What changed in this filing

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Item 1A. Risk Factors

2023-02-22 compared with 2022-02-23 · 23 added, 26 removed, 371 unchanged (12% of the section changed)

24 unchanged sentences

In addition, changes in regulatory interpretations or practices could increase the risk of regulatory enforcement actions, fines and penalties and such changes may be replicated across multiple jurisdictions.

In March 2018, the E.U.

proposed additional regulations on cross border transactions within the E.U., including specific regulations on DCC.

In December 2018, the European Commission, European Council and European Parliament agreed to legislation that requires disclosure of foreign exchange margins applicable to DCC transactions and eventual comparability between foreign exchange rates offered by DCC providers and bank card issuers.

The new legislation went into effect in April 2020.

Such regulation could materially and adversely impact our financial results, by reducing the number of DCC transactions performed over our networks and the level of profit we generate from such transactions.

has passed a regulation called the GDPR that establishes stringent requirements for the collection and processing of personal information of individuals within the E.U.

The GDPR came into effect across the E.U.

on May 25, 2018.

The GDPR established stringent requirements for the collection and processing of personal information of individuals within the E.U., established certain rights of individuals regarding personal information processed by companies as well as requirements for information security and imposed significant fines that may be revenue-based for violation of its requirements.

The GDPR applies to transfers of personal information from the E.U.

to countries outside the E.U., including the U.S.

Any failure on our part to meet the requirements of the GDPR could result in the imposition of fines and penalties that could materially and adversely affect our financial results.

We conduct a significant portion of our business in Central and Eastern European countries, and we have subsidiaries in the Middle East, Asia Pacific, Africa and South America, where the risk of continued political, economic and regulatory change that could impact our operating results is greater than in the U.S.

160 unchanged sentences

In addition, the global and regional impact of the outbreak, including official or unofficial quarantines and governmental restrictions on activities taken in response to such event, has had, and could continue to have a negative impact on our operations, reduced consumer demand for our products and services due to reduced consumer traffic in, or closure of, retail and other locations where our products and services are offered, including voluntary or mandatory temporary closures of our facilities or those of our agents or customers; interruptions in our supply chain, which could impact the cost or availability of equipment; disruptions or restrictions on our ability to travel or to market and distribute our products and services; and labor shortages.

For example, the COVID-19 pandemic has resulted in travel restrictions within and between countries, including mandatory quarantine requirements for travelers from certain locations, and varying degrees of social distancing orders in most of the countries where we do business.

Although the majority of these orders went into effect in early 2020, new orders continue to be implemented, or reinstated, as the pandemic spreads around the global and new variants emerge.

These travel restrictions and orders, as well as increased unemployment and general economic uncertainty caused by the pandemic, have negatively impacted our financial results.

The EFT operating segment has experienced declines in DCC and surcharge transaction volumes as the factors noted above have reduced these high-margin transactions on our network of ATMs.

For the epay and Money Transfer operating segments, the disruption in business of the retailers and agents that offer our services and products may adversely affect their ability to remain in business and/or timely remit payments owed to us.

The EFT Segment has experienced declines in certain transaction volumes due to these restrictions, especially high-margin cross-border transactions.

The epay Segment has experienced the impacts of consumer movement restrictions in certain markets.

The Money Transfer Segment has experienced the impacts by the pandemic-related restrictions in certain markets that limit customers' ability to access our network of company-owned stores and agents.

All of these factors, in turn, may not only impact our operations, financial condition and demand for our products and services but our overall ability to react timely to mitigate the impact of this event.

3 unchanged sentences

These and other potential impacts of an epidemic, pandemic or other health crisis, such as COVID-19, could therefore materially and adversely affect our business, financial condition and results of operations.

We are subject to political tension, the outbreak of wars, economic downturns all over the world

Economic conditions around the world, and in certain markets in which the Company does business, could impact sales price and volume.

As a result, market uncertainty or an economic downturn driven by inflationary pressures;

political tensions;

war, including the ongoing conflict between Russia and Ukraine and the related sanctions and export restrictions;

or political instability in the geographic regions or industries in which the Company provides services and products could reduce demand and result in decreased sales volume, which could have a negative impact on the Company’s results of operations.

In February 2022, Russia invaded Ukraine resulting in the United States, Canada, the European Union and other countries imposing economic sanctions on Russia.

Euronet suspended its operations and product offerings in Russia.

This action has not had a material impact on the Company's financial condition or results of operations.

However, the fluidity and continuation of the conflict may result in additional economic sanctions and other impacts which could have a negative impact on the Company’s financial condition, results of operations and cash flows.

These include decreased sales;

potential disruptions in neighboring countries where Euronet has operations;

volatility in foreign exchange rates and interest rates;

inflationary pressures;

and heightened cybersecurity threats.

We are subject to business cycles, seasonality and other outside factors that may negatively affect our business.

20 unchanged sentences

We may be required to prepay our obligations under the credit facility.

As of December 31, 2021, total liabilities were $3,488.8 million, of which $1,420.1 million represents long-term debt obligations, and total assets were $4,744.3 million.

As of December 31, 2022, total liabilities were $4,159 million, of which $1,805 million represents long-term liabilities, and total assets were $5,404 million.

We may not have sufficient funds to satisfy all such obligations as a result of a variety of factors, some of which may be beyond our control.

27 unchanged sentences

CYBER, PHYSICAL ASSET, AND DATA SECURITY

Our business may be adversely affected if recent developments to applicable data protection regulations in the European Union require us to cease the transfer of personal data from the European Union to the United States.

In July 2020, the European Court of Justice invalidated the EU-US Privacy Shield as a lawful mechanism for transferring personal data to the US as a result of concerns related to surveillance by law enforcement agencies and a lack of judicial redress by individuals in the EU (known as the “Schrems II” decision).

Euronet has relied on an alternate mechanism of personal data transfer, called the Standard Contractual Clauses (“SCCs”), since the enforcement of GDPR in 2018.

In November 2020, the European Data Protection Board issued a series of recommendations regarding supplementary measures to the SCCs, which Euronet is currently implementing.

Our money transfer business relies on the transfer of personal data of individuals in the EU to the US to enable payment of money remittance transactions to beneficiaries through our correspondent network.

If we are unable to transfer personal data from the EU to the US or other countries where we operate, then it could affect the manner in which we provide our services and adversely affect our financial results.

Because our business is highly dependent on the proper operation of our computer networks and telecommunications connections, significant technical disruptions to these systems would adversely affect our revenues and financial results.

21 unchanged sentences

We are insured against various risks, including theft and negligence, but such insurance coverage is subject to deductibles, exclusions and limits that may leave us bearing some or all of any losses arising from security breaches.

We also collect, transfer and retain personal data as part of our money transfer business.

We also collect, transfer and retain personal data as part of our businesses.

These activities are subject to certain privacy laws and regulations in the U.S.

and in other jurisdictions where our money transfer services are offered.

and in other jurisdictions where our services are offered.

We maintain technical and operational safeguards designed to comply with applicable legal requirements.

1 unchanged sentence

Under state, federal and foreign laws requiring consumer notification of security breaches, the costs to remediate security breaches can be substantial.

Breaches of our security policies or applicable legal requirements resulting in a compromise of customer data could expose us to regulatory enforcement action, subject us to litigation, limit our ability to provide money transfer services and/or cause harm to our reputation.

In addition to electronic fraud issues and breaches of our systems, the possible theft and vandalism of ATMs or cash in the ATMs present risks for our ATM business.

99 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1A. Risk Factors