What changed in this filing

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Item 1. Financial Statements

2024-05-06 compared with 2023-11-03 · 94 added, 216 removed, 512 unchanged (38% of the section changed)

4 unchanged sentences

(In millions, except share and per share data)

September 30,

Current assets:

9 unchanged sentences

Other assets, net of accumulated amortization of $ 77.6 and $ 76.3

Convertible notes receivable

LIABILITIES AND EQUITY

34 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Operating expenses:

13 unchanged sentences

Income tax expense

Net loss attributable to noncontrolling interests

Net income attributable to noncontrolling interests

Net income attributable to Euronet Worldwide, Inc.

8 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Translation adjustment

9 unchanged sentences

Paid-in Capital

Balan ce as of December 31, 2021

Balance as of December 31, 2022

Net income (loss)

Other comprehensive loss

Other comprehensive income

Stock issued under employee stock plans

1 unchanged sentence

Repurchase of shares

Adoption of ASU 2020 - 06

Balance as of March 31, 2023

Net income (loss)

Other comprehensive loss

Stock issued under employee stock plans

Share-based compensation

Repurchase of shares

Balance as of June 30, 2022

Net income (loss)

Other comprehensive income

Stock issued under employee stock plans

Share-based compensation

Balance as of September 30, 2022

Shares Outstanding

Paid-in Capital

Balance as of December 31, 2022

Balance of December 31, 2023

Net income (loss)

4 unchanged sentences

Balance as of March 31, 2024

Net income (loss)

Other comprehensive income

Stock issued under employee stock plans

Share-based compensation

Repurchas e of sh ares

Balance as of June 30, 2023

Net income (loss)

Other comprehensive income

Stock issued under employee stock plans

Share-based compensation

Repurchas e of sh ares

Balance as of September 30, 2023

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED)

(Unaudited, in millions)

Retained Earnings

4 unchanged sentences

Net income (loss)

Other comprehensive loss

Other comprehensive income

Stock issued under employee stock plans

1 unchanged sentence

Repurchase of shares

Adoption of ASU 2020 - 06

Balance as of March 31, 2023

Net income (loss)

Other comprehensive loss

Stock issued under employee stock plans

Share-based compensation

Repurchase of shares

Balance as of June 30, 2022

Net income (loss)

Other comprehensive loss

Stock issued under employee stock plans

Share-based compensation

Repurchase of shares

Balance as of September 30, 2022

Retained Earnings

9 unchanged sentences

Balance as of March 31, 2024

Net income (loss)

Other comprehensive income

Stock issued under employee stock plans

Share-based compensation

Repurchase of shares

Balance as of June 30, 2023

Other comprehensive income

Stock issued under employee stock plans

Share-based compensation

Repurchase of shares

Balance as of September 30, 2023

See accompanying notes to the unaudited consolidated financial statements.

3 unchanged sentences

(Unaudited, in millions)

Nine Months Ended September 30,

Three Months Ended March 31,

Adjustments to reconcile net income to net cash provided by operating activities:

12 unchanged sentences

Changes in noncurrent assets an d liabilit ies

Net cash provided by operating activities

Net cash provided by operatin g activities

Cash flows from investing activities:

8 unchanged sentences

Repayments of credit agreements

Net borrowings (repayments) from short-term debt obligations

Net cash provided by financing activities

Repayment of long-term debt obligations

Repayments of capital lease obligations

Net cash provided by (used in) financing activities

Effect of exchange rate changes on cash and cash equivalents and restricted cash

Increase/(decrease) in cash and cash equivalents and restricted cash

Decrease in cash and cash equivalents and restricted cash

Cash and cash equivalents and restricted cash at beginning of period

30 unchanged sentences

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 its lowest transaction levels during the first quarter of the year.

( 2 ) RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS

In August 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-06, "Accounting for Convertible Instruments and Contracts in an Entity's Own Equity" which simplifies the accounting for convertible instruments by eliminating certain accounting models when the conversion features are not required to be accounted for as derivatives under Topic 815 , Derivatives and Hedging, or that do not result in substantial premiums accounted for as paid-in-capital.

Under this ASU, certain debt instruments with embedded conversion features will be accounted for as a single liability measured at its amortized cost.

Additionally, this ASU eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments.

The Company adopted this standard on January 1, 2022 using the modified retrospective approach, which resulted in the Company's Convertible Senior Notes Due 2049 being recognized as a single liability.

As a result of the adoption of this standard, the Company recorded a $ 99.7 million decrease to additional paid-in capital, a $ 56.8 million decrease in debt discounts and a $ 42.9 million increase in retained earnings.

The adoption of this standard also impacted the Company's deferred tax liability by decreasing the Company's deferred tax liability by $ 15.0 million, decreasing retained earnings by $ 10.6 million, and increasing additional paid-in capital by $ 25.6 million.

Additionally, the elimination of the treasury stock method increased the number of dilutive shares used in the diluted earnings per share calculation, if dilutive, by 2.8 million shares.

( 2 ) RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding segment reporting.

The standard requires that public entities expand reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses.

The Company is required to adopt the new standard for its 2024 annual reporting and effective January 1, 2025 for its interim reporting, using a retrospective approach.

Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’s disclosures.

In December 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding income tax disclosures.

The standard requires that public entities disclose more consistent and detailed categories in their statutory to effective income tax rate reconciliations and further disaggregate income taxes paid by jurisdiction.

The Company is required to adopt the new standard for its 2025 annual reporting, using a prospective approach.

Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’ s disclosures.

( 3 ) ACQUISITIONS

In accordance with ASC 805 , the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities and intangible assets acquired based on fair values.

Any excess purchase price over those fair values is recorded as goodwill.

The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management.

For certain large acquisitions, management engages an appraiser to assist in the valuation process.

On March 15, 2022, the Company completed the acquisition of the Merchant Acquiring Business of Piraeus Bank ("PBMA").

The acquisition includes 205,000 POS terminals at 170,000 merchants throughout Greece, as well as Piraeus Bank’s online merchant acquiring business and expands Euronet’s omnichannel payments strategy where the Company uses its proprietary technology to provide cash, card-based acquiring solutions, alternative payment acquiring, online acquiring, tokenized payment services and other payment products.

Additionally, the acquisition includes a long-term commercial framework agreement between Piraeus Bank and Euronet which includes collaborative product distribution, processing and customer referrals.

The purchase price was € 317.8 million, or approximately $ 350.6 million, which includes $ 331.0 million cash paid at closing, $ 4.4 million cash paid for surplus working capital and $ 15.2 million of estimated contingent consideration for a ten -year earn out contingent on performance targets outlined in the commercial framework agreement.

The contingent consideration is related to a percentage of the net fee income received during the ten -year period of the commercial framework agreement and there is no contractual maximum amount of consideration under this agreement.

The acquisition has been accounted for as a business combination in accordance with U.S.

GAAP and the results of operations have been included from the date of acquisition in the EFT Processing Segment.

The following table presents the final fair value that was allocated to PBMA's Euronet Merchant Services' (EMS) assets and liabilities based upon fair values as determined by the Company.

The valuation process to determine the fair values is complete.

For the year ended December 31, 2022, the Company made measurement period adjustments to reflect facts and circumstances in existence as of the effective time of the acquisition.

These adjustments primarily included an adjustment to the accrued expenses and other current liabilities related to the surplus working capital of $ 4.4 million and some other immaterial adjustments.

(in millions)

As of March 15, 2022

Other current assets

Settlement assets

Property and equipment

Intangible assets

Total assets acquired

Trade accounts payable

Settlement liabilities

Accrued expenses and other current liabilities

Deferred revenue

Other long-term liabilities

Total liabilities assumed

Net assets acquired

The fair value measurements of intangible assets were based on significant inputs not observable in the market and represent Level 3 measurements within the fair value hierarchy.

Level 3 inputs include discount rates that would be used by a market participant in valuing these assets, projections of revenues and cash flows, and customer attrition rates, among others.

The Company acquired a customer relationship intangible asset with a fair value of $ 112.2 million that is being amortized on a straight-line basis over 15 years and a contract related intangible asset of $ 10.3 million that is being amortized on a straight-line basis over 10 years.

Goodwill, with a value of $ 212.7 million, arising from the acquisition was included in the EFT Processing Segment.

The factors that make up goodwill include synergies from combining PBMA operations and intangible assets that do not qualify for separate recognition.

Goodwill and intangible assets associated with this acquisition are deductible for tax purposes.

The results of PBMA operations are included in the Company's consolidated results of operation, as part of the EFT Processing business segment, beginning on March 16, 2022.

For the period beginning on the acquisition date through September 30, 2022, PBMA had $ 63.8 million in revenue.

PBMA had $ 42.3 million and $ 98.5 million in revenue for the three and nine months ended September 30, 2023 .

The PBMA business is impacted by higher transaction volumes during the tourism season in the second and third quarters.

Acquisitions 2024

On February 1, 2024, Euronet acquired Infinitium Group, a leading regional solutions provider with Payments Authentication services, for a purchase consideration of $ 70.0 million cash and $ 5.0 million of the Company’s common stock to be paid over two installments on February 1, 2026 and 2027 .

The Company preliminary allocated $ 51.0 million of the purchase consideration to customer relationships, $ 5.6 million to acquired net assets, and the remaining $ 18.4 million to goodwill.

(4) SETTLEMENT ASSETS AND OBLIGATIONS

12 unchanged sentences

(in millions)

September 30,

Settlement assets:

10 unchanged sentences

(in millions)

September 30,

Cash and cash equivalents

10 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Computation of diluted earnings:

7 unchanged sentences

The table includes all stock options and restricted stock units that are dilutive to the Company's weighted average common shares outstanding during the period.

The calculation of diluted earnings per share excludes stock options or shares of restricted stock units that are anti-dilutive to the Company's weighted average common shares outstanding of approximately 3.6 million and 2.7 million for the three and nine months ended September 30, 2023 and 3.3 million and 2.8 million for the three and nine months ended September 30, 2022 , respectively .

The calculation of diluted earnings per share excludes stock options or shares of restricted stock units that are anti-dilutive to the Company's weighted average common shares outstanding of approximately 3.3 million and 2.3 million for the three months ended March 31, 2024 and 2023 .

Euronet issued Convertible Senior Notes ("Convertible Notes") due March 2049 on March 18, 2019.

6 unchanged sentences

Share repurchases

On December 8, 2021, the Company put a repurchase program in place to repurchase up to $ 300 million in value, but not more than 5.0 million shares of common stock through December 8, 2023.

On September 13, 2022, the Company put a repurchase program in place to repurchase up to $ 350 million in value, but not more than 7.0 million shares of common stock through September 13, 2024.

As of March 31, 2024 , approximately $ 96.6 million in value of additional shares were available to be repurchased under this repurchase program.

On September 13, 2023, the Company put a repurchase program in place to repurchase up to $ 350 million in value, but not more than 7.0 million shares of common stock through September 13, 2025.

U nder the repurchase programs, w e repurchased $ 296.1 million and $ 324.5 million of stock, f or the three and nine months ended September 30, 2023 and we repurchased $ 175.0 million of stock for the nine months ended September 30, 2022.

We did not repurchase any stock during the three months ended September 30, 2022.

Repurchases under the current program may take place in the open market or in privately negotiated transactions, including derivative transactions, and may be made under a Rule 10 b 5 - 1 plan.

As of March 31, 2024 , all shares were available to be repurchased under this repurchase program.

Repurchases under the programs may take place in the open market or in privately negotiated transactions, including derivative transactions, and may be made under a Rule 10 b 5 - 1 plan.

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss consists entirely of foreign currency translation adjustments.

The Company recorded foreign currency translation adjustments of ( $ 61.0 ) million and ($ 30.1 ) million for the three and nine months ended September 30, 2023 and ( $ 100.5 ) million and ($ 209.9 ) million for the three and nine months ended September 30, 2022 , respectively.

There were no reclassifications of foreign currency translation adjustments into the consolidated statements of income for the three and nine months ended September 30, 2023 and 2022 .

The Company recorded foreign currency translation adjustments of ($ 45.0 ) million for the three months ended March 31, 2024 and $ 20.8 million for the three months ended March 31, 2023 , respectively.

There were no reclassifications of foreign currency translation adjustments into the consolidated statements of income for the three months ended March 31, 2024 and 2023 .

( 6 ) GOODWILL AND ACQUIRED INTANGIBLE ASSETS, NET

A summary of acquired intangible assets and goodwill activity for the nine months ended September 30, 2023 is presented below:

A summary of acquired intangible assets and goodwill activity for the three months ended March 31, 2024 is presented below:

(in millions)

2 unchanged sentences

Foreign currency exchange rate changes

Balance as of September 30, 2023

Of the total goodwill balance of $ 817.8 million as of September 30, 2023 , $ 378.2 million relates to the Money Transfer Segment, $ 317.9 million relates to the EFT Processing Segment and the remaining $ 121.7 million relates to the epay Segment .

Estimated amortization expense on acquired intangible assets with finite lives as of September 30, 2023 , is expected to total $ 5.3 million for the remainder of 2023 , $ 17.5 million for 2024 , $ 14.2 million for 2025 , $ 13.9 million for 2026 , $ 12.6 million for 2027 and $ 12.2 million for 2028 .

Balance as of March 31, 2024

Of the total goodwill balance of $ 848.8 million as of March 31, 2024 , $ 382.4 million relates to the Money Transfer Segment, $ 342.9 million relates to the EFT Processing Segment and the remaining $ 123.5 million relates to the epay Segment .

Estimated amortization expense on acquired intangible assets with finite lives as of March 31, 2024 , is expected to total $ 12.4 million for the remainder of 2024 , $ 14.3 million for 2025 , $ 14.0 million for 2026 , $ 12.7 million for 2027 , $ 12.3 million for 2028 and $ 12.3 million for 2029.

(7) CONVERTIBLE NOTES RECEIVABLE

The Company loaned a total of $ 60.0 million to Koin Mobile, LLC and Marker Trax, LLC under two promissory notes (the "Notes"), which were fully executed on October 19, 2023.

Under the terms of the Notes, interest will accrue on the Notes at 2 % per annum and all unpaid principal and interest will be due and payable on October 18, 2028 if not converted earlier as discussed below.

The Company has a security interest in all of the assets of Koin Mobile, LLC and Marker Trax, LLC.

The outstanding principal and accrued interest were $ 60.0 million and $ 0.5 million at March 31, 2024 , respectively.

The Notes are convertible into preferred equity of Koin Mobile, LLC and Marker Trax, LLC at the option of the Company upon the occurrence of certain events including a qualified equity financing, change in control, achievement of profitability or at the option of the Company at maturity, as defined in the Notes.

(8) ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

1 unchanged sentence

(in millions)

September 30,

December 31, 2023

6 unchanged sentences

The Company records deferred revenues when cash payments are received or due in advance of the Company's performance.

The decrease in the deferred revenue balance for the nine months ended September 30, 2023 is the result of $ 134.4 million of cash payments received in the current year for which the Company has not yet satisfied the performance obligations, offset by $ 145.1 million of revenues recognized.

The increase in the deferred revenue balance for the three months ended March 31, 2024 is the result of $ 71.4 million of revenues recognized, offset by $ 70.6 million of cash payments received in the current year for which the Company has not yet satisfied the performance obligations.

(10) DEBT OBLIGATIONS

1 unchanged sentence

(in millions)

September 30, 2023

March 31, 2024

December 31, 2023

22 unchanged sentences

Subject to meeting certain customary covenants (as defined in the Credit Facility), the Company is permitted to repurchase common stock and debt.

The Company was in compliance with all debt covenants as of September 30, 2023.

The Company was in compliance with all debt covenants as of March 31, 2024 .

Convertible Notes

6 unchanged sentences

In addition, if a fundamental change, as defined in the Indenture, occurs prior to the maturity date, holders may require the Company to repurchase for cash all or part of their Convertible Notes at a repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

As of September 30, 2023, the conversion threshold was not met.

Contractual interest expense for the Convertible Notes was $ 1.0 million and $ 2.9 million for the three and nine months ended September 30, 2023 , respectively.

Contractual interest expense for the Convertible Notes was $ 4.0 million and $ 9.0 million for the three and nine months ended September 30, 2022, respectively.

As of March 31, 2024 , the conversion threshold was not met.

Contractual interest expense for the Convertible Notes was $ 1.0 million for the three months ended March 31, 2024 and 2023 respectively.

1.375 % Senior Notes due 2026

1 unchanged sentence

The Senior Notes accrue interest at a rate of 1.375 % per year, payable annually in arrears commencing May 22, 2020 , until maturity or earlier redemption.

As of September 30, 2023 , the Company has outstanding € 600 million ($ 634.2 million ) principal amount of the Senior Notes.

As of March 31, 2024 , the Company has outstanding € 600.0 million ($ 646.9 million ) principal amount of the Senior Notes.

In addition, the Company may redeem some or all of these notes on or after February 22, 2026 at their principal amount plus any accrued and unpaid interest.

Uncommitted Credit Agreements

On June 27, 2023, the Company entered into an Uncommitted Credit Agreement for $ 300 million, fully drawn and outstanding at September 30, 2023, for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2023.

The loan bears interest at the rate per annum equal to the secured overnight financing rate (“SOFR”) plus 1.125 %.

The weighted-average interest rate from the loan inception date to September 30, 2023 was 6.33 %.

On June 26, 2023, the Company entered into an Uncommitted Loan Agreement for $ 150 million, fully drawn and outstanding at September 30, 2023, for the sole purpose of providing vault cash for ATMs, that expires no later than June 21, 2024.

On June 26, 2023, the Company entered into an Uncommitted Loan Agreement for $ 150 million, fully drawn and outstanding at March 31, 2024, for the sole purpose of providing vault cash for ATMs, that expires no later than June 21, 2024 .

The loan is a Prime rate loan, a Bloomberg Short-term Bank Yield ("BSBY") rate loan plus 0.95 % or bears interest at the rate agreed to by the Bank and the Company at the time such loan is made.

The weighted-average interest rate from the loan inception date to September 30, 2023 was 6.24 %.

The weighted-average interest rate from the loan inception date to March 31, 2024 was 6.31 %.

Other obligations

Certain of the Company's subsidiaries have available lines of credit and overdraft credit facilities that generally provide for short-term borrowings that are used from time to time for working capital purposes.

As of September 30, 2023 and December 31, 2022 , borrowings under these arrangements were $ 0.2 million each .

As of March 31, 2024 and December 31, 2023 , borrowings under these arrangements were $ 0.2 million and $ 0.3 million, respectively .

Debt Issuance Costs

As of September 30, 2023 , the Company had unamortized debt issuance costs of $ 3.4 million for the Credit Facility, $ 3.2 million for the Convertible Notes and $ 3.2 million for the Senior Notes that will be amortized through October 2027, March 2025 and May 2026, respectively.

As of March 31, 2024 , the Company had unamortized debt issuance costs of $ 2.9 million for the Credit Facility, $ 2.1 million for the Convertible Notes and $ 2.6 million for the Senior Notes that will be amortized through October 2027, March 2025 and May 2026, respectively.

(11) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

10 unchanged sentences

T he Company had foreign currency forward contracts outstanding in the U.S.

with a notional value of $ 426.0 million and $ 398.6 million as of September 30, 2023 and December 31, 2022 , respectively .

with a notional value of $ 400.8 million and $ 393.3 million as of March 31, 2024 and December 31, 2023 , respectively .

The foreign currency forward contracts consist primarily in Australian dollars, Canadian dollars, British pounds sterling, euros and Mexican pesos.

In addition, the Company uses forward contracts, typically with maturities from a few days to less than one year, to offset foreign exchange rate fluctuations on certain short-term borrowings that are payable in currencies other than the U.S dollar.

T he Company had foreign currency forward contracts outstanding with a notional value of $ 325.5 million and $ 228.4 million as of September 30, 2023 and December 31, 2022 , respectively , primarily in euro.

T he Company had foreign currency forward contracts outstanding with a notional value of $ 490.1 million and $ 563.1 million as of March 31, 2024 and December 31, 2023 , respectively , primarily in euro.

Foreign currency exchange contracts - xe Operations

1 unchanged sentence

xe aggregates its foreign currency exposures arising from customer contracts and hedges the resulting net currency risks by entering into offsetting contracts with established financial institution counterparties .

Foreign exchange revenues from xe's total portfolio of positions were $ 22.2 million and $ 63.8 million for the three and nine months ended September 30, 2023, respectively, and $ 22.3 million and $ 66.5 million for the same periods in 2022, respectively.

Foreign exchange revenues from xe's total portfolio of positions were $ 20.9 million for the three months ended March 31, 2024 , respectively, and $ 20.1 million for the same period in 2023 , respectively.

All of the derivative contracts used in the Company's xe operations are economic hedges and are not designated as hedges under ASC 815 .

5 unchanged sentences

The aggregate equivalent U.S.

dollar notional amount of foreign currency derivative customer contracts held by the Company in its xe operations as of September 30, 2023 and December 31, 2022 was $ 1.0 billion and $ 1.0 billion, respectively.

dollar notional amount of foreign currency derivative customer contracts held by the Company in its xe operations as of March 31, 2024 and December 31, 2023 was $ 1.1 billion and $ 1.1 billion, respectively.

The significant majority of customer contracts are written in major currencies such as the euro, U.S.

6 unchanged sentences

Balance Sheet Location

September 30, 2023

March 31, 2024

December 31, 2023

Balance Sheet Location

September 30, 2023

March 31, 2024

December 31, 2023

3 unchanged sentences

Other current liabilities

The following tables summarize the gross and net fair value of derivative assets and liabilities as of September 30, 2023 and December 31, 2022 (in millions):

The following tables summarize the gross and net fair value of derivative assets and liabilities as of March 31, 2024 and December 31, 2023 (in millions):

Offsetting of De rivative Ass ets

As of September 30, 2023

As of March 31, 2024

Gross Amounts of Recognized Assets

6 unchanged sentences

Offsetting of Derivative Liabilities

As of September 30, 2023

As of March 31, 2024

Gross Amounts of Recognized Liabilities

7 unchanged sentences

Income Statement Presentation

The following table summarizes the location and amount of losses on derivatives in the Consolidated Statements of Income for the three and nine months ended September 30, 2023 and 2022 :

The following table summarizes the location and amount of losses on derivatives in the Consolidated Statements of Income for the three months ended March 31, 2024 and 2023 :

Amount of (Loss) Recognized in Income on Derivative Contracts (a)

1 unchanged sentence

Three Months Ended

September 30,

Nine Months Ended

September 30,

(in millions)

13 unchanged sentences

The following table details financial assets and liabilities measured and recorded at fair value on a recurring basis:

As of September 30, 2023

As of March 31, 2024

(in millions)

13 unchanged sentences

The carrying amounts of cash and cash equivalents, trade accounts receivable, trade accounts payable and short-term debt obligations approximate fair values due to their short maturities.

The carrying values of the Company’s revolving credit agreements approximate fair values because interest as of September 30, 2023 was based on SOFR that resets at various intervals of less than one year.

The carrying values of the Company’s revolving credit agreements approximate fair values because interest as of March 31, 2024 was based on the Secured Overnight Financing Rate ("SOFR") that resets at various intervals of less than one year.

The Company estimates the fair value of the Convertible Notes and Senior Notes using quoted prices in inactive markets for identical liabilities (Level 2 ).

As of September 30, 2023 , the fair values of the Convertible Notes and Senior Notes were $ 498.5 million and $ 571.8 million , respectively, with carrying values of $ 525.0 million and $ 634.2 million , respectively.

As of March 31, 2024 , the fair values of the Convertible Notes and Senior Notes were $ 538.0 million and $ 609.0 million , respectively, with carrying values of $ 525.0 million and $ 646.9 million , respectively.

(13) SEGMENT INFORMATION

12 unchanged sentences

In addition, t he Company accounts for non-operating activity, share-based compensation expense, certain intersegment eliminations and the costs of providing corporate and other administrative services in the administrative division, "Corporate Services, Eliminations and Other." These services are not directly identifiable with the Company’s reportable operating segments.

The following tables present the Company's reportable segment results for the three months and nine months ended September 30, 2023 and 2022 :

For the Three Months Ended September 30, 2023

(in millions)

Corporate Services,

Total revenues

Operating expenses:

Direct operating costs, exclusive of depreciation

Salaries and benefits

Selling, general and administrative

Depreciation and amortization

Total operating expenses

Operating income (loss)

For the Three Months Ended September 30, 2022

(in millions)

Corporate Services,

Total revenues

Operating expenses:

Direct operating costs, exclusive of depreciation

Salaries and benefits

Selling, general and administrative

Depreciation and amortization

Total operating expenses

Operating income (loss)

For the Nine Months Ended September 30, 2023

The following tables present the Company's reportable segment results for the three months ended March 31, 2024 and 2023 :

For the Three months ended March 31, 2024

(in millions)

8 unchanged sentences

Operating income (loss)

For the Nine Months Ended September 30, 2022

For the Three months ended March 31, 2023

(in millions)

11 unchanged sentences

(in millions )

September 30, 2023

March 31, 2024

December 31, 2023

7 unchanged sentences

Both segments and regions benefit from synergies achieved through concentration of operations and are influenced by macro-economic, regulatory and political factors in the respective segment and region.

Revenues for the Three Months Ended September 30, 2023

Revenues for the Nine Months Ended September 30, 2023

(in millions )

North America

Revenues for the Three Months Ended September 30, 2022

Revenues for the Nine Months Ended September 30, 2022

Revenues for the Three months ended March 31, 2024

Revenues for the Three months ended March 31, 2023

(in millions )

1 unchanged sentence

( 14 ) INCOME TAXES

The Company's effective income tax rate was 29.2 % and 30.6 % for the three and nine months ended September 30, 2023 respectively, compared to 31.1 % and 33.5 % for the three and nine months ended September 30, 2022 , respectively.

The Company's effective income tax rate for the three and nine months ended September 30, 2023 was higher than the applicable statutory income tax rate of 21 % mainly as a result of our U.S.

The Company's effective income tax rate was 37.9 % and 46.5 % for the three months ended March 31, 2024 and 2023 respectively.

The Company's effective income tax rate for the three months ended March 31, 2024 was higher than the applicable statutory income tax rate of 21 % mainly as a result of our U.S.

deferred tax activity and certain foreign earnings being subject to higher local statutory tax rate s and our U.S.

deferred tax activity.

Our effective income tax rate for the three months ended March 31, 2023 was higher than the applicable statutory income tax rate of 21 % as a result of our U.S.

deferred tax activity on foreign exchange positions and certain of our foreign earnings being subject to higher local statutory tax rates.

The Organization for Economic Co-operation and Development

(“OECD”) Pillar 2 guidelines published to date include transition and safe

harbor rules around the implementation of the Pillar 2 global minimum tax of

Based on current enacted legislation effective in 2024, the Company does

not expect a material impact in 2024.

We are monitoring developments and

evaluating the impacts these new rules will have on our future income tax

provision and effective income tax rate.

(15) COMMITMENTS

As of September 30, 2023 , the Company had $ 83.6 million of stand-by letters of credit/bank guarantees issued on the Company's behalf, of which $ 3.2 million are collateralized by cash deposits held by the respective issuing banks.

As of March 31, 2024 , the Company had $ 80.0 million of stand-by letters of credit/bank guarantees issued on the Company's behalf, of which $ 3.9 million are collateralized by cash deposits held by the respective issuing banks.

Under certain circumstances, the Company grants guarantees in support of obligations of subsidiaries.

As of September 30, 2023 , the Company had granted off balance sheet guarantees for cash in various ATM networks amounting to $ 10.9 million over the terms of the cash supply agreements and performance guarantees amounting to approximately $ 51.0 million over the terms of agreements with the Company's customers.

As of March 31, 2024 , the Company had granted off balance sheet guarantees for cash in various ATM networks amounting to $ 10.7 million over the terms of the cash supply agreements and performance guarantees amounting to approximately $ 73.3 million over the terms of agreements with the Company's customers.

From time to time, the Company enters into agreements with commercial counterparties that contain indemnification provisions, the terms of which may vary depending on the negotiated terms of each respective agreement.

3 unchanged sentences

In connection with contracts with financial institutions in the EFT Processing Segment, the Company is responsible for damage to ATMs and theft of ATM network cash.

As of September 30, 2023 , the balance of such cash used in the Company's ATM networks for which the Company was responsible was approximately $ 282.5 million .

As of March 31, 2024 , the balance of such cash used in the Company's ATM networks for which the Company was responsible was approximately $ 378.7 million .

The Company maintains insurance policies to mitigate this exposure;

9 unchanged sentences

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 September 30, 2023 or December 31, 2022 .

( 16 ) LITIGATION AND CONTINGENCIES

18 unchanged sentences

Future minimum lease payments

Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of September 30, 2023 are:

As of September 30, 2023

Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of March 31, 2024 are:

As of March 31, 2024

Maturity of Lease Liabilities (in millions)

10 unchanged sentences

Three Months Ended

September 30, 2023

March 31, 2024

Three Months Ended

September 30, 2022

Nine Months Ended

September 30, 2023

Nine Months Ended

September 30, 2022

March 31, 2023

Operating lease expense

5 unchanged sentences

Lease Term and Discount Rate of Operating Leases

As of September 30, 2023

As of March 31, 2024

Weighted- average remaining lease term (years)

2 unchanged sentences

Other Information (in millions)

Nine Months Ended

September 30, 2023

Nine Months Ended

September 30, 2022

Three Months Ended

March 31, 2024

Three Months Ended

March 31, 2023

Cash paid for amounts included in the measurement of lease liabilities (a)

3 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-Q

Item 1. Financial Statements