UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 6, 2014
Cardtronics Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-33864 | 76-0681190 |
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
3250 Briarpark Drive, Suite 400, Houston, Texas | 77042 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (832) 308-4000
________________________________________________________________________________
(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 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On February 6, 2014, Cardtronics, Inc. issued a press release regarding its financial results for the quarter and year ended December 31, 2013. A copy of the press release has been attached hereto as Exhibit 99.1 and is incorporated herein by reference. This information is not deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 and pursuant to Item 2.02 of Form 8-K, will not be incorporated by reference into any filing under the Securities Act of 1933 unless specifically identified therein as being incorporated therein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated February 6, 2014
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 hereunto duly authorized.
Cardtronics Inc.
(Registrant) |
||
February 6, 2014
(Date) |
/s/ J. CHRIS BREWSTER
J. Chris Brewster Chief Financial Officer |
EXHIBIT 99.1
HOUSTON, Feb. 6, 2014 (GLOBE NEWSWIRE) -- Cardtronics, Inc. (Nasdaq:CATM) (the "Company"), the world's largest retail ATM owner, today announced its financial and operational results for the quarter and year ended December 31, 2013.
Key financial statistics in the fourth quarter of 2013 as compared to the fourth quarter of 2012 include:
Steve Rathgaber, the company's chief executive officer commented, "Our fourth quarter results were once again driven by strong contributions from our recent acquisitions and continued organic growth. For the full year 2013, we grew our ATM operating revenues by 15% and Adjusted Net Income per diluted share by 20%, while making investments to sustain continued growth and to further diversify our revenues and profits. Looking forward to 2014, the Company is well positioned to continue its success of delivering double-digit revenue and earnings growth."
RECENT HIGHLIGHTS
Effects of foreign currency exchange rate movements had an insignificant impact on reported consolidated revenues, Adjusted EBITDA and Adjusted Net Income per diluted share during the quarter.
Please refer to the "Disclosure of Non-GAAP Financial Information" contained later in this press release for definitions of Adjusted EBITDA, Adjusted Net Income, Adjusted Gross Profit Margin, Adjusted Net Income per diluted share and Free Cash Flow. For additional financial information, including reconciliations to comparable GAAP measures, please refer to the supplemental schedules of selected financial information at the end of this press release.
FOURTH QUARTER RESULTS
Consolidated revenues totaled $241.9 million for the fourth quarter of 2013, representing a 22% increase from the $198.4 million in consolidated revenues generated during the fourth quarter of 2012. Our ATM operating revenues were also up 22% from the fourth quarter of 2012. The increase in ATM operating revenues was primarily driven by revenues attributable to businesses acquired over the past year, accounting for seventeen percentage points of the 22% ATM operating revenue growth. The remaining 5% is attributable to organic growth with new and existing merchants and financial institution customers.
Adjusted EBITDA for the fourth quarter of 2013 totaled $57.3 million, compared to $50.1 million during the fourth quarter of 2012, and Adjusted Net Income totaled $21.7 million ($0.49 per diluted share) compared to $18.3 million ($0.41 per diluted share) during the fourth quarter of 2012. The increases in Adjusted EBITDA and Adjusted Net Income per diluted share were driven by the factors discussed above that impacted the Company's revenue growth. Specific costs excluded from Adjusted EBITDA and Adjusted Net Income are detailed in a reconciliation included at the end of this press release.
GAAP net income for the fourth quarter of 2013 totaled $7.5 million, compared to GAAP net income of $11.2 million during the same quarter in 2012. The decrease in GAAP net income from the fourth quarter of 2012 was primarily due to acquisition and integration-related costs during the quarter associated with the Company's recent Cardpoint acquisition that was completed in August 2013. The Cardpoint acquisition also drove an increase in intangible asset amortization as a result of fair value adjustments, primarily related to customer relationship intangible assets. Additionally, our loss on disposal of assets increased year-over-year primarily as a result of de-installing certain underperforming ATMs in Mexico.
Partially offsetting these higher expenses were the same positive factors impacting Adjusted EBITDA and Adjusted Net Income, as discussed above.
FULL-YEAR RESULTS
For the year ended December 31, 2013, consolidated revenues totaled $876.5 million, representing a 12% increase from the $780.4 million in consolidated revenues generated during the same period in 2012. Of the 12% year-over-year increase, 8% was driven by revenues attributable to businesses acquired over the past year, with the remaining 4% increase attributable to a combination of increases in transactions per ATM, unit growth, increased revenues from higher bank branding and network branding revenues, and growth in Allpoint, partly offset by a $14.5 million reduction in ATM product sales and other revenues. ATM operating revenues, which exclude the decrease in ATM product sales and other revenues, were up 15% (6% on an organic basis) for the year ended December 31, 2013. The year-over-year decline in ATM product sales is attributable to decreased equipment sales associated with updated requirements under the Americans with Disabilities Act (ADA), which became effective in the first quarter of 2012 and caused continued demand for new ATM equipment even after the first quarter 2012 deadline. As the Company's ATM product sales are generally much lower margin revenues than its ATM operating revenues, the $14.5 million revenue decline from 2012 did not have a significant impact on the Company's profitability in the current year's results.
Adjusted EBITDA totaled $218.8 million for the year ended December 31, 2013, representing a 15% increase over the $189.5 million in Adjusted EBITDA for the same period in 2012, and Adjusted Net Income totaled $86.2 million ($1.93 per diluted share) for the year ended December 31, 2013, up 20% on a per share basis from $70.6 million ($1.61 per diluted share) during the same period in 2012. The increases in both Adjusted EBITDA and Adjusted Net Income were primarily due to the same factors discussed above for the Company's quarterly results.
GAAP net income for the year ended December 31, 2013 totaled $23.8 million, compared to $43.6 million during the same period in 2012. The decrease in GAAP net income from the year ended December 31, 2012 was due to several factors, including higher acquisition-related expenses, primarily associated with the Cardpoint acquisition, which were up $12.1 million. Additionally, certain nonrecurring charges taken in the year including $8.7 million related to U.K. property taxes and $13.8 million in income tax expense related to the restructuring of the Company's U.K. business negatively impacted GAAP net income. These effects were partially offset by the same positive factors impacting Adjusted EBITDA and Adjusted Net Income discussed above.
2014 GUIDANCE
Below is the Company's financial guidance for the year ending December 31, 2014:
The Adjusted EBITDA and Adjusted Net Income guidance excludes the impact of certain expenses, as outlined in the reconciliation provided at the end of this press release. Additionally, this guidance is based on average foreign currency exchange rates for the remainder of the year of $1.60 U.S. to £1.00 U.K., $13.00 Mexican pesos to $1.00 U.S., $1.00 Canadian dollar to $0.95 U.S., and €1.00 Euros to $1.37 U.S.
LIQUIDITY
The Company continues to maintain a strong liquidity position, with $300.4 million in available borrowing capacity under its $375.0 million revolving credit facility as of December 31, 2013 and $86.9 million in cash. The Company's outstanding indebtedness as of December 31, 2013 consisted of $200.0 million in senior subordinated notes due 2018, the newly issued $287.5 million convertible senior notes due 2020 (of which $216.6 million is recorded as long-term debt on our balance sheet, with the remaining balance in additional paid-in capital), $72.5 million in borrowings under its revolving credit facility due 2016, and $1.3 million in equipment financing notes associated with its majority-owned Mexico subsidiary.
DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION
Adjusted EBITDA, Adjusted Net Income, Adjusted Gross Profit Margin, Adjusted Net Income per diluted share, and Free Cash Flow are non-GAAP financial measures provided as a complement to results prepared in accordance with accounting principles generally accepted within the United States of America ("GAAP") and may not be comparable to similarly-titled measures reported by other companies. Management believes that the presentation of these measures and the identification of unusual, nonrecurring, or non-cash items enhance an investor's understanding of the underlying trends in the Company's business and provide for better comparability between periods in different years.
Adjusted EBITDA excludes depreciation, accretion, and amortization expense as these amounts can vary substantially from company to company within the Company's industry depending upon accounting methods and book values of assets, capital structures, and the method by which the assets were acquired. Adjusted EBITDA also excludes acquisition-related expenses, certain other non-operating and nonrecurring costs, loss on disposal of assets, the Company's obligations for the payment of income taxes, interest expense and other obligations such as capital expenditures, and an adjustment for noncontrolling interest. Adjusted Net Income represents net income computed in accordance with GAAP, before amortization expense, loss on disposal of assets, stock-based compensation expense, certain other expense (income) amounts, nonrecurring expenses, and acquisition-related expenses, and using an assumed tax rate of 35% through June 30, 2013 and 33.5% thereafter, with certain adjustments for noncontrolling interests. Adjusted Gross Profit Margin is calculated excluding certain nonrecurring costs from the cost of ATM operating revenues. Adjusted EBITDA %, Adjusted Pre-tax Income %, and Adjusted Net Income % are calculated by taking the respective non-GAAP financial measures over GAAP total revenues. Adjusted Net Income per diluted share is calculated by dividing Adjusted Net Income by average weighted diluted shares outstanding. Free Cash Flow is defined as cash provided by operating activities less payments for capital expenditures, including those financed through direct debt but excluding acquisitions. The measure of Free Cash Flow does not take into consideration certain other non-discretionary cash requirements such as, for example, mandatory principal payments on portions of the Company's long-term debt.
The non-GAAP financial measures presented herein should not be considered in isolation or as a substitute for operating income, net income, cash flows from operating, investing, or financing activities, or other income or cash flow measures prepared in accordance with GAAP. Reconciliations of the non-GAAP financial measures used herein to the most directly comparable GAAP financial measures are presented in tabular form at the end of this press release.
CONFERENCE CALL INFORMATION
The Company will host a conference call today, Thursday, February 6, 2014, at 4:00 p.m. Central Time (5:00 p.m. Eastern Time) to discuss its financial results for the quarter and year ended December 31, 2013. To access the call, please call the conference call operator at:
Dial in: | (877) 806-7890 |
Alternate dial-in: | (973) 935-8713 |
Please call in fifteen minutes prior to the scheduled start time and request to be connected to the "Cardtronics Fourth Quarter Earnings Conference Call." Additionally, a live audio webcast of the conference call will be available online through the investor relations section of the Company's website at www.cardtronics.com.
A digital replay of the conference call will be available through Thursday, February 20, 2014, and can be accessed by calling (855) 859-2056 or (404) 537-3406 and entering 31099145 for the conference ID. A replay of the conference call will also be available online through the Company's website subsequent to the call through March 7, 2014.
ABOUT CARDTRONICS (NASDAQ: CATM)
Making ATM cash access convenient where people shop, work and live, Cardtronics is at the convergence of retailers, financial institutions, prepaid card programs and the customers they share. Cardtronics owns/operates approximately 80,600 retail ATMs in U.S. and international locales. Whether Cardtronics is driving foot traffic for America's most relevant retailers, enhancing ATM brand presence for card issuers or expanding card holders' surcharge-free cash access on the local, national or global scene, Cardtronics is convenient access to cash, when and where consumers need it. Cardtronics is where cash meets commerce.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give the Company's current expectations, beliefs, assumptions or forecasts of future events, future financial performance, strategies, expectations, competitive environment, regulation, and availability of resources. The forward-looking statements contained in this press release include, among other things, statements concerning projections, predictions, expectations, estimates or forecasts as to the Company's business, financial and operational results and future economic performance, and statements of management's goals and objectives and other similar expressions concerning matters that are not historical facts. These statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, the following:
Additional information regarding known material factors that could cause the Company's actual performance or results to differ from its projected results are described in its filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. You should not read forward-looking statements as a guarantee of future performance or results. They will not necessarily be accurate indications of the times at or by which such performance or results will be achieved. Forward-looking statements speak only as of the date the statements are made and are based on information available at the time those statements are made and/or management's good faith belief as of that time with respect to future events. The Company assumes no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information.
Consolidated Statements of Operations | ||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||
(Unaudited) | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands, except share and per share information) | ||||
Revenues: | ||||
ATM operating revenues | $ 234,559 | $ 192,813 | $ 854,196 | $ 743,662 |
ATM product sales and other revenues | 7,386 | 5,547 | 22,290 | 36,787 |
Total revenues | 241,945 | 198,360 | 876,486 | 780,449 |
Cost of revenues: | ||||
Cost of ATM operating revenues (excludes depreciation, accretion, and amortization shown separately below) | 156,598 | 128,370 | 573,959 | 502,682 |
Cost of ATM product sales and other revenues | 7,021 | 5,480 | 21,328 | 33,405 |
Total cost of revenues | 163,619 | 133,850 | 595,287 | 536,087 |
Gross profit | 78,326 | 64,510 | 281,199 | 244,362 |
Operating expenses: | ||||
Selling, general, and administrative expenses | 25,598 | 17,569 | 84,592 | 65,525 |
Acquisition-related expenses | 7,858 | 1,474 | 15,400 | 3,332 |
Depreciation and accretion expense | 19,424 | 17,256 | 68,480 | 61,499 |
Amortization expense | 7,509 | 5,260 | 27,336 | 21,712 |
Loss on disposal of assets | 2,321 | 1,003 | 2,790 | 1,787 |
Total operating expenses | 62,710 | 42,562 | 198,598 | 153,855 |
Income from operations | 15,616 | 21,948 | 82,601 | 90,507 |
Other expense (income): | ||||
Interest expense, net | 5,585 | 5,195 | 21,155 | 21,161 |
Amortization of deferred financing costs and bond discounts | 1,196 | 227 | 1,931 | 896 |
Other income | (120) | (733) | (3,150) | (1,821) |
Total other expense | 6,661 | 4,689 | 19,936 | 20,236 |
Income before income taxes | 8,955 | 17,259 | 62,665 | 70,271 |
Income tax expense | 3,239 | 6,325 | 42,018 | 27,009 |
Net income | 5,716 | 10,934 | 20,647 | 43,262 |
Net loss attributable to noncontrolling interests | (1,751) | (267) | (3,169) | (329) |
Net income attributable to controlling interests and available to common stockholders | $ 7,467 | $ 11,201 | $ 23,816 | $ 43,591 |
Net income per common share – basic | $ 0.16 | $ 0.25 | $ 0.52 | $ 0.97 |
Net income per common share – diluted | $ 0.16 | $ 0.25 | $ 0.52 | $ 0.96 |
Weighted average shares outstanding – basic | 44,364,436 | 43,873,526 | 44,371,313 | 43,469,175 |
Weighted average shares outstanding – diluted | 44,518,525 | 44,153,157 | 44,577,635 | 43,875,332 |
Condensed Consolidated Balance Sheets | ||
As of December 31, 2013 and 2012 | ||
December 31, 2013 | December 31, 2012 | |
(In thousands) | ||
Assets | (Unaudited) | |
Current assets: | ||
Cash and cash equivalents | $ 86,939 | $ 13,861 |
Accounts and notes receivable, net | 58,274 | 45,135 |
Inventory | 5,302 | 4,389 |
Restricted cash, short-term | 14,896 | 8,298 |
Current portion of deferred tax asset, net | 21,202 | 13,086 |
Prepaid expenses, deferred costs, and other current assets | 20,159 | 30,980 |
Total current assets | 206,772 | 115,749 |
Property and equipment, net | 270,966 | 236,238 |
Intangible assets, net | 161,615 | 102,573 |
Goodwill | 404,491 | 285,696 |
Deferred tax asset, net | 9,680 | 26,468 |
Prepaid expenses, deferred costs, and other assets | 2,679 | 2,168 |
Total assets | $ 1,056,203 | $ 768,892 |
Liabilities and Stockholders' Equity | ||
Current liabilities: | ||
Current portion of long-term debt and notes payable | $ 1,289 | $ 1,467 |
Current portion of other long-term liabilities | 35,597 | 27,220 |
Accounts payable and other accrued and current liabilities | 177,909 | 102,884 |
Total current liabilities | 214,795 | 131,571 |
Long-term liabilities: | ||
Long-term debt | 489,225 | 353,352 |
Asset retirement obligations | 60,665 | 41,862 |
Deferred tax liability, net | 5,668 | 182 |
Other long-term liabilities | 38,736 | 93,121 |
Total liabilities | 809,089 | 620,088 |
Stockholders' equity | 247,114 | 148,804 |
Total liabilities and stockholders' equity | $ 1,056,203 | $ 768,892 |
SELECTED INCOME STATEMENT DETAIL: | ||||
Total revenues by segment: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
United States | $ 172,135 | $ 157,927 | $ 665,709 | $ 636,328 |
Europe | 65,059 | 33,395 | 178,855 | 117,814 |
Other International | 7,899 | 10,362 | 40,704 | 36,483 |
Eliminations | (3,148) | (3,324) | (8,782) | (10,176) |
Total revenues | $ 241,945 | $ 198,360 | $ 876,486 | $ 780,449 |
Breakout of ATM operating revenues: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
Surcharge revenues | $ 107,338 | $ 88,408 | $ 392,931 | $ 351,059 |
Interchange revenues | 79,262 | 63,750 | 278,295 | 241,641 |
Bank branding and surcharge-free network revenues | 36,640 | 32,571 | 142,266 | 119,490 |
Managed services revenues | 5,826 | 4,269 | 20,568 | 16,269 |
Other revenues | 5,493 | 3,815 | 20,136 | 15,203 |
Total ATM operating revenues | $ 234,559 | $ 192,813 | $ 854,196 | $ 743,662 |
Total cost of revenues by segment: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
United States | $ 109,671 | $ 102,395 | $ 426,635 | $ 423,813 |
Europe | 48,520 | 26,202 | 140,812 | 93,030 |
Other International | 8,247 | 8,426 | 36,122 | 28,909 |
Eliminations | (2,819) | (3,173) | (8,282) | (9,665) |
Total cost of revenues | $ 163,619 | $ 133,850 | $ 595,287 | $ 536,087 |
Breakout of cost of ATM operating revenues (exclusive of depreciation, accretion, and amortization): | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
Merchant commissions | $ 72,933 | $ 61,701 | $ 270,410 | $ 242,569 |
Vault cash rental expense | 13,142 | 12,378 | 49,356 | 49,258 |
Other costs of cash | 20,731 | 18,077 | 78,512 | 68,406 |
Repairs and maintenance | 16,778 | 12,415 | 56,987 | 52,540 |
Communications | 6,657 | 5,510 | 23,007 | 21,313 |
Transaction processing | 4,357 | 1,943 | 12,334 | 8,088 |
Stock-based compensation | 260 | 176 | 911 | 930 |
Other expenses | 21,740 | 16,170 | 82,442 | 59,578 |
Total cost of ATM operating revenues | $ 156,598 | $ 128,370 | $ 573,959 | $ 502,682 |
Breakout of selling, general, and administrative expenses: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
Employee costs | $ 13,633 | $ 9,470 | $ 44,728 | $ 33,927 |
Stock-based compensation | 3,149 | 2,243 | 11,413 | 10,180 |
Professional fees | 2,036 | 1,734 | 7,950 | 7,255 |
Other | 6,780 | 4,122 | 20,501 | 14,163 |
Total selling, general, and administrative expenses | $ 25,598 | $ 17,569 | $ 84,592 | $ 65,525 |
Depreciation and accretion expense by segment: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
United States | $ 11,059 | $ 10,371 | $ 41,450 | $ 37,837 |
Europe | 7,293 | 5,754 | 22,448 | 19,894 |
Other International | 1,072 | 1,131 | 4,582 | 3,768 |
Total depreciation and accretion expense | $ 19,424 | $ 17,256 | $ 68,480 | $ 61,499 |
SELECTED BALANCE SHEET DETAIL: | ||
Long-term debt: | ||
December 31, 2013 | December 31, 2012 | |
(In thousands) | ||
8.25% senior subordinated notes | $ 200,000 | $ 200,000 |
1.00% convertible senior notes (1) | 216,635 | — |
Revolving credit facility | 72,547 | 152,000 |
Equipment financing notes | 1,332 | 2,819 |
Total long-term debt | $ 490,514 | $ 354,819 |
(1) The total principal amount outstanding for these instruments is $287.5 million, but in accordance with U.S. GAAP the estimated fair value of the conversion feature at issuance was recorded as additional paid-in capital within equity. The net debt amount is being accreted over the term of the notes to the full principal amount ($287.5 million). | ||
Share count rollforward: | ||
Total shares outstanding as of December 31, 2012 | 44,641,224 | |
Shares repurchased | (831,374) | |
Shares issued – restricted stock grants and stock options exercised | 368,150 | |
Shares vested – restricted stock units | 269,824 | |
Shares forfeited – restricted stock awards | (71,872) | |
Total shares outstanding as of December 31, 2013 | 44,375,952 |
SELECTED CASH FLOW DETAIL: | ||||
Selected cash flow statement amounts: | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
Cash provided by operating activities | $ 61,082 | $ 42,063 | $ 183,557 | $ 136,388 |
Cash used in investing activities | (34,174) | (15,287) | (266,740) | (113,764) |
Cash provided by (used in) financing activities | 41,391 | (24,092) | 154,988 | (14,084) |
Effect of exchange rate changes on cash | 84 | 80 | 1,273 | (255) |
Net increase in cash and cash equivalents | 68,383 | 2,764 | 73,078 | 8,285 |
Cash and cash equivalents at beginning of period | 18,556 | 11,097 | 13,861 | 5,576 |
Cash and cash equivalents at end of period | $ 86,939 | $ 13,861 | $ 86,939 | $ 13,861 |
Key Operating Metrics – Excluding Acquisitions in All Periods Presented | ||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||
(Unaudited) | ||||
The following table excludes the effect of acquisitions in the three and twelve months ended December 31, 2013 for comparative purposes: | ||||
EXCLUDING ACQUISITIONS | Three Months Ended | Twelve Months Ended | ||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
Average number of transacting ATMs: | ||||
United States: Company-owned | 28,685 | 27,177 | 28,023 | 26,049 |
United Kingdom | 4,610 | 4,298 | 4,405 | 3,999 |
Mexico | 2,195 | 2,745 | 2,533 | 2,797 |
Canada | 1,212 | 1,214 | 1,130 | 851 |
Subtotal | 36,702 | 35,434 | 36,091 | 33,696 |
United States: Merchant-owned | 18,928 | 20,554 | 15,782 | 17,773 |
Average number of transacting ATMs: ATM operations | 55,630 | 55,988 | 51,873 | 51,469 |
U.S.: Managed services - Turnkey | 2,168 | 2,170 | 2,191 | 2,087 |
U.S.: Managed services - Processing Plus | 5,819 | 3,853 | 5,013 | 3,841 |
U.K.: Managed services | 21 | 21 | 21 | 21 |
Canada: Managed services | 100 | 98 | 26 | 25 |
Average number of transacting ATMs: Managed services | 8,108 | 6,142 | 7,251 | 5,974 |
Total average number of transacting ATMs | 63,738 | 62,130 | 59,124 | 57,443 |
Total transactions (in thousands): | ||||
ATM operations | 208,840 | 190,825 | 790,893 | 704,809 |
Managed services | 13,535 | 10,236 | 49,171 | 39,856 |
Total transactions | 222,375 | 201,061 | 840,064 | 744,665 |
Total cash withdrawal transactions (in thousands): | ||||
ATM operations | 121,697 | 116,969 | 478,561 | 443,312 |
Managed services | 8,579 | 6,496 | 31,612 | 25,287 |
Total cash withdrawal transactions | 130,276 | 123,465 | 510,173 | 468,599 |
Per ATM per month amounts (excludes managed services): | ||||
Cash withdrawal transactions | 729 | 696 | 769 | 718 |
ATM operating revenues | $ 1,179 | $ 1,123 | $ 1,237 | $ 1,178 |
Cost of ATM operating revenues (1) | 795 | 743 | 824 | 792 |
ATM operating gross profit (1) (2) | $ 384 | $ 380 | $ 413 | $ 386 |
ATM operating gross profit margin (1) (2) | 32.6% | 33.8% | 33.4% | 32.8% |
(1) Amounts presented exclude the effect of depreciation, accretion, and amortization expense, which is presented separately in the Company's consolidated statements of operations. Additionally, the three and twelve months ended December 31, 2013 excludes $0.3 million and $8.7 million, respectively, of nonrecurring expense related to retroactive property taxes on certain ATM locations in the U.K. | ||||
(2) ATM operating gross profit and ATM operating gross profit margin are measures of profitability that are calculated based on only the revenues and expenses that relate to operating ATMs in the Company's portfolio. Revenues and expenses relating to managed services and ATM equipment sales and other ATM-related services are not included. |
Key Operating Metrics – Including Acquisitions in All Periods Presented | ||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||
(Unaudited) | ||||
INCLUDING ACQUISITIONS | Three Months Ended | Twelve Months Ended | ||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
Average number of transacting ATMs: | ||||
United States: Company-owned | 29,118 | 27,177 | 28,333 | 26,049 |
United Kingdom | 11,516 | 4,298 | 7,450 | 3,999 |
Mexico | 2,195 | 2,745 | 2,533 | 2,797 |
Canada | 1,623 | 1,214 | 1,600 | 851 |
Germany | 843 | — | 365 | — |
Subtotal | 45,295 | 35,434 | 40,281 | 33,696 |
United States: Merchant-owned | 21,707 | 20,554 | 21,072 | 17,773 |
Average number of transacting ATMs: ATM operations | 67,002 | 55,988 | 61,353 | 51,469 |
U.S.: Managed services - Turnkey | 2,168 | 2,170 | 2,191 | 2,087 |
U.S.: Managed services - Processing Plus | 11,259 | 3,853 | 8,220 | 3,841 |
U.K.: Managed services | 21 | 21 | 21 | 21 |
Canada: Managed services | 301 | 98 | 306 | 25 |
Average number of transacting ATMs: Managed services | 13,749 | 6,142 | 10,738 | 5,974 |
Total average number of transacting ATMs | 80,751 | 62,130 | 72,091 | 57,443 |
Total transactions (in thousands): | ||||
ATM operations | 243,363 | 190,825 | 860,062 | 704,809 |
Managed services | 17,555 | 10,236 | 60,027 | 39,856 |
Total transactions | 260,918 | 201,061 | 920,089 | 744,665 |
Total cash withdrawal transactions (in thousands): | ||||
ATM operations | 142,002 | 116,969 | 521,282 | 443,312 |
Managed services | 11,715 | 6,496 | 40,223 | 25,287 |
Total cash withdrawal transactions | 153,717 | 123,465 | 561,505 | 468,599 |
Per ATM per month amounts (excludes managed services): | ||||
Cash withdrawal transactions | 706 | 696 | 708 | 718 |
ATM operating revenues | $ 1,132 | $ 1,123 | $ 1,127 | $ 1,178 |
Cost of ATM operating revenues (1) | 756 | 743 | 744 | 792 |
ATM operating gross profit (1) (2) | $ 376 | $ 380 | $ 383 | $ 386 |
ATM operating gross profit margin (1) (2) | 33.2% | 33.8% | 34.0% | 32.8% |
(1) Amounts presented exclude the effect of depreciation, accretion, and amortization expense, which is presented separately in the Company's consolidated statements of operations. Additionally, the three and twelve months ended December 31, 2013 excludes $0.3 million and $8.7 million, respectively, of nonrecurring expense related to retroactive property taxes on certain ATM locations in the U.K. | ||||
(2) ATM operating gross profit and ATM operating gross profit margin are measures of profitability that are calculated based on only the revenues and expenses that relate to operating ATMs in the Company's portfolio. Revenues and expenses relating to managed services and ATM equipment sales and other ATM-related services are not included. |
Key Operating Metrics – Ending Machine Count | ||
As of December 31, 2013 and 2012 | ||
(Unaudited) | ||
As of December 31, | ||
Ending number of transacting ATMs: | 2013 | 2012 |
United States: Company-owned | 29,425 | 27,573 |
United Kingdom | 11,522 | 4,307 |
Mexico | 1,984 | 2,729 |
Canada | 1,621 | 1,549 |
Germany | 856 | — |
Subtotal | 45,408 | 36,158 |
United States: Merchant-owned | 21,576 | 20,237 |
Ending number of transacting ATMs: ATM operations | 66,984 | 56,395 |
United States: Managed services - Turnkey | 2,169 | 2,186 |
United States: Managed services - Processing Plus | 11,155 | 3,864 |
United Kingdom: Managed services | 21 | 21 |
Canada: Managed services | 265 | 294 |
Ending number of transacting ATMs: Managed services | 13,610 | 6,365 |
Total ending number of transacting ATMs | 80,594 | 62,760 |
Reconciliation of Net Income Attributable to Controlling Interests to EBITDA, Adjusted EBITDA, and | ||||
Adjusted Net Income | ||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||
(Unaudited) | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands, except share and per share amounts) | ||||
Net income attributable to controlling interests | $ 7,467 | $ 11,201 | $ 23,816 | $ 43,591 |
Adjustments: | ||||
Interest expense, net | 5,585 | 5,195 | 21,155 | 21,161 |
Amortization of deferred financing costs and bond discounts | 1,196 | 227 | 1,931 | 896 |
Income tax expense | 3,239 | 6,325 | 42,018 | 27,009 |
Depreciation and accretion expense | 19,424 | 17,256 | 68,480 | 61,499 |
Amortization expense | 7,509 | 5,260 | 27,336 | 21,712 |
EBITDA | $ 44,420 | $ 45,464 | $ 184,736 | $ 175,868 |
Add back: | ||||
Loss on disposal of assets | 2,321 | 1,003 | 2,790 | 1,787 |
Other income (1) | (120) | (732) | (3,150) | (1,830) |
Noncontrolling interests (2) | (970) | (451) | (2,399) | (1,668) |
Stock-based compensation expense (3) | 3,402 | 2,408 | 12,290 | 11,072 |
Acquisition-related expenses (4) | 7,858 | 1,474 | 15,400 | 3,332 |
Other adjustments to cost of ATM operating revenues (5) | 311 | — | 8,670 | — |
Other adjustments to selling, general, and administrative expenses (6) | 59 | 972 | 505 | 972 |
Adjusted EBITDA | $ 57,281 | $ 50,138 | $ 218,842 | $ 189,533 |
Less: | ||||
Interest expense, net (3) | 5,567 | 5,161 | 21,057 | 20,990 |
Depreciation and accretion expense (3) | 19,051 | 16,857 | 66,857 | 59,983 |
Adjusted pre-tax income | 32,663 | 28,120 | 130,928 | 108,560 |
Income tax expense (7) | 10,942 | 9,842 | 44,777 | 37,996 |
Adjusted Net Income | $ 21,721 | $ 18,278 | $ 86,151 | $ 70,564 |
Adjusted Net Income per share | $ 0.49 | $ 0.42 | $ 1.94 | $ 1.62 |
Adjusted Net Income per diluted share | $ 0.49 | $ 0.41 | $ 1.93 | $ 1.61 |
Weighted average shares outstanding - basic | 44,364,436 | 43,873,526 | 44,371,313 | 43,469,175 |
Weighted average shares outstanding - diluted | 44,518,525 | 44,153,157 | 44,577,635 | 43,875,332 |
(1) Other income during the three and twelve months ended December 31, 2012 exclude unrealized and realized (gains) losses related to derivatives not designated as hedging instruments. | ||||
(2) Noncontrolling interests adjustment made such that Adjusted EBITDA includes only the Company's 51% ownership interest in the Adjusted EBITDA of its Mexico subsidiary. | ||||
(3) Amounts exclude 49% of the expenses incurred by the Company's Mexico subsidiary as such amounts are allocable to the noncontrolling interest stockholders. | ||||
(4) Acquisition-related expenses include nonrecurring costs incurred for professional and legal fees and certain transition and integration-related costs, including contract termination costs, related to acquisitions. | ||||
(5) Adjustment to cost of ATM operating revenues for the three and twelve months ended December 31, 2013 is related to the nonrecurring charge for retroactive property taxes on certain ATM locations in the U.K. | ||||
(6) Adjustment to selling, general, and administrative expenses represents nonrecurring severance related costs associated with management of the Company's U.K. operation. | ||||
(7) Calculated using the Company's estimated long-term, cross-jurisdictional effective cash tax rate of 35% through June 30, 2013 and 33.5% thereafter. |
Reconciliation of Adjusted Gross Profit Margin | ||||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||||
(Unaudited) | ||||||
Three Months Ended December 31, 2013 | Three Months Ended December 31, 2012 | |||||
As reported | Adjusted | As reported | Adjusted | |||
(GAAP) | Adjustments | (Non-GAAP) | (GAAP) | Adjustments | (Non-GAAP) | |
(In thousands) | ||||||
Total revenues | $ 241,945 | $ — | $ 241,945 | $ 198,360 | $ — | $ 198,360 |
Total cost of revenues (1) | 163,619 | (311) | 163,308 | 133,850 | — | 133,850 |
Gross profit | $ 78,326 | $ 311 | $ 78,637 | $ 64,510 | $ — | $ 64,510 |
Gross profit margin | 32.4% | 32.5% | 32.5% | 32.5% | ||
Twelve Months Ended December 31, 2013 | Twelve Months Ended December 31, 2012 | |||||
As reported | Adjusted | As reported | Adjusted | |||
(GAAP) | Adjustments | (Non-GAAP) | (GAAP) | Adjustments | (Non-GAAP) | |
(In thousands) | ||||||
Total revenues | $ 876,486 | $ — | $ 876,486 | $ 780,449 | $ — | $ 780,449 |
Total cost of revenues (1) | 595,287 | (8,670) | 586,617 | 536,087 | — | 536,087 |
Gross profit | $ 281,199 | $ 8,670 | $ 289,869 | $ 244,362 | $ — | $ 244,362 |
Gross profit margin | 32.1% | 33.1% | 31.3% | 31.3% | ||
(1) Adjustment to cost of ATM operating revenues for the three and twelve months ended December 31, 2013 is related to the nonrecurring charge for retroactive property taxes on certain ATM locations in the U.K. |
Reconciliation of Free Cash Flow | ||||
For the Three and Twelve Months Ended December 31, 2013 and 2012 | ||||
(Unaudited) | ||||
Three Months Ended | Twelve Months Ended | |||
December 31, | December 31, | |||
2013 | 2012 | 2013 | 2012 | |
(In thousands) | ||||
Cash provided by operating activities | $ 61,082 | $ 42,063 | $ 183,557 | $ 136,388 |
Payments for capital expenditures: | ||||
Cash used in investing activities, excluding acquisitions | (31,551) | (12,211) | (77,153) | (92,803) |
Free cash flow | $ 29,531 | $ 29,852 | $ 106,404 | $ 43,585 |
Reconciliation of Estimated Net Income to EBITDA, Adjusted EBITDA, and Adjusted Net Income | |||
For the Year Ending December 31, 2014 | |||
(Unaudited) | |||
Estimated Range | |||
Full Year 2014 | |||
(In millions, except per share information) | |||
Net income | $51.7 | - | $54.7 |
Adjustments: | |||
Interest expense, net | 17.2 | - | 17.7 |
Amortization of deferred financing costs | 10.3 | - | 10.3 |
Income tax expense | 27.8 | - | 29.3 |
Depreciation and accretion expense | 76.0 | - | 78.0 |
Amortization expense | 34.0 | - | 34.0 |
EBITDA | $217.0 | - | $224.0 |
Add back: | |||
Noncontrolling interests | (1.2) | - | (1.2) |
Stock-based compensation expense | 14.7 | - | 14.7 |
Acquisition-related expenses | 5.5 | - | 5.5 |
Adjusted EBITDA | $236.0 | - | $243.0 |
Less: | |||
Interest expense, net (1) | 17.0 | - | 17.5 |
Depreciation and accretion expense (1) | 74.5 | - | 76.5 |
Income tax expense (2) | 46.2 | - | 47.7 |
Adjusted Net Income | $98.3 | - | $101.3 |
Adjusted Net Income per diluted share | $2.20 | - | $2.27 |
Weighted average shares outstanding – diluted | 44.7 | - | 44.7 |
(1) Amounts exclude 49% of the expenses to be incurred by the Company's Mexico subsidiary as such amounts are allocable to the noncontrolling interest shareholders. | |||
(2) Calculated using the Company's estimated long-term, cross-jurisdictional effective cash tax rate of 32%. |
Contact Information:
Cardtronics — Media | Cardtronics — Investors |
Nick Pappathopoulos | Chris Brewster |
Director – Public Relations | Chief Financial Officer |
832-308-4396 | 832-308-4128 |
npappathopoulos@cardtronics.com | cbrewster@cardtronics.com |
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