8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): July 28, 2016

EVERTEC, Inc.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Puerto Rico	001-35872	66-0783622
(State or other jurisdiction of incorporation or organization)	(Commission file number)	(I.R.S. employer identification number)

Cupey Center Building, Road 176 Kilometer 1.3, San Juan, Puerto Rico	00926
(Address of principal executive offices)	(Zip Code)

(787) 759-9999

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, 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 July 28, 2016 the Company issued a press release announcing its preliminary results for the second quarter and six-month period ended June 30, 2016. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Note: The information contained in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure.

On July 28, 2016, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.10 per share on the Company’s outstanding shares of common stock. The Board anticipates declaring this dividend in future quarters on a regular basis; however future declarations of dividends are subject to board of director approval and may be adjusted as business needs or market conditions change. The cash dividend of $0.10 per share will be paid on September 2, 2016 to stockholders of record as of the close of business on August 9, 2016.

A copy of the press release announcing the dividend discussed above is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

Note: The information contained in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Number	Exhibit
99.1	Press Release re: second quarter earnings issued by EVERTEC, Inc. dated July 28, 2016.
99.2	Press Release re: quarterly dividend issued by EVERTEC, Inc. dated July 28, 2016.

SIGNATURES

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.

	EVERTEC, Inc. (Registrant)
Date: July 29, 2016	By:	/s/ Peter J.S. Smith
	Name: Peter J.S. Smith Title: Chief Financial Officer

EXHIBIT INDEX

Number	Exhibit
99.1	Press Release re: second quarter earnings issued by EVERTEC, Inc. dated July 28, 2016.
99.2	Press Release re: quarterly dividend issued by EVERTEC, Inc. dated July 28, 2016.

EX-99.1

Exhibit 99.1

EVERTEC REPORTS SECOND QUARTER 2016 RESULTS

INCREASES 2016 GUIDANCE RANGE

SAN JUAN, PUERTO RICO – July 28, 2016 – EVERTEC, Inc. (NYSE: EVTC) (“EVERTEC” or the “Company”) today announced results for the second quarter ended June 30, 2016.

Second Quarter 2016 Highlights

• Revenue grew 5% to $97.7 million

• GAAP Net Income was $20.2 million, or $0.27 per diluted share

• Adjusted EBITDA increased 4% to $48.8 million

• Adjusted diluted earnings per share increased 7% to $0.43

• $21 million returned to shareholders through share repurchases and dividends

Six-Month Year-to-Date 2016 Highlights

• Revenue grew 4% to $193.2 million

• GAAP Net Income was $39.4 million, or $0.53 per diluted share

• Adjusted EBITDA increased 2% to $94.9 million

• Adjusted diluted earnings per share increased 10% to $0.84

• $31 million returned to shareholders through share repurchases and dividends

Mac Schuessler, President and Chief Executive Officer, stated “We are pleased with our second quarter financial results that reflect the resiliency of our business model in challenging market conditions.”

Second Quarter 2016 Results

Revenue. Total revenue for the quarter ended June 30, 2016 was $97.7 million, an increase of 5% compared with $93.4 million in the prior year.

Merchant Acquiring net revenue was $23.3 million, an increase of 10% compared with $21.2 million in the prior year. Revenue growth in the quarter was driven by the FirstBank merchant business, partially offset by the shift of a merchant acquiring customer contract to a payment processing contract as well as other revenue mix shifts.

Payment Processing revenue was $28.2 million, an increase of 5% compared with $26.8 million in the prior year. Revenue growth in the quarter primarily reflected increases in transactions processed over the ATH^® debit network and card processing volume, revenue related to the Processa acquisition and the reference revenue shift from merchant acquiring to payment processing. These increases were partially offset by a reduction related to the classification of FirstBank revenues in merchant acquiring in 2016 as well as revenue reductions related to government programs.

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Business Solutions revenue was $46.2 million, an increase of 2% compared to $45.5 million in the prior year. Business Solutions revenue growth in the quarter reflects additional volumes in core banking and increased revenue from hardware sales, partially offset by a decrease in IT consulting and cash and item processing revenue.

Adjusted EBITDA. For the quarter ended June 30, 2016, Adjusted EBITDA was $48.8 million, an increase of 4% compared with $47.0 million in the prior year. Adjusted EBITDA margin (Adjusted EBITDA as a percentage of total revenues) decreased 30 basis points to 50.0% compared with 50.3% in the prior year. The decrease in Adjusted EBITDA margin was primarily driven by a change in revenue mix, increased business to business operating taxes, increased investment expense related to Latin America growth initiatives and corporate development.

Net Income. For the quarter ended June 30, 2016, GAAP Net Income was $20.2 million, or $0.27 per diluted share, compared with $19.6 million or $0.25 per diluted share in the prior year.

For the quarter ended June 30, 2016, Adjusted Net Income was $32.0 million, an increase of 4% compared with $30.9 million in the prior year. Adjusted Net Income per diluted share of $0.43 increased 7% as compared to $0.40 per diluted share in the prior year.

Share Repurchase

During the three months ended June 30, 2016, the Company repurchased 0.8 million shares of common stock at an average price of $15.83 per share for a total of $13.2 million. As of June 30, 2016, a total of $104.4 million remained available for future use under the Company’s share repurchase program.

2016 Outlook

The Company increased the current financial outlook for 2016 as follows:

• Total consolidated revenue between $382 and $388 million representing growth of 2 to 4%

• Adjusted diluted earnings per share guidance of $1.61 to $1.67 representing a growth range of 1 to 5% as compared to $1.59 in 2015

Capital expenditures continue to be expected in a range between $35 and $40 million.

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Earnings Conference Call and Audio Webcast

The conference call can be accessed live over the phone by dialing (888) 338-7153 or for international callers by dialing (412) 317-5117. A replay will be available one hour after the end of the conference call and can be accessed by dialing (877) 344-7529 or (412) 317-0088 for international callers; the pin number is 10089345. The replay will be available through Thursday, August 4, 2016. The call will be webcast live from the Company’s website at www.evertecinc.com under the Investor Relations section or directly at http://ir.evertecinc.com. A supplemental slide presentation that accompanies this call and webcast can be found on the investor relations website at ir.evertecinc.com and will remain available after the call.

About EVERTEC

EVERTEC, Inc. (NYSE: EVTC) is a leading full-service transaction processing business in Latin America, providing a broad range of merchant acquiring, payment processing and business solutions services. The Company manages a system of electronic payment networks that process more than two billion transactions annually, and offers a comprehensive suite of services for core bank processing, cash processing and technology outsourcing. In addition, EVERTEC owns and operates the ATH^® network, one of the leading personal identification number (“PIN”) debit networks in Latin America. Based in Puerto Rico, the Company operates in 18 Latin American countries and serves a diversified customer base of leading financial institutions, merchants, corporations and government agencies with “mission-critical” technology solutions. For more information, visit www.evertecinc.com.

About Non-GAAP Financial Measures

Generally Accepted Accounting Principles (GAAP) is the term used to refer to the standard framework of guidelines for financial accounting. GAAP includes the standards, conventions, and rules accountants follow in recording and summarizing transactions and in the preparation of financial statements. In addition to reporting financial results in accordance with GAAP, the company has provided non-GAAP financial measures, which it believes are useful to help investors better understand its financial performance, competitive position and prospects for the future. For these reasons, management also uses these measures in part to assess its performance. In addition, the Company’s presentation of Adjusted EBITDA is consistent with the equivalent measurements contained in the Credit Agreement in testing EVERTEC Group’s compliance with covenants therein such as the senior secured leverage ratio. Any non-GAAP measures should be considered in context with the GAAP financial presentation and should not be considered in isolation or as a substitute for GAAP measures. Further, EVERTEC’s non-GAAP measures may be calculated differently from similarly titled measures of other companies. Reconciliations of these non-GAAP measures to related GAAP measures, including footnotes describing the specific adjustments, are provided in the attached schedules and in the Investor Relations section of the EVERTEC web site, www.evertecinc.com.

Forward-Looking Statements

Certain statements in this press release constitute “forward-looking statements” within the meaning of, and subject to the protection of, the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “believes,” “expects,” “may,” “estimates,”

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“will,” “should,” “plans” or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and may involve significant risks and uncertainties, and that actual results may vary materially from those in the forward-looking statements as a result of various factors. Among the factors that significantly impact our business and could impact our business in the future are: the effect of the Restatement of our previously issued financial results for the years ended December 31, 2014 and 2013 as described in Note 2 to the quarterly unaudited financial statements, and any claims, investigations or proceedings arising as a result; the effectiveness of our efforts to remediate the material weakness in our internal controls over financial reporting described in Item 4 of this Quarterly Report and our ability to maintain effective internal controls and procedures in the future; our reliance on our relationship with Popular, Inc. (“Popular”) for a significant portion of our revenues and with Banco Popular de Puerto Rico (“Banco Popular”), Popular’s principal banking subsidiary, to grow our merchant acquiring business; for as long as we are deemed to be controlled by Popular, we will be subject to supervision and examination by U.S. federal banking regulators, and our activities will be limited to those permissible for Popular. Furthermore, as a technology service provider to regulated financial institutions, we are subject to additional regulatory oversight and examination. As a regulated institution, we most likely will be required to obtain regulatory approval before engaging in certain new activities or businesses, whether organically or by acquisition; our ability to renew our client contracts on terms favorable to us; our dependence on our processing systems, technology infrastructure, security systems and fraudulent payment detection systems, as well as on our personnel and certain third parties with whom we do business, and the risks to our business if our systems are hacked or otherwise compromised; our ability to develop, install and adopt new software, technology and computing systems; a decreased client base due to consolidations and failures in the financial services industry; the credit risk of our merchant clients, for which we may also be liable; the continuing market position of the ATH network; a reduction in consumer confidence, whether as a result of a global economic downturn or otherwise, which leads to a decrease in consumer spending; our dependence on credit card associations, including any adverse changes in credit card association or network rules or fees; changes in the regulatory environment and changes in international, legal, political, administrative or economic conditions; the geographical concentration of our business in Puerto Rico, including our business with the government of Puerto Rico and its instrumentalities, which are facing severe fiscal challenges and fiscal and regulatory oversight uncertainties; our exposure to climate risks in Puerto Rico; additional adverse changes in the general economic conditions in Puerto Rico, including the continued migration of Puerto Ricans to the U.S. mainland, which could negatively affect our customer base, general consumer spending, our cost of operations and our ability to hire and retain qualified employees; operating an international business in multiple regions with potential political and economic instability, including Latin America; our ability to execute our geographic expansion and acquisition strategies; our ability to protect our intellectual property rights against infringement and to defend ourselves against claims of infringement brought by third parties; our ability to recruit and retain the qualified personnel necessary to operate our business; our ability to comply with U.S. federal, state, local and foreign regulatory requirements; evolving industry standards and adverse changes in global economic, political and other conditions; our high level of indebtedness and restrictions contained in our debt agreements, including the senior secured credit facilities, as well as debt that could be incurred in the future; our ability to prevent a cybersecurity attack or breach in our information security; our ability to generate sufficient cash to service our indebtedness and to generate future profits; our ability to refinance our debt; and the risk that the counterparty to our interest rate swap agreement fails to satisfy its obligations under the agreement. These forward-looking statements involve a number of risks and

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uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. The Company does not undertake, and specifically disclaims any obligation, to update any of the “forward-looking statements” to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by the federal securities laws. Investors should refer to the Company’s Form 10-K for the year ended December 31, 2015 (the “2015 Form 10-K”) for a discussion of factors that could cause events to differ from those suggested by the forward-looking statements, including factors set forth in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”.

Investor Contact

Kay Sharpton

(787) 773-5442

IR@evertecinc.com

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EVERTEC, Inc.

Schedule 1: Unaudited Consolidated Condensed Statements of Income and Comprehensive Income

	Quarter ended June 30,						Six-month period ended June 30,
(Dollar amounts in thousands, except per share data)	2016			2015			2016			2015
				(As restated)						(As restated)
Revenues
Merchant Acquiring, net	$	23,277		$	21,165		$	46,167		$	41,256
Payment Processing		28,157			26,759			55,132			53,136
Business Solutions		46,238			45,481			91,852			90,510
Total revenues		97,672			93,405			193,151			184,902
Operating costs and expenses
Cost of revenues, exclusive of depreciation and amortization shown below		41,966			41,004			85,374			80,954
Selling, general and administrative expenses		12,573			8,948			23,408			16,651
Depreciation and amortization		14,941			16,006			29,611			32,834
Total operating costs and expenses		69,480			65,958			138,393			130,439
Income from operations		28,192			27,447			54,758			54,463
Non-operating income (expenses)
Interest income		92			127			179			231
Interest expense		(6,138	)		(6,210	)		(12,016	)		(12,411	)
(Losses) earnings of equity method investment		29			84			(101	)		199
Other income		860			764			1,258			1,049
Total non-operating expenses		(5,157	)		(5,235	)		(10,680	)		(10,932	)
Income before income taxes		23,035			22,212			44,078			43,531
Income tax expense		2,801			2,645			4,677			5,420
Net income		20,234			19,567			39,401			38,111
Less: Net (loss) income attributable to non-controlling interest		(1	)		—			18			—
Net income attributable to EVERTEC, Inc.‘s common stockholders’		20,235			19,567			39,383			38,111
Other comprehensive loss, net of tax
Foreign currency translation adjustments		(2,047	)		(87	)		(1,579	)		802
Loss on cash flow hedge		(1,475	)		—			(4,547	)		—
Total comprehensive income	$	16,712		$	19,480		$	33,275		$	38,913
Net income per common share:
Basic	$	0.27		$	0.25		$	0.53		$	0.49
Diluted	$	0.27		$	0.25		$	0.53		$	0.49
Shares used in computing net income per common share:
Basic		74,706,042			77,457,322			74,826,946			77,631,339
Diluted		75,019,485			77,697,861			74,958,126			77,780,202

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EVERTEC, Inc.

Schedule 2: Unaudited Consolidated Condensed Balance Sheets

(Dollar amounts in thousands)	June 30, 2016			December 31, 2015
Assets
Current Assets:
Cash	$	35,728		$	28,747
Restricted cash		7,601			11,818
Accounts receivable, net		72,164			73,715
Deferred tax asset		—			1,685
Prepaid expenses and other assets		21,976			18,758
Total current assets		137,469			134,723
Investment in equity investee		12,193			12,264
Property and equipment, net		35,358			34,128
Goodwill		372,001			368,133
Other intangible assets, net		302,356			312,059
Long-term deferred tax asset		531			—
Other long-term assets		4,544			2,347
Total assets	$	864,452		$	863,654
Liabilities and stockholders’ equity
Current Liabilities:
Accrued liabilities	$	34,365		$	37,308
Accounts payable		18,122			21,216
Unearned income		3,703			2,877
Income tax payable		2,903			1,350
Current portion of long-term debt		26,500			22,750
Short-term borrowings		20,000			17,000
Total current liabilities		105,593			102,501
Long-term debt		604,676			619,297
Long-term deferred tax liability, net		17,415			20,614
Unearned income—Long-term		12,690			10,939
Other long-term liabilities		16,632			12,089
Total liabilities		757,006			765,440
Commitments and contingencies
Stockholders’ equity
Preferred stock, par value $0.01; 2,000,000 shares authorized; none issued		—			—
Common stock, par value $0.01; 206,000,000 shares authorized; 74,027,206 shares issued and outstanding at June 30, 2016 (December 31, 2015 - 74,988,210)		741			750
Additional paid-in capital		—			9,718
Accumulated earnings		116,986			95,328
Accumulated other comprehensive loss, net of tax		(13,708	)		(7,582	)
Total EVERTEC, Inc stockholders’ equity		104,019			98,214
Non-controlling interest		3,427			—
Total equity		107,446			98,214
Total liabilities and equity	$	864,452		$	863,654

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EVERTEC, Inc.

Schedule 3: Unaudited Consolidated Condensed Statements of Cash Flows

	Six-month period ended June 30,
(Dollar amounts in thousands)	2016			2015
				(As restated)
Cash flows from operating activities
Net income	$	39,401		$	38,111
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		29,611			32,834
Amortization of debt issue costs and accretion of discount		1,939			1,621
Provision for doubtful accounts and sundry losses		858			622
Deferred tax benefit		(1,537	)		(1,740	)
Share-based compensation		3,403			2,191
Unrealized gain of indemnification assets		—			(12	)
Loss on disposition of property and equipment and other intangibles		122			1
Losses (earnings) of equity method investment		101			(199	)
Decrease (Increase) in assets:
Accounts receivable, net		2,776			1,998
Prepaid expenses and other assets		(2,972	)		(1,691	)
Other long-term assets		(1,826	)		(50	)
(Decrease) increase in liabilities:
Accounts payable and accrued liabilities		(6,793	)		1,263
Income tax payable		1,553			(1,875	)
Unearned income		2,578			1,580
Other long-term liabilities		210			2,027
Total adjustments		30,023			38,570
Net cash provided by operating activities		69,424			76,681
Cash flows from investing activities
Net decrease (increase) in restricted cash		4,217			(543	)
Additions to software		(13,154	)		(6,713	)
Property and equipment acquired		(5,878	)		(8,649	)
Acquisitions, net of cash acquired		(5,947	)		—
Proceeds from sales of property and equipment		40			11
Net cash used in investing activities		(20,722	)		(15,894	)
Cash flows from financing activities
Net increase (decrease) in short-term borrowings		3,000			(19,000	)
Repayments of short-term borrowing for purchase of equipment		(778	)		—
Dividends paid		(14,964	)		(15,542	)
Statutory minimum withholding taxes paid on share-based compensation		(290	)		(31	)
Credit amendment fees		(3,587	)		—
Repurchase of common stock		(15,602	)		(9,991	)
Repayment of long-term debt		(9,500	)		(9,500	)
Net cash used in financing activities		(41,721	)		(54,064	)
Net increase in cash		6,981			6,723
Cash at beginning of the period		28,747			32,114
Cash at end of the period	$	35,728		$	38,837

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EVERTEC, Inc.

Schedule 4: Unaudited Income from Operations by Segment

	Quarter ended June 30,						Six-month period ended June 30,
(Dollar amounts in thousands)	2016			2015			2016			2015
Segment income from operations
Merchant Acquiring	$	8,786		$	9,626		$	17,212		$	18,901
Payment Processing		14,276			14,515			26,690			28,058
Business Solutions		15,126			13,288			28,369			27,356
Total segment income from operations		38,188			37,429			72,271			74,315
Merger related depreciation and amortization and other unallocated expenses (1)		(9,996	)		(9,982	)		(17,513	)		(19,852	)
Income from operations	$	28,192		$	27,447		$	54,758		$	54,463

(1) Primarily represents non-operating depreciation and amortization expenses generated as a result of the Merger and certain non-recurring fees and expenses.

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EVERTEC, Inc.

Schedule 5: Reconciliation of GAAP to Non-GAAP Operating Results

	Quarter ended June 30,						Six-month period ended June 30,
(Dollar amounts in thousands, except per share data)	2016			2015			2016			2015
Net income	$	20,234		$	19,567		$	39,401		$	38,111
Income tax expense (benefit)		2,801			2,645			4,677			5,420
Interest expense, net		6,046			6,083			11,837			12,180
Depreciation and amortization		14,941			16,006			29,611			32,834
EBITDA		44,022			44,301			85,526			88,545
Software maintenance reimbursement and other costs(1)		149			455			461			929
Equity (income) loss(2)		(29	)		(9	)		101			(199	)
Compensation and benefits (3)		2,349			1,831			6,030			2,664
Transaction, refinancing and other non-recurring fees (4)		611			411			970			732
Purchase accounting (5)		—			(9	)		—			(12	)
Restatement related expenses (6)		1,737			—			1,796			—
Adjusted EBITDA		48,839			46,980			94,884			92,659
Operating depreciation and amortization (7)		(7,081	)		(6,638	)		(14,087	)		(14,099	)
Cash interest expense, net (8)		(5,264	)		(5,309	)		(10,301	)		(10,642	)
Income tax expense (9)		(4,438	)		(4,171	)		(7,470	)		(8,452	)
Non-controlling interest (10)		(69	)		—			(88	)		—
Adjusted Net Income	$	31,987		$	30,862		$	62,938		$	59,466
Net income per common share (GAAP):
Basic	$	0.27		$	0.25		$	0.53		$	0.49
Diluted	$	0.27		$	0.25		$	0.53		$	0.49
Adjusted net income per common share (Non-GAAP):
Basic	$	0.43		$	0.40		$	0.84		$	0.77
Diluted	$	0.43		$	0.40		$	0.84		$	0.76
Shares used in computing adjusted net income per common share:
Basic		74,706,042			77,457,322			74,826,946			77,631,339
Diluted		75,019,485			77,697,861			74,958,126			77,780,202

1) Predominantly represents reimbursements received for certain software maintenance expenses as part of the Merger.

2) Represents the elimination of non-cash equity earnings from our 19.99% equity investment in CONTADO, net of cash dividends received.

3) Primarily represents share-based compensation expense of $1.9 million and $1.5 million for the quarters ended June 30, 2016 and 2015 and severance payments of $0.4 million and $0.2 million for the quarters ended June 30, 2016 and 2015 and share-based compensation expense of $3.5 million and $2.3 million for the six-month period ended June 30, 2016 and 2015 and severance payments of $2.5 million and $0.2 million for the six month period ended June 30, 2016 and 2015.

4) Represents fees and expenses associated with corporate transactions as defined in the Credit Agreement.

5) Represents the elimination of the effects of purchase accounting in connection with certain customer service and software-related arrangements whereby EVERTEC receives reimbursements from Popular.

6) Represents consulting, audit and legal expenses incurred as part of the restatement.

7) Represents operating depreciation and amortization expense, which excludes amounts generated as a result of the Merger.

8) Represents interest expense, less interest income, as they appear on our consolidated statements of income and comprehensive income, adjusted to exclude non-cash amortization of the debt issue costs, premium and accretion of discount.

9) Represents income tax expense calculated on adjusted pre-tax income using GAAP tax rate.

10) Represents the 35% non-controlling equity interest in Processa, net of amortization for intangibles created as part of the purchase.

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EVERTEC, Inc.

Schedule 6: Reconciliation of Adjusted Net Income to GAAP Net Income

	Quarter ended June 30,
(Dollar amounts in thousands, except per share data)	2016									2015
	GAAP			Adjustments			Non-GAAP			GAAP			Adjustments			Non-GAAP
Revenues	$	97,672					$	97,672		$	93,405					$	93,405
Operating costs and expenses
Cost of revenues, exclusive of depreciation and amortization shown below		41,966			(990	)(1),(3)		40,976			41,004			(1,178	)(1),(3)		39,826
Selling, general and administrative expenses		12,573			(3,856	)(3),(4),(5),(6)		8,717			8,948			(1,510	)(3),(4),(5)		7,438
Depreciation and amortization		14,941			(7,860	)(7)		7,081			16,006			(9,368	)(7)		6,638
Total operating costs and expenses		69,480						56,774			65,958						53,902
Income from operations		28,192						40,898			27,447						39,503
Non-operating income (expenses)
Interest income		92			(92	)(8)		—			127			(127	)(8)		—
Interest expense		(6,138	)		874	(8)		(5,264	)		(6,210	)		901	(8)		(5,309	)
Earnings of equity method investment		29			(29	)(2)		—			84			(9	)(2)		75
Other income		860						860			764						764
Total non-operating expenses		(5,157	)					(4,404	)		(5,235	)					(4,470	)
Income before income taxes		23,035						36,494			22,212						35,033
Income tax expense		2,801			1,637	(9)		4,438			2,645			1,526	(9)		4,171
Net income		20,234						32,056			19,567						30,862
Less: Net income attributable to non-controlling interest		(1	)		70	(10)		69			—						—
Net income attributable to EVERTEC, Inc.‘s common stockholders’	$	20,235					$	31,987		$	19,567					$	30,862
Net income per common share:
Basic	$	0.27					$	0.43		$	0.25					$	0.40
Diluted	$	0.27					$	0.43		$	0.25					$	0.40
Shares used in computing net income per common share:
Basic		74,706,042									77,457,322
Diluted		75,019,485									77,697,861
	Six-month period ended June 30,
(Dollar amounts in thousands, except per share data)	2016									2015
	GAAP			Adjustments			Non-GAAP			GAAP			Adjustments			Non-GAAP
Revenues
Total revenues	$	193,151					$	193,151		$	184,902					$	184,902
Operating costs and expenses
Cost of revenues, exclusive of depreciation and amortization shown below		85,374			(3,366	)(1),(3)		82,008			80,954			(2,002	)(1),(3)		78,952
Selling, general and administrative expenses		23,408			(5,891	)(3),(4),(5),(6)		17,517			16,651			(2,311	)(3),(4),(5)		14,340
Depreciation and amortization		29,611			(15,524	)(7)		14,087			32,834			(18,735	)(7)		14,099
Total operating costs and expenses		138,393						113,612			130,439						107,391
Income from operations		54,758						79,539			54,463						77,511
Non-operating income (expenses)
Interest income		179			(179	)(8)		—			231			(231	)(8)		—
Interest expense		(12,016	)		1,715	(8)		(10,301	)		(12,411	)		1,769	(8)		(10,642	)
Earnings of equity method investment		(101	)		101	(2)		—			199			(199	)(2)		—
Other income		1,258						1,258			1,049						1,049
Total non-operating expenses		(10,680	)					(9,043	)		(10,932	)					(9,593	)
Income before income taxes		44,078						70,496			43,531						67,918
Income tax expense		4,677			2,793	(9)		7,470			5,420			3,032	(9)		8,452
Net income		39,401						63,026			38,111						59,466
Less: Net income attributable to non-controlling interest		18			70	(10)		88			—						—
Net income attributable to EVERTEC, Inc.‘s common stockholders’	$	39,383					$	62,938		$	38,111					$	59,466
Net income per common share:
Basic	$	0.53					$	0.84		$	0.49					$	0.77
Diluted	$	0.53					$	0.84		$	0.49					$	0.76
Shares used in computing net income per common share:
Basic		74,826,946									77,631,339
Diluted		74,958,126									77,780,202

1) Predominantly represents reimbursements received for certain software maintenance expenses as part of the Merger.

2) Represents the elimination of non-cash equity earnings from our 19.99% equity investment in CONTADO, net of cash dividends received.

3) Primarily represents non-cash equity based compensation expense of $1.9 million and $1.5 million for the quarters ended June 30, 2016 and 2015 and severance payments of $0.4 million and $0.2 million for the quarters ended June 30, 2016 and 2015 and non-cash equity based compensation expense of $3.5 million and $2.3 million for the six-month period ended June 30, 2016 and 2015 and severance payments of $2.5 million and $0.2 million for the six month period ended June 30, 2016 and 2015

4) Represents fees and expenses associated with corporate transactions as defined in the Credit Agreement.

5) Represents the elimination of the effects of purchase accounting in connection with certain customer service and software-related arrangements whereby EVERTEC receives reimbursements from Popular.

6) Represents consulting, audit and legal expenses incurred as part of the restatement.

7) Represents operating depreciation and amortization expense, which excludes amounts generated as a result of the Merger.

8) Represents interest expense, less interest income, as they appear on our consolidated statements of income and comprehensive income, adjusted to exclude non-cash amortization of the debt issue costs, premium and accretion of discount.

9) Represents income tax expense calculated on adjusted pre-tax income using GAAP tax rate.

10) Represents the 35% non-controlling equity interest in Processa, net of amortization for intangibles created as part of the purchase.

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EVERTEC, Inc.

Schedule 7: Reconciliation of new measure for Adjusted Net Income and Adjusted EPS

(in thousands, except per share data)	Quarter ended												Year ended
	March 31, 2015			June 30, 2015			September 30, 2015			December 31, 2015			December 31, 2015
Net income, as restated	$	18,544		$	19,567		$	25,336		$	21,930		$	85,377
Income tax expense (benefit)		2,775			2,645			(9,347	)		592			(3,335	)
Interest expense, net		6,097			6,083			5,863			5,728			23,771
Depreciation and amortization		16,828			16,006			16,934			15,206			64,974
EBITDA		44,244			44,301			38,786			43,456			170,787
Software maintenance reimbursement and other costs(1)		474			455			479			494			1,902
Equity income (2)		(190	)		(9	)		3			49			(147	)
Compensation and benefits (3)		833			1,831			7,271			2,302			12,237
Transaction, refinancing and other non-recurring fees (4)		321			411			260			324			1,316
Purchase accounting (5)		(3	)		(9	)		94			—			82
Adjusted EBITDA		45,679			46,980			46,893			46,625			186,177
Operating depreciation and amortization (6)		(7,461	)		(6,638	)		(7,568	)		(7,634	)		(29,301	)
Cash interest expense, net (7)		(5,333	)		(5,310	)		(5,081	)		(4,941	)		(20,665	)
Income Tax expense (8)		(4,281	)		(4,171	)		(3,867	)		(892	)		(13,211	)
Adjusted Net income	$	28,604		$	30,861		$	30,377		$	33,158		$	123,000
Applicable GAAP Tax Rate		13.0	%		11.9	%		12.2	%		2.6	%		9.7	%
GAAP EPS - diluted	$	0.24		$	0.25		$	0.33		$	0.29		$	1.11
Adjusted Non-GAAP EPS - diluted	$	0.37		$	0.40		$	0.39		$	0.43		$	1.59
	Quarter ended												Year ended
	March 31, 2014			June 30, 2014			September 30, 2014			December 31, 2014			December 31, 2014
Net income, as restated	$	16,978		$	17,473		$	18,855		$	12,851		$	66,157
Income tax expense (benefit)		2,400			2,395			1,159			2,947			8,901
Interest expense, net		6,525			6,422			6,279			6,218			25,444
Depreciation and amortization		16,614			16,390			16,453			16,531			65,988
EBITDA		42,517			42,680			42,746			38,547			166,490
Software maintenance reimbursement and other costs(1)		546			563			661			478			2,248
Equity income (2)		(321	)		(15	)		(239	)		(240	)		(815	)
Compensation and benefits (3)		488			437			648			4,579			6,152
Transaction, refinancing and other non-recurring fees (4)		517			1,999			269			5,145			7,930
Purchase accounting (5)		179			(8	)		284			(9	)		446
Adjusted EBITDA		43,926			45,656			44,369			48,500			182,451
Operating depreciation and amortization (6)		(7,483	)		(7,281	)		(7,338	)		(7,416	)		(29,518	)
Cash interest expense, net (7)		(5,755	)		(5,654	)		(5,501	)		(5,441	)		(22,351	)
Income Tax expense (8)		(3,423	)		(3,230	)		(1,703	)		(5,354	)		(13,183	)
Adjusted Net income	$	27,265		$	29,491		$	29,827		$	30,289		$	117,399
Applicable GAAP Tax Rate		11.2	%		9.9	%		5.4	%		15.0	%		10.1	%
GAAP EPS - diluted	$	0.21		$	0.22		$	0.24		$	0.16		$	0.84
Adjusted Non-GAAP EPS - diluted	$	0.34		$	0.37		$	0.38		$	0.38		$	1.49

1) Predominantly represents reimbursements received for certain software maintenance expenses as part of the Merger.

2) Represents the elimination of non-cash equity earnings from our 19.99% equity investment in CONTADO, net of cash dividends received.

3) Represents share-based compensation expense of $5.3 million for the year ended December 31, 2015 and severance payments of $6.4 million for the year ended December 31, 2015. For 2014, primarily represents share-based compensation.

4) Represents fees and expenses associated with corporate transactions as defined in the Credit Agreement.

5) Represents the elimination of the effects of purchase accounting in connection with certain customer service and software-related arrangements whereby EVERTEC receives reimbursements from Popular.

6) Represents operating depreciation and amortization expense, which excludes amounts generated as a result of the Merger.

7) Represents interest expense, less interest income, as they appear on our consolidated statements of income and comprehensive income, adjusted to exclude non-cash amortization of the debt issue costs, premium and accretion of discount.

8) Represents income tax expense calculated on adjusted pre-tax income using GAAP tax rate. Figures for the third quarter of 2015 and the year ended December 31, 2015 were adjusted to exclude the effect of tax benefit related to the reversal of the liability for uncertain tax position, as the underlying statue of limitations expired.

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EX-99.2

Exhibit 99.2

EVERTEC DECLARES QUARTERLY DIVIDEND ON COMMON STOCK

SAN JUAN, PUERTO RICO – July 28, 2016 – EVERTEC, Inc. (NYSE: EVTC) (“EVERTEC” or the “Company”) today announced that its Board of Directors has declared a regular quarterly dividend of $0.10 per share to be paid on September 2, 2016 to stockholders of record as of August 9, 2016.

EVERTEC’s Board of Directors anticipates declaring this dividend in future quarters on a regular basis; however, future declarations are subject to Board of Director approval and may be adjusted as business needs or market conditions change.

About EVERTEC

EVERTEC, Inc. (NYSE: EVTC) is a leading full-service transaction processing business in Latin America, providing a broad range of merchant acquiring, payment processing and business solutions services. The Company manages a system of electronic payment networks that process more than two billion transactions annually, and offers a comprehensive suite of services for core bank processing, cash processing and technology outsourcing. In addition, EVERTEC owns and operates the ATH^® network, one of the leading personal identification number (“PIN”) debit networks in Latin America. Based in Puerto Rico, the Company operates in 18 Latin American countries and serves a diversified customer base of leading financial institutions, merchants, corporations and government agencies with “mission-critical” technology solutions. For more information, visit www.evertecinc.com.

Investor Contact

Kay Sharpton

(787) 773-5442

IR@evertecinc.com

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