CINCINNATI and LONDON, May 10, 2018 /PRNewswire/
-- Worldpay, Inc. (NYSE: WP, LSE: WPY) ("Worldpay" or the
"Company") today announced financial results for the first quarter
ended March 31, 2018. Worldpay, Inc. was formed on
January 16, 2018 through Vantiv
Inc.'s previously announced acquisition of Worldpay Group plc. Net
revenue for Worldpay, Inc. increased 81% to $850.7 million as compared to $470.1 million in the prior year period. On a
GAAP basis, net (loss) income per diluted share attributable
to Worldpay, Inc. decreased (312)% to $(0.36) as compared to $0.17 in the prior year period. The GAAP loss is
primarily due to acquisition and integration costs as well as
amortization of intangible assets incurred in connection with the
acquisition. Adjusted net income per share increased 19% to
$0.81 as compared to $0.68 in the prior year period. (See Schedule 1
for net income per diluted share attributable to Worldpay, Inc. and
Schedule 2 for adjusted net income per share.)
"Our first quarter results exceeded our expectations. It's
rewarding to see our combined companies come together to create
strong results so quickly," said Charles
Drucker, chairman and co-chief executive officer and
Philip Jansen, co-chief executive
officer at Worldpay. "Worldpay's scale, unrivaled technology
offerings and dedicated people enable us to provide superior
outcomes for our clients, positioning us to continue to win in the
payments industry."
Worldpay, Inc.
First Quarter 2018 Results
|
(unaudited)
|
(in millions,
except share data)
|
|
Three Months
Ended
|
|
|
|
March 31, 2018
(1)
|
|
March 31,
2017
|
|
%
Change
|
|
|
|
|
|
|
Net
revenue
|
$
|
850.7
|
|
$
|
470.1
|
|
81%
|
Technology
Solutions
|
336.4
|
|
162.2
|
|
107%
|
Merchant
Solutions
|
432.2
|
|
223.7
|
|
93%
|
Issuer
Solutions
|
82.1
|
|
84.2
|
|
(2)%
|
|
|
|
|
|
|
Adjusted
EBITDA
|
374.1
|
|
210.0
|
|
78%
|
Adj. EBITDA
Margin
|
44.0%
|
|
44.7%
|
|
|
|
|
|
|
|
|
GAAP Net (loss)
income attributable to Worldpay, Inc.
|
$
|
(97.6)
|
|
$
|
28.9
|
|
(438)%
|
GAAP Net (loss)
income per diluted share attributable to
Worldpay, Inc.
|
$
|
(0.36)
|
|
$
|
0.17
|
|
(312)%
|
|
|
|
|
|
|
Adjusted net
income
|
$
|
236.7
|
|
$
|
134.7
|
|
76%
|
Adjusted net income
per share
|
$
|
0.81
|
|
$
|
0.68
|
|
19%
|
|
|
(1)
|
Excludes contribution
from Worldpay Group plc results for the period prior to the
transaction closing (January 1 - January 15, 2018).
|
Worldpay, Inc.
Second Quarter and Full-Year Financial Outlook
(in millions,
except share data)
|
|
Second Quarter
Financial Outlook
|
|
Full Year
Financial Outlook
|
|
Three Months Ended
June 30,
|
|
Year Ended
December 31,
|
|
2018
Outlook
|
|
2017 Actual
(2)
|
|
2018 Outlook
(1)
|
|
2017 Actual
(2)
|
Net
revenue
|
$960 -
$980
|
|
$530
|
|
$3,810 -
$3,900
|
|
$2,123
|
GAAP Net income per
diluted share attributable to Worldpay, Inc.
|
$0.22 -
$0.29
|
|
$0.42
|
|
$0.53 -
$0.75
|
|
$0.80
|
Adjusted net income
per share
|
$0.93 -
$0.96
|
|
$0.83
|
|
$3.71 -
$3.81
|
|
$3.37
|
|
|
(1)
|
Combined company
guidance excludes Worldpay Group plc net revenue and EPS
contribution for the period from January 1, 2018 - January 15,
2018, prior to the completion of its previously announced
acquisition by Vantiv, Inc. on January 16, 2018. Combined company
guidance is based on an assumed exchange rate of U.S. dollar/pound
sterling of $1.35.
|
(2)
|
2017 actuals include
Vantiv, Inc. results only.
|
ASC 606
Worldpay adopted Accounting Standards
Codification Topic 606, Revenue from Contracts with
Customers ("ASC 606"), effective January 1,
2018. Under ASC 606, Network fees and other costs are now
netted against Revenue and no longer appear as an expense between
Revenue and Net revenue as they were shown in prior periods. As a
result, Revenue and Net revenue are now equivalent. This change in
presentation reduces Revenue by the amount of Network fees and
other costs to an amount equivalent to Net revenue, but has no
impact on Net income, Adjusted net income, or Adjusted EBITDA.
Earnings Conference Call and Audio Webcast
The
Company will host a conference call to discuss the first quarter
2018 financial results today at 8:00 a.m.
ET. The conference call can be accessed live over the phone
in the U.S. and Canada by dialing
(877) 397-0286, in the U.K. by dialing 0808 101 7162, or for
international callers +1 (719) 325-4758, and referencing code
5629577. A replay will be available approximately two hours after
the call concludes and can be accessed for the U.S. and
Canada by dialing (888) 203-1112,
in the U.K. by dialing 0808 101 1153, or for international callers
+1 (719) 457-0820, and entering replay passcode 5629577. The call
will also be webcast live from the Company's investor relations
website at http://investor.worldpay.com. Following completion of
the call, a recorded replay of the webcast will be available on the
website.
About Worldpay, Inc.
Worldpay, Inc. (NYSE: WP;
LSE: WPY) is a leading payments technology company with unique
capability to power global integrated omni-commerce. With
industry-leading scale and an unmatched integrated technology
platform, Worldpay offers clients a comprehensive suite of products
and services globally, delivered through a single provider.
Worldpay processes over 40 billion transactions annually through
more than 300 payment types across 146 countries and 126
currencies. The company's growth strategy includes expanding into
high-growth markets, verticals and customer segments, including
global eCommerce, Integrated Payments and B2B.
Worldpay, Inc. was formed in 2018 through the combination of the
No. 1 merchant acquirers in the U.S. and the U.K. Worldpay, Inc.
trades on the New York Stock Exchange as "WP" and the London Stock
Exchange as "WPY."
Non-GAAP and Pro Forma Financial Measures
This
earnings release presents non-GAAP and pro forma financial
information including adjusted EBITDA, Underlying EBITDA, adjusted
net income, and adjusted net income per share. These are important
financial performance measures for the Company, but are not
financial measures as defined by GAAP. The presentation of this
financial information is not intended to be considered in isolation
of or as a substitute for, or superior to, the financial
information prepared and presented in accordance with GAAP. The
Company uses these non-GAAP and adjusted financial performance
measures for financial and operational decision making and as a
means to evaluate period-to-period comparisons. The Company
believes that they provide useful information about operating
results, enhance the overall understanding of past financial
performance and future prospects, and allow for greater
transparency with respect to key metrics used by management in its
financial and operational decision making. Reconciliations of these
measures to the most directly comparable GAAP financial measures
are presented in the attached schedules.
Forward-Looking Statements
This release contains
forward-looking statements that are subject to risks and
uncertainties. All statements other than statements of historical
fact or relating to present facts or current conditions included in
this release are forward-looking statements including any
statements regarding guidance and statements of a general economic
or industry specific nature. Forward-looking statements give our
current expectations and projections relating to our financial
condition, results of operations, guidance, plans, objectives,
future performance and business. You can identify forward-looking
statements by the fact that they do not relate strictly to
historical or current facts. These statements may include words
such as "anticipate," "estimate," "expect," "project," "plan,"
"intend," "believe," "may," "should," "can have," "likely" and
other words and terms of similar meaning in connection with any
discussion of the timing or nature of future operating or financial
performance or other events.
The forward-looking statements contained in this release are
based on assumptions that we have made in light of our industry
experience and our perceptions of historical trends, current
conditions, expected future developments and other factors we
believe are appropriate under the circumstances. As you review and
consider information presented herein, you should understand that
these statements are not guarantees of future performance or
results. They depend upon future events and are subject to risks,
uncertainties (many of which are beyond our control) and
assumptions. Although we believe that these forward-looking
statements are based on reasonable assumptions, you should be aware
that many factors could affect our actual future performance or
results and cause them to differ materially from those anticipated
in the forward-looking statements. Certain of these factors and
other risks are discussed in the company's filings with the U.S.
Securities and Exchange Commission (the "SEC") and include, but are
not limited to: (i) our ability to adapt to developments and change
in our industry; (ii) competition; (iii) unauthorized disclosure of
data or security breaches; (iv) systems failures or interruptions;
(v) our ability to expand our market share or enter new markets;
(vi) our ability to successfully integrate the businesses of our
predecessor companies; (vii) our ability to identify and complete
acquisitions, joint ventures and partnerships; (viii) failure to
comply with applicable requirements of Visa, MasterCard or other
payment networks or changes in those requirements; (ix) our ability
to pass along fee increases; (x) termination of sponsorship or
clearing services; (xi) loss of clients or referral partners; (xii)
reductions in overall consumer, business and government spending;
(xiii) fraud by merchants or others; (xiv) a decline in the use of
credit, debit or prepaid cards; (xv) consolidation in the banking
and retail industries; (xvi) changes in foreign currency exchange
rates; (xvii) the effects of governmental regulation or changes in
laws; (xviii) geopolitical, regulatory, tax and business risks
associated with our international operations; and (xix) outcomes of
future litigation or investigations and our dual-listings with the
NYSE and LSE. Should one or more of these risks or uncertainties
materialize, or should any of these assumptions prove incorrect,
our actual results may vary in material respects from those
projected in these forward-looking statements. More information on
potential factors that could affect the company's financial results
and performance is included from time to time in the "Risk Factors"
and "Management's Discussion and Analysis of Financial Condition
and Results of Operations" sections of the company's periodic
reports filed with the SEC, including the company's most recently
filed Annual Report on Form 10-K and its subsequent filings with
the SEC.
Any forward-looking statement made by us in this release speaks
only as of the date of this release. Factors or events that could
cause our actual results to differ may emerge from time to time,
and it is not possible for us to predict all of them. We undertake
no obligation to publicly update any forward-looking statement,
whether as a result of new information, future developments or
otherwise, except as may be required by law.
CONTACTS
Investors
Nathan
Rozof, CFA or Ignatius Njoku
Investor Relations
(866) 254-4811
(513) 900-4811
IR@worldpay.com
Media
Andrew
Ciafardini
Corporate Communications
(513) 900-5308
Andrew.Ciafardini@worldpay.com
Schedule
1
|
Worldpay, Inc.
|
Consolidated
Statements of Income
|
(Unaudited)
|
(in millions,
except share data)
|
|
|
Three Months
Ended
|
|
|
|
March
31,
|
|
March
31,
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Revenue
|
$
|
850.7
|
|
$
|
928.2
|
|
(8)%
|
Network fees and
other costs
|
—
|
|
458.1
|
|
NM
|
Net
Revenue(1)
|
850.7
|
|
470.1
|
|
81%
|
Sales and
marketing
|
266.0
|
|
155.0
|
|
72%
|
Other operating
costs
|
155.1
|
|
75.9
|
|
104%
|
General and
administrative
|
250.1
|
|
89.3
|
|
180%
|
Depreciation and
amortization
|
207.2
|
|
76.1
|
|
172%
|
(Loss) Income from
operations
|
(27.7)
|
|
73.8
|
|
(138)%
|
Interest
expense—net
|
(75.2)
|
|
(29.2)
|
|
158%
|
Non-operating
expense(2)
|
(8.6)
|
|
(4.1)
|
|
110%
|
(Loss) income before
applicable income taxes
|
(111.5)
|
|
40.5
|
|
(375)%
|
Income tax (benefit)
expense(3)
|
(13.2)
|
|
5.2
|
|
(354)%
|
Net (loss)
income
|
(98.3)
|
|
35.3
|
|
(378)%
|
Less: Net loss
(income) attributable to non-controlling interests
|
0.7
|
|
(6.4)
|
|
(111)%
|
Net (loss) income
attributable to Worldpay, Inc.
|
$
|
(97.6)
|
|
$
|
28.9
|
|
(438)%
|
Net (loss) income per
share attributable to Worldpay, Inc. Class A common
stock:
|
|
|
|
|
|
Basic
|
$
|
(0.36)
|
|
$
|
0.18
|
|
(300)%
|
Diluted(4)
|
$
|
(0.36)
|
|
$
|
0.17
|
|
(312)%
|
Shares used in
computing net (loss) income per share of Class A common
stock:
|
|
|
|
|
|
Basic
|
274,098,480
|
|
160,876,177
|
|
|
Diluted
|
274,098,480
|
|
197,496,680
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Based on the
Company's adoption of Accounting Standard Update 2014-09,
Revenue From Contracts With Customers (Topic 606) ("ASC
606") effective January 1, 2018, Network fees and other costs are
now netted against Revenue. For the three months ended March 31,
2018, Revenue is equivalent to Net revenue as a result of the
company's adoption of ASC 606. For the three months ended March 31,
2017, Net revenue is equivalent to Revenue less Network fees and
other costs.
|
(2)
|
Non-operating expense
during the three months ended March 31, 2018 primarily consists of
expenses relating to the Company's financing arrangements entered
into in connection with the Legacy Worldpay acquisition and the
change in fair value of the Mercury tax receivable agreement
("TRA"), partially offset by a gain on the settlement of a deal
contingent forward entered into in connection with the Company's
acquisition of Legacy Worldpay. Non-operating expenses for
the three months ended March 31, 2017 primarily relate to the
change in fair value of the Mercury TRA.
|
(3)
|
Includes a credit of
approximately $6.6 million and $8.6 million for three months ended
March 31, 2018 and 2017 relating to excess tax benefits as a result
of the Company adopting new stock compensation accounting guidance
on January 1, 2017 which requires those benefits be recorded in
income tax expense.
|
(4)
|
Due to our structure
as a C corporation and Vantiv Holding's structure as a pass-through
entity for tax purposes, the numerator in the diluted net income
per share calculation is adjusted to reflect the Company's income
tax expense at an expected effective tax rate assuming the
conversion of the Class B units of Vantiv Holding into shares of
our Class A common stock. During the three months ended March 31,
2018, approximately 15.3 million weighted-average dilutive Class B
units of Vantiv Holding were excluded in computing diluted net
income per share because including them would have an antidilutive
effect. As the Class B units of Vantiv Holding were not included,
the numerator used in the calculation of diluted net income per
share was equal to the numerator used in the calculation of basic
net income per share for the three months ended March 31, 2018.
Additionally, due to the net loss for the three months ended March
31, 2018, any remaining potentially dilutive securities were also
excluded from the denominator in computing dilutive net income per
share.
|
|
|
Three Months Ended
March 31,
|
|
|
2018
|
|
2017
|
(Loss) income before
applicable income taxes
|
|
$
|
—
|
|
$
|
40.5
|
Taxes
|
|
—
|
|
6.0
|
Net (loss)
income
|
|
$
|
(97.6)
|
|
$
|
34.5
|
Diluted
shares
|
|
274,098,480
|
|
197,496,680
|
Diluted
EPS
|
|
$
|
(0.36)
|
|
$
|
0.17
|
Schedule
2
|
Worldpay, Inc.
|
Adjusted Net
Income
|
(Unaudited)
|
(in millions,
except share data)
|
|
|
|
Three Months
Ended
|
|
|
|
|
March
31,
|
|
March
31,
|
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Income before
applicable income taxes
|
|
$
|
(111.5)
|
|
$
|
40.5
|
|
(375)%
|
Non-GAAP
Adjustments:
|
|
|
|
|
|
|
Transition,
acquisition and integration costs(1) (3)
|
|
177.4
|
|
49.5
|
|
258%
|
Share-based
compensation(3)
|
|
17.2
|
|
10.6
|
|
62%
|
Intangible
amortization(2) (3)
|
|
172.8
|
|
51.9
|
|
233%
|
Non-operating
expense(4)
|
|
8.6
|
|
4.1
|
|
110%
|
Non-GAAP adjusted
income before applicable income taxes
|
|
264.5
|
|
156.6
|
|
69%
|
Less:
Adjustments
|
|
|
|
|
|
|
Adjusted tax
expense(5)
|
|
27.5
|
|
21.7
|
|
27%
|
Adjusted tax
rate
|
|
10%
|
|
14%
|
|
|
Other
(6)
|
|
0.3
|
|
0.2
|
|
50%
|
Adjusted net
income
|
|
$
|
236.7
|
|
$
|
134.7
|
|
76%
|
|
|
|
|
|
|
|
Adjusted net income
per share
|
|
$
|
0.81
|
|
$
|
0.68
|
|
19%
|
Adjusted shares
outstanding(7)
|
|
290,880,798
|
|
197,496,680
|
|
|
Non-GAAP and Adjusted Financial Measures
This
schedule presents non-GAAP and adjusted financial measures, which
are important financial performance measures for the Company, but
are not financial measures as defined by GAAP. Such financial
measures should not be considered as alternatives to GAAP, and such
measures may not be comparable to those reported by other
companies.
___________________
Adjusted net income
is derived from GAAP income before applicable income taxes and
adjusted for the following items described below:
|
|
(1)
|
Represents
acquisition and integration costs incurred in connection with our
acquisitions, charges related to employee termination benefits and
other transition activities. Included in Transition, acquisition
and integration costs in the three months ended March 31, 2017 is a
$38 million charge to G&A related to a settlement agreement
stemming from legacy litigation of an acquired company.
|
(2)
|
Represents
amortization of intangible assets acquired through business
combinations and customer portfolio and related asset
acquisitions.
|
(3)
|
Below are the
adjustments to Other operating costs, General and administrative
and Depreciation and amortization.
|
|
Three Months Ended
March 31, 2018
|
|
Three Months Ended
March 31, 2017
|
|
Transition,
Acquisition &
Integration
|
Share-Based
Compensation
|
Amortization
Of
Intangible Assets
|
|
Transition,
Acquisition &
Integration
|
Share-Based
Compensation
|
Amortization
Of
Intangible Assets
|
Other operating
costs
|
$
|
10.2
|
$
|
—
|
$
|
—
|
|
$
|
3.2
|
$
|
—
|
$
|
—
|
General and
administrative
|
167.2
|
17.2
|
—
|
|
46.3
|
10.6
|
—
|
Depreciation and
amortization
|
—
|
—
|
172.8
|
|
—
|
—
|
51.9
|
Total
adjustments
|
$
|
177.4
|
$
|
17.2
|
$
|
172.8
|
|
$
|
49.5
|
$
|
10.6
|
$
|
51.9
|
|
|
|
|
(4)
|
Non-operating expense
for the three months ended March 31, 2018 and 2017 primarily
consists of expenses relating to the Company's financing
arrangements entered into in connection with the Legacy Worldpay
acquisition and the change in fair value of the Mercury tax
receivable agreement ("TRA"), partially offset by a gain on the
settlement of a deal contingent forward entered into in connection
with the Company's acquisition of Legacy Worldpay. Non-operating
expenses for the three months ended March 31, 2017 primarily relate
to the change in fair value of the Mercury TRA.
|
(5)
|
Represents adjusted
income tax expense to reflect an effective tax rate of 19.7% for
2018 and 34% for 2017, assuming the conversion of the Class B units
of Vantiv Holding into shares of Class A common stock, including
the tax effect of adjustments described above. The March 31,
2018 and 2017 effective tax rate includes the impact of the excess
tax benefits relating to stock compensation as a result of the
Company adopting new stock compensation accounting guidance on
January 1, 2017, which requires those benefits to be recorded in
income tax expense. Represents tax benefits due to the
amortization of intangible assets and other tax attributes
resulting from or acquired with our acquisitions, and to the tax
basis step up associated with our separation from Fifth Third Bank
and the purchase or exchange of Class B units of Vantiv Holding,
net of payment obligations under tax receivable agreements. The
effective tax rate is expected to remain at 19.7% for the remainder
of 2018.
|
(6)
|
Represents the
non-controlling interest, net of pro forma income tax expense
discussed in (5) above, associated with a consolidated joint
venture.
|
(7)
|
The adjusted shares
outstanding include 15.3 million weighted average Class B units of
Vantiv Holding and other potentially dilutive securities that are
excluded from the GAAP dilutive net income per share calculation
for the three months ended March 31, 2018, because including them
would have an antidilutive effect.
|
Schedule
3
|
Worldpay, Inc.
|
Segment
Information
|
(Unaudited)
|
(in
millions)
|
|
|
Technology
Solutions
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Revenue
|
$
|
336.4
|
|
$
|
271.9
|
|
24%
|
Network fees and
other costs
|
—
|
|
109.7
|
|
NM
|
Net
Revenue(1)
|
336.4
|
|
162.2
|
|
107%
|
Sales and
marketing
|
95.9
|
|
60.2
|
|
59%
|
Segment
profit
|
$
|
240.5
|
|
$
|
102.0
|
|
136%
|
|
|
|
|
|
|
|
|
Merchant
Solutions
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Revenue
|
$
|
432.2
|
|
$
|
540.1
|
|
(20)%
|
Network fees and
other costs
|
—
|
|
316.4
|
|
NM
|
Net
Revenue(1)
|
432.2
|
|
223.7
|
|
93%
|
Sales and
marketing
|
163.8
|
|
88.8
|
|
84%
|
Segment
profit
|
$
|
268.4
|
|
$
|
134.9
|
|
99%
|
|
|
|
|
|
|
|
|
Issuer
Solutions
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Revenue
|
$
|
82.1
|
|
$
|
116.2
|
|
(29)%
|
Network fees and
other costs
|
—
|
|
32.0
|
|
NM
|
Net
Revenue(1)
|
82.1
|
|
84.2
|
|
(2)%
|
Sales and
marketing
|
6.3
|
|
6.0
|
|
5%
|
Segment
profit
|
$
|
75.8
|
|
$
|
78.2
|
|
(3)%
|
|
|
(1)
|
Based on the
Company's adoption of ASC 606 effective January 1, 2018, Network
fees and other costs are now netted against Revenue. For the three
months ended March 31, 2018, Revenue is equivalent to Net revenue
as a result of the company's adoption of ASC 606. For the three
months ended March 31, 2017, Net revenue is equivalent to Revenue
less Network fees and other costs.
|
Schedule
4
|
Worldpay, Inc.
|
Condensed
Consolidated Statements of Financial Position
|
(Unaudited)
|
(in
millions)
|
|
|
|
March 31,
2018
|
|
December 31,
2017
|
Assets
|
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
459.4
|
|
$
|
126.5
|
Accounts
receivable—net
|
|
1,491.8
|
|
986.6
|
Merchant
float
|
|
1,894.3
|
|
—
|
Settlement
assets
|
|
3,578.6
|
|
142.0
|
Prepaid
expenses
|
|
77.1
|
|
33.5
|
Other
|
|
562.0
|
|
84.0
|
Total current
assets
|
|
8,063.2
|
|
1,372.6
|
|
|
|
|
|
Customer
incentives
|
|
68.9
|
|
68.4
|
Property,
equipment and software—net
|
|
890.0
|
|
473.7
|
Intangible
assets—net
|
|
3,783.9
|
|
678.5
|
Goodwill
|
|
15,188.9
|
|
4,173.0
|
Deferred
taxes
|
|
764.9
|
|
739.5
|
Proceeds from
senior unsecured notes
|
|
—
|
|
1,135.2
|
Other
assets
|
|
190.2
|
|
26.1
|
Total
assets
|
|
$
|
28,950.0
|
|
$
|
8,667.0
|
|
|
|
|
|
Liabilities and
equity
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Accounts payable and
accrued expenses
|
|
$
|
1,329.6
|
|
$
|
631.9
|
Settlement
obligations
|
|
6,181.9
|
|
816.2
|
Current portion of
note payable
|
|
223.7
|
|
107.9
|
Current portion of
tax receivable agreement obligations
|
|
179.1
|
|
245.5
|
Deferred
income
|
|
32.5
|
|
18.9
|
Current maturities of
capital lease obligations
|
|
32.8
|
|
8.0
|
Other
|
|
571.0
|
|
6.0
|
Total current
liabilities
|
|
8,550.6
|
|
1,834.4
|
Long-term
liabilities:
|
|
|
|
|
Note
payable
|
|
8,051.0
|
|
5,586.4
|
Tax receivable
agreement obligations
|
|
506.0
|
|
535.0
|
Capital lease
obligations
|
|
33.1
|
|
4.5
|
Deferred
taxes
|
|
716.7
|
|
65.6
|
Other
|
|
100.4
|
|
40.5
|
Total long-term
liabilities
|
|
9,407.2
|
|
6,232.0
|
Total
liabilities
|
|
17,957.8
|
|
8,066.4
|
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
Equity:
|
|
|
|
|
Total equity
(1)
|
|
10,992.2
|
|
600.6
|
Total liabilities and
equity
|
|
$
|
28,950.0
|
|
$
|
8,667.0
|
|
|
|
|
|
|
|
|
|
|
|
(1) Includes equity attributable to
non-controlling interests.
|
Schedule
5
|
Worldpay, Inc.
|
Consolidated
Statements of Cash Flows
|
(Unaudited)
|
(in
millions)
|
|
|
Three Months
Ended
|
|
March 31,
2018
|
|
March 31,
2017
|
Operating
Activities:
|
|
|
|
Net (loss)
income
|
$
|
(98.3)
|
|
$
|
35.3
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
|
Depreciation and
amortization expense
|
207.2
|
|
76.1
|
Amortization of
customer incentives
|
6.2
|
|
6.7
|
Amortization and
write-off of debt issuance costs
|
59.9
|
|
1.2
|
Realized gain on
foreign currency forward
|
(35.9)
|
|
—
|
Share-based
compensation expense
|
17.2
|
|
10.6
|
Deferred tax
expense
|
(25.3)
|
|
20.0
|
Tax receivable
agreements non-cash items
|
(3.6)
|
|
(5.1)
|
Other
|
30.4
|
|
0.1
|
Change in operating
assets and liabilities:
|
|
|
|
Accounts
receivable
|
14.0
|
|
56.5
|
Net settlement assets
and obligations
|
(12.2)
|
|
(41.1)
|
Customer
incentives
|
(7.3)
|
|
(7.2)
|
Prepaid and other
assets
|
(22.9)
|
|
(7.0)
|
Accounts payable and
accrued expenses
|
(17.1)
|
|
(8.5)
|
Other
liabilities
|
(28.2)
|
|
(3.2)
|
Net cash provided by
operating activities
|
84.1
|
|
134.4
|
Investing
Activities:
|
|
|
|
Purchases of property
and equipment
|
(34.1)
|
|
(27.9)
|
Acquisition of
customer portfolios and related assets and other
|
(37.1)
|
|
(4.3)
|
Proceeds from foreign
currency forward
|
71.5
|
|
—
|
Cash acquired in
acquisitions, net of cash used
|
1,405.8
|
|
—
|
Net cash provided by
(used in) investing activities
|
1,406.1
|
|
(32.2)
|
Financing
Activities:
|
|
|
|
Proceeds from
issuance of long-term debt
|
2,140.0
|
|
—
|
Repayment of debt and
capital lease obligations
|
(1,662.2)
|
|
(35.6)
|
Borrowings on
revolving credit facility
|
1,476.0
|
|
570.0
|
Repayment of
revolving credit facility
|
(1,701.0)
|
|
(570.0)
|
Payment of debt
issuance costs
|
(86.8)
|
|
(1.1)
|
Proceeds from
issuance of Class A common stock under employee stock
plans
|
7.6
|
|
6.6
|
Repurchase of
Class A common stock (to satisfy tax withholding
obligations)
|
(11.2)
|
|
(5.7)
|
Settlement of certain
tax receivable agreements
|
(25.6)
|
|
(15.1)
|
Payments under tax
receivable agreements
|
(55.3)
|
|
(46.5)
|
Distributions to
non-controlling interests
|
(5.6)
|
|
(5.8)
|
Net cash provided by
(used in) financing activities
|
75.9
|
|
(103.2)
|
Net increase
(decrease) in cash and cash equivalents
|
1,566.1
|
|
(1.0)
|
Cash and cash
equivalents—Beginning of period
|
1,272.2
|
|
139.1
|
Effect of exchange
rate changes on cash
|
31.1
|
|
—
|
Cash and cash
equivalents—End of period
|
$
|
2,869.4
|
|
$
|
138.1
|
Cash
Payments:
|
|
|
|
Interest
|
$
|
58.2
|
|
$
|
27.5
|
Income
taxes
|
0.6
|
|
0.3
|
Schedule
6
|
Worldpay, Inc.
|
Reconciliation of
GAAP Net Income to Adjusted EBITDA
|
(Unaudited)
|
(in
millions)
|
|
|
|
Three Months
Ended
|
|
|
|
|
March
31,
|
|
March
31,
|
|
|
|
|
2018
|
|
2017
|
|
% Change
|
Net (loss)
income
|
|
$
|
(98.3)
|
|
$
|
35.3
|
|
(379)%
|
Income tax
expense(1)
|
|
(13.2)
|
|
5.2
|
|
(354)%
|
Non-operating
expenses(2)
|
|
8.6
|
|
4.1
|
|
109%
|
Interest
expense—net
|
|
75.2
|
|
29.2
|
|
158%
|
Share-based
compensation
|
|
17.2
|
|
10.6
|
|
62%
|
Transition,
acquisition and integration costs(3)
|
|
177.4
|
|
49.5
|
|
258%
|
Depreciation and
amortization
|
|
207.2
|
|
76.1
|
|
172%
|
Adjusted
EBITDA
|
|
$
|
374.1
|
|
$
|
210.0
|
|
78%
|
Non-GAAP Financial Measures
This schedule presents
adjusted EBITDA, which is an important financial performance
measure for the Company, but is not a financial measure as defined
by GAAP. Such financial measure should not be considered as an
alternative to GAAP net income, and such measure may not be
comparable to those reported by other companies.
|
(1)
|
See note (3) in
Schedule 1.
|
(2)
|
See note (4) in
Schedule 2.
|
(3)
|
See note (3) in
Schedule 2.
|
Schedule
7
|
Worldpay, Inc.
|
Outlook
Summary
|
(Unaudited)
|
|
|
Second Quarter
Financial Outlook
|
|
Full Year
Financial Outlook
|
|
Three Months Ended
June 30,
|
|
Year Ended
December 31,
|
|
2018
Outlook(1)
|
|
2017
Actual(2)
|
|
2018
Outlook(1)
|
|
2017
Actual(2)
|
GAAP net income per
share attributable to Worldpay,
Inc.
|
$0.22 -
$0.29
|
|
$
|
0.42
|
|
$0.53 -
$0.75
|
|
$
|
0.80
|
Adjustments to
reconcile GAAP to non-GAAP
adjusted net income per share(3)
|
$0.71 -
$0.67
|
|
$
|
0.41
|
|
$3.18 -
$3.06
|
|
$
|
2.57
|
Adjusted net income
per share
|
$0.93 -
$0.96
|
|
$
|
0.83
|
|
$3.71 -
$3.81
|
|
$
|
3.37
|
Non-GAAP and Adjusted Financial Measures
This schedule presents non-GAAP and adjusted financial measures,
which are important financial performance measures for the Company,
but are not financial measures as defined by GAAP. Such
financial measures should not be considered as alternatives to
GAAP, and such measures may not be comparable to those reported by
other companies.
___________________
The Company adopted
ASC 606, effective January 1, 2018. Under ASC 606,
Network fees and other costs are now netted against Revenue and no
longer appear as an expense between Revenue and Net revenue as they
were shown in prior periods. As a result, Revenue and Net revenue
are now equivalent. This change in presentation reduces Revenue by
the amount of Network fees and other costs to an amount equivalent
to Net revenue, but has no impact on Net income, Adjusted net
income, or Adjusted EBITDA.
|
|
(1)
|
Combined company
guidance excludes Worldpay Group plc EPS contribution for the
period prior to the acquisition closing from January 1, 2018 to
January 15, 2018. Combined company guidance is based on an assumed
exchange rate of U.S. dollar/pound sterling of $1.35.
|
(2)
|
2017 actuals include
Vantiv, Inc. results only.
|
(3)
|
Represents estimated
ranges of adjustments for the following items: (a) acquisition
and integration costs incurred in connection with our acquisitions,
charges related to employee termination benefits and other
transition activities; (b) share-based compensation;
(c) amortization of intangible assets acquired in business
combinations and customer portfolio and related asset acquisitions;
(d) non-operating expenses, (f) adjustments to income tax
expense to reflect an effective tax rate based on tax reform and
our new tax structure for the three months ended June 30, 2018 and
the full year 2018, which includes the impact of the excess tax
benefit relating to stock compensation as a result of the Company
adopting the new stock compensation accounting guidance in 2017,
assuming conversion of the Fifth Third Bank non-controlling
interests into shares of Class A common stock, including the
tax effect of adjustments described above; and (g) tax benefits due
to the amortization of intangible assets and other tax attributes
resulting from or acquired with our acquisitions, and to the tax
basis step up associated with our separation from Fifth Third Bank
and the purchase or exchange of Class B units of Vantiv Holding,
net of payment obligations under tax receivable
agreements.
|
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SOURCE Worldpay, Inc.