cash delivery costs, cash supply costs, maintenance, insurance, telecommunications, data center operations-related personnel, as well as the processing centers' facility-related costs and other processing center-related expenses and commissions paid to retail merchants, banks and card processors involved with POS DCC transactions. The increases in direct operating costs for the three and six months of 2016 were primarily due to an increase in the number of ATMs under management, partly offset by the impact of the U.S. dollar strengthening against key foreign currencies.
Gross profit, which is calculated as revenues less direct operating costs, was $58.8 million and $98.6 million for the three and six months ended June 30, 2016, respectively, compared to $48.0 million and $83.6 million for the three and six months ended June 30, 2015, respectively. The increases in gross profits were primarily due to the growth in revenues from the increases in ATMs under management and DCC transactions processed. Gross profit as a percentage of revenues ("gross margin") were 51.0% and 48.9% for the three and six months ended June 30, 2016, respectively, compared to 51.6% and 49.8% for the three and six months ended June 30, 2015, respectively. The decreases in gross profits as a percentage of revenue were primarily due to the increase in operating costs exceeding the growth in total revenues due to the expansion of our ATM network, which includes fixed costs for our independent ATMs and increased site rental cost as we negotiate new locations and contracts, along with growth in the India market where we earn lower revenue per transaction.
Salaries and benefits increased $1.6 million or 14%, and $2.0 million or 9% for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. These increases in salaries and benefits were primarily attributable to additional headcount to support an increase in the number of ATMs and POS devices under management. As a percentage of revenues, these costs decreased to 11.5% for the second quarter and 12.2% for the first half of 2016 from 12.5% for second quarter and 13.5% for the first half of 2015. The decreases were primarily due to the growth in revenues earned from DCC and other value added service transactions on our ATMs under management, which require minimal incremental support costs.
Selling, general and administrative expenses for the three and six months ended June 30, 2016 were $8.2 million and $14.5 million, respectively, an increase of $1.6 million or 24% and $2.1 million or 17% as compared to the same periods in 2015. The increases were primarily due to the additional support costs as a result of the increase in the number of ATMs under management, partly offset by the impact of the U.S. dollar strengthening against key foreign currencies. As a percentage of revenues, selling, general and administrative expenses were 7% for both of the three and six months ended June 30, 2016 and 2015.
Depreciation and amortization expense increased $1.7 million and $3.1 million for the three and six months ended June 30, 2016, respectively, compared to the same periods in 2015. The increases were primarily attributable to the deployment of additional ATMs under management, including more expensive cash recycling ATMs, and software assets. As a percentage of revenues, depreciation and amortization expense were essentially flat at 8.2% for the second quarter and 9.1% for the first half of 2016 as compared to 8.3% and 9.0% for the same periods of 2015.
EFT Processing Segment operating income for the three and six months ended June 30, 2016 was $27.9 million and $41.2 million, respectively, an increase of $5.9 million or 27% and $7.8 million or 23% as compared to the same periods of 2015. EFT Processing Segment operating income for the three and six months ended June 30, 2016 increased primarily from higher operating revenues due to the additional number of ATMs under management and growth in revenues earned from DCC and other value added service transactions.
Operating income as a percentage of revenues ("operating margin") was 24.2% for the second quarter and 20.4% for the first half of 2016 compared to 23.7% for the second quarter and 19.9% for the first half of 2015. Operating margins increased for the three and six months ended June 30, 2016 when compared to the same periods in 2015 which is primarily attributable to higher operating revenues being partially offset by variable expenses incurred to support the increased revenues and additional ATMs under management. Operating income per transaction was $0.06 for both the second quarter of 2016 and 2015 and $0.05 for both the first half of 2016 and 2015.


text:
package org.to2mbn.jmccc.mcdownloader.download.concurrent;

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redpajama_set_name: RedPajamaGithub


Soda Gold, Crackle or is it Hobnail Soda Gold?
This is a page from the Hartung Book 5 Page 111 showing the Hobnail Soda Gold Pattern.
This is a picture of the Hobnail Soda Gold spittoon.
This picture shows both the Crackle and Soda Gold side by side.
After seeing them all on the same page it is easy to see the differences, proving that, as in most cases, a picture is worth a thousand words.


For dogs that are always on the go and don't need haircuts, or need a touch up in between their regularly scheduled haircuts. A great way to prevent matting and keeps your dogs coat in a good condition and smelling great. This includes health check, 2 shampoos, 1 conditioning treatment, a warm blow dry We will also shave the foot pads, trim the feet, clip toenails, clean ears, and a complete brush out, removing as much undercoat as possible and finished with our canine cologne.


Measurement of Fatigue following 18 msw Open Water Dives Breathing Air or EAN36.
Title: Measurement of Fatigue following 18 msw Open Water Dives Breathing Air or EAN36.
Abstract: SCUBA divers often report feeling fatigued upon conclusion of diving activities. Post-dive fatigue is thought to be induced by increased energy demands of submersion in a hyperbaric environment and decompression stress. Anecdotal reports indicate a reduction in post-dive fatigue when using enriched-air nitrox (EAN). The purpose of this double-blind study was to compare subjective fatigue levels experienced by SCUBA divers after two repetitive air dives and two repetitive EAN36 dives on separate, nonconsecutive days. Eleven male participants completed pre- and post-dive fatigue assessment using the Multidimensional Fatigue Inventory and a Visual Analogue Scale, while general health was assessed using the Diver Health Survey. Divers did tend to be more fatigued after diving; however, breathing gas mixture exhibited no statistically significant effect. Participants did have significantly lower Diver Health Survey scores upon the conclusion of EAN36 test sessions, possibly indicative of reduced decompression stress.


text:
Cynopterus minutus es una especie de murciélago de la familia Pteropodidae.

Distribución geográfica
Se encuentra en Sumatra, Java, Borneo y Célebes.

Referencias

 SIMMONS, N. B. Order Chiroptera. In: WILSON, D. E.; REEDER, D. M. (Eds.). Mammal Species of the World: A Taxonomic and Geographic Reference. 3. ed. Baltimore: Johns Hopkins University Press, 2005. v. 1, p. 312-529.

Enlaces externos

minutus
Murciélagos del Sureste Asiático

redpajama_set_name: RedPajamaWikipedia


text:
IoT and the Age of Autonomy
Cole Crawford
Umesh Chandra
Dr. Matthias Schmid
David Bruemmer
Dr. Kristof Kloeckner
Mac Devine
The Age of Autonomy is upon us. Truly autonomous devices are quickly replacing those that are merely automated. This is a natural evolution of IoT due to autonomy becoming a necessity to handle the volume, velocity and veracity of real-time data being generated. Every device and even some of the things we don't generally regard as devices (e.g. cars, manufacturing equipment, etc.) are essentially becoming robots. The centralized solution architectures and services in our enterprise data centers today are not viable for the industry use cases that the Age of Autonomy brings so fundamental changes must be made. In this technical panel hosted by Kristof Kloeckner, experts in autonomy from IBM, The International Center of Automotive Research (ICAR), Vapor, Here, and W8Less will be discussing how the combination of Edge Computing, 5G and Micro-Positioning are quickly making the Age of Autonomy a reality.
Dr. Kristof Kloeckner – Retired IBM General Manager and CTO
Mac Devine – IBM Fellow & Member of IoT Community Advisory Board
Dr. Matthias Schmid – Lead Researcher for Micro-Positioning at the International Center of Automotive Research (ICAR)
David Bruemmer – Founder and CEO of W8less
Umesh Chandra – Senior Director of Engineering, Location Services, HERE Technologies
Cole Crawford – Founder & CEO Vapor IO
Dr. Kristof Kloeckner has extensive experience in building and transforming global teams and businesses and advising clients on digital transformation. He has led many innovative software products through their entire lifecycle from incubation to market leadership and has had P&L responsibility for software businesses. He has held executive leadership positions in business and technology in Germany, the UK and the USA. Until his retirement in September 2017 as Chief Technology Officer of IBM Global Technology Services, he was responsible for building an AI-driven technology platform for next generation infrastructure services for hybrid cloud environments, enabling a shift from a people-based to a technology-based business model for services. During his 33-year career with IBM, he has been at the forefront of technology innovation. As General Manager, Rational Software, he transformed IBM's development tools portfolio to DevOps and Continuous Engineering for IoT. As CTO of IBM's first Cloud Computing initiative he created the Beta for IBM's first public cloud. As CTO of IBM Software Group, he introduced lean and agile development at scale throughout the company. As development leader for Tivoli, he evolved the portfolio towards service management. As CTO for WebSphere he developed the technical strategy for service-oriented architectures within IBM's application integration middleware platform. As Director of the Hursley Lab in the UK and VP of Business Integration Development, he grew IBM's message-oriented middleware to a full integration portfolio including IBM's first Enterprise Service Bus. As Director of the German Software Lab, he developed IBM's first workflow management system. Dr. Kloeckner holds a PhD in Mathematics from Goethe University Frankfurt and an honorary Doctorate of Science from the University of Southampton. He is also an Honorary Professor in the Department of Computer Science at the University of Stuttgart. He co-wrote a book on 'Transforming the IT Services Lifecycle with AI Technologies'. Dr Kloeckner is also a member of the IoT Community Board of Advisors.
Mac Devine has 29 years of experience at IBM. During his career, he has held a wide variety of technical and business leadership roles including Chief Architect for mainframe software, Lead Solutions Architect for Networking Services, Director for Linux Development, Chief Strategy Office for IBM Cloud and currently is the VP and CTO for the Cloud Native Center of Competency for Watson Cloud Division. Mac is an accomplished speaker and author on a wide variety of topics but is most noted for his expertise in Cloud Computing and the Internet of Things. In 2006, Mac gained the designation of IBM Master Inventor and in 2009 he was appointed to IBM's prestigious Academy of Technology. In 2016, Mac gained IBM's highest technical recognition with his appointment as IBM Fellow.
Dr. Matthias Schmid is currently a Research Assistant Professor in the Department of Automotive Engineering at Clemson University (International Center for Automotive Research – http://cuicar.com ). He received Ph.D. and Master's degrees from the University at Buffalo in Aerospace Engineering, as well as undergraduate and graduate education at Darmstadt University of Technology (Germany) in Electrical Engineering, Business Administration, and Economics. Dr. Schmid is rooted in the automotive sector by having previously served in various executive roles at M. J. Schneider GmbH, Germany, his family's automotive business. His research interests lie in the modeling of stochastic dynamic systems, estimation theory, sensor fusion, advanced control theory, and applied mathematics with current funding from federal, state, and industry sources. Dr. Schmid has received several awards in recognition of his work, including a Teaching Fellowship from UB, scholarships from the Ulderup Foundation and the German National Academic Foundation, and the Professor Emeritus Howard Strauss Memorial Award for Leadership in Excellence.
Mr. David Bruemmer is Founder and CEO of W8less which provides Smart City solutions based on accurate positioning and autonomy. Previously, Mr. Bruemmer co-founded 5D Robotics – which he grew for eight years before it was acquired in 2018. Mr. Bruemmer has led large scale robotics programs for the Army and Navy, the DOE, and DARPA. Mr. Bruemmer has authored over 60 publications and has been awarded many patents in robotics and positioning. He won the South by Southwest Pitch competition sponsored by Caterpillar and is a recipient of the R&D 100 Award and the Stoel Reeves Innovation award. Mr. Bruemmer led robotics research at the Idaho National Lab for a diverse, multi-million dollar R&D portfolio. Between 1999 and 2000, Mr. Bruemmer served as a consultant to the Defense Advanced Research Projects Agency (DARPA), where he worked to coordinate development of autonomous robotics technologies across several offices and programs.
Umesh Chandra has 20+ years of experience in the area of Telecommunication, Mobile technologies, IP Multimedia, Location Intelligence and LBS. He has spent a good part of his career with Nokia Research center building new technologies and bringing them to marketplace. Currently he leads the Location services group in HERE technologies which builds location based services such as Search/Routing/Rendering for Automotive, Enterprise and consumer market. He has 4 granted patents and 25+ filed patent applications in variety of technology domains.
Cole Crawford is the founder and CEO of Vapor IO, the leaders of the edge computing market. Cole is also the co-founder of the Open 19 Foundation, founding Executive Director of the Open Compute Project, former Chairman of the Open Data Center Alliance and co-founder of OpenStack. He was instrumental in the creation / implementation of the US Gov't's definition of Cloud Computing and Fedramp program. He has over 20 years of leadership in the cloud, telecom and data center industry.
Join our IoT Community at https://iotslam.com/community
IoT Slam X | IoT Slam Conference 2019

redpajama_set_name: RedPajamaCommonCrawl