aciw-20230803
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________
FORM 8-K
___________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 3, 2023

Commission File Number 0-25346

ACI WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
Delaware47-0772104
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
2811 Ponce de Leon BlvdPH1Coral Gables,Florida

33134
(Address of Principal Executive Offices)(Zip Code)
(239) 403-4660
(Registrant's telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.005 par valueACIWNasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02. Results of Operation and Financial Condition.
On August 3, 2023, the Company issued a press release announcing its financial results for the three months ended June 30, 2023. A copy of this press release is attached hereto as Exhibit 99.1.

The foregoing information (including the exhibits hereto) is being furnished under “Item 2.02 – Results of Operations and Financial Condition” and “Item 7.01 – Regulation FD Disclosure.” Such information (including the exhibits hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

The filing of this report and the furnishing of this information pursuant to Items 2.02 and 7.01 do not mean that such information is material or that disclosure of such information is required.

Item 7.01. Regulation FD Disclosure.
See “Item 2.02 – Results of Operation and Financial Condition” above.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Press Release dated August 3, 2023
Investor presentation materials dated August 3, 2023
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. 
ACI WORLDWIDE, INC.
(Registrant)
Date: August 3, 2023
By:
/s/ SCOTT W. BEHRENS
Scott W. Behrens
Executive Vice President, Chief Financial Officer and Chief Accounting Officer
(Principal Financial Officer)


Document
Exhibit 99.1
https://cdn.kscope.io/3d3da88e7ef76a93c7dfdc7751edc1e2-aciw-logoa.jpg



ACI Worldwide, Inc. Reports Financial Results for the
Quarter Ended June 30, 2023


Q2 2023 HIGHLIGHTS
Recurring revenue grew 5%, adjusting for FX and divestiture1
Bank segment recurring revenue grew 13%, adjusting for FX and divestiture1
Biller segment revenue grew 5%
Improvement in Biller segment profitability
Reiterating guidance for full-year 2023

Miami, FL — August 3, 2023 — ACI Worldwide (NASDAQ: ACIW), a global leader in mission-critical, real-time payments software, announced financial results today for the quarter ended June 30, 2023.
"We are pleased with our second quarter results, which came in above our expectations," said Thomas Warsop, President and CEO of ACI Worldwide. "I am particularly pleased with the strength in our recurring revenue in Q2 and for the first half of 2023. We also generated notable profitability improvements as a result of the interchange initiatives in our Biller segment."
Warsop continued, "As previously discussed, our renewal calendar is seasonally stronger in the second half this year, and with our new bookings and implementations tracking to plan, we remain confident in our outlook for 2023, as well as our revenue growth target of 7-9% in 2024."
FINANCIAL SUMMARY
In Q2 2023, total revenue was $323 million, down 2% compared to the same period in 2022. Recurring revenue in Q2 grew 5% versus last year. Net loss in the quarter was $7 million. Total adjusted EBITDA in the quarter was $57 million compared to $66 million in Q2 2022. New ARR2 bookings for the quarter were $13 million and new ARR bookings for the trailing twelve months (TTM) were $91 million, which was up 2% from the TTM ending June 2022. Percentage change comparisons are adjusted for FX and the Corporate Online Banking divestiture.
Bank segment total revenue decreased 10% while Bank segment recurring revenue grew 13% and Bank segment adjusted EBITDA decreased 22% versus Q2 2022. As previously discussed, the timing of larger license renewal events is heavily weighted to the back half of 2023.
Merchant segment revenue was flat and Merchant segment adjusted EBITDA increased 23% versus Q2 2022.
Biller segment revenue increased 5% and Biller segment adjusted EBITDA increased 10% versus Q2 2022, driven by new customer onboarding and progress with our interchange improvement program.
ACI ended the quarter with $132 million in cash on hand and a debt balance of $1.1 billion, which represents a net debt leverage ratio of 2.9x. The company did not repurchase any shares in the quarter but has $200 million available on the share repurchase authorization.



REITERATING 2023 GUIDANCE
For the full year of 2023, the company expects revenue growth to be in the mid-single digits on a constant currency and divestiture-adjusted basis, or in the range of $1.436 billion to $1.466 billion. The company expects adjusted EBITDA to be in the range of $380 million to $395 million with net adjusted EBITDA margin expansion. The company expects revenue to be between $335 million and $345 million and adjusted EBITDA of $70 million to $80 million in Q3 2023. This excludes one-time charges related to the move of the company's European data centers to the public cloud and one-time costs to implement certain efficiency strategies.

1 Corporate Online Banking divestiture
2 “ARR”' is new annual recurring revenue expected to be generated from new bookings signed in the period, including new accounts, new applications and add-on sales




CONFERENCE CALL TO DISCUSS FINANCIAL RESULTS
Today, management will host a conference call at 8:30 am ET to discuss these results. Interested persons may access a real-time audio broadcast of the teleconference at http://investor.aciworldwide.com/ or use the following number for dial-in participation: toll-free 1 (888) 660-6377; and conference code 3153574. A call replay will be available for two weeks on (855) 859-2056 for US/Canada callers and +1 (404) 537-3406 for international participants.
About ACI Worldwide
ACI Worldwide is a global leader in mission-critical, real-time payments software. Our proven, secure and scalable software solutions enable leading corporations, fintechs, and financial disruptors to process and manage digital payments, power omni-commerce payments, present and process bill payments, and manage fraud and risk. We combine our global footprint with a local presence to drive the real-time digital transformation of payments and commerce.
© Copyright ACI Worldwide, Inc. 2023.
ACI, ACI Worldwide, ACI Payments, Inc., ACI Pay, Speedpay and all ACI product/solution names are trademarks or registered trademarks of ACI Worldwide, Inc., or one of its subsidiaries, in the United States, other countries or both. Other parties' trademarks referenced are the property of their respective owners.
For more information contact:

Investor Relations:
John Kraft
SVP, Head of Strategy and Finance
239-403-4627 / john.kraft@aciworldwide.com




To supplement our financial results presented on a GAAP basis, we use the non-GAAP measures indicated in the tables, which exclude significant transaction-related expenses, as well as other significant non-cash expenses such as depreciation, amortization, and stock-based compensation, that we believe are helpful in understanding our past financial performance and our future results. The presentation of these non-GAAP financial measures should be considered in addition to our GAAP results and are not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management generally compensates for limitations in the use of non-GAAP financial measures by relying on comparable GAAP financial measures and providing investors with a reconciliation of non-GAAP financial measures only in addition to and in conjunction with results presented in accordance with GAAP.

We believe that these non-GAAP financial measures reflect an additional way to view aspects of our operations that, when viewed with our GAAP results, provide a more complete understanding of factors and trends affecting our business. Certain non-GAAP measures include:

Adjusted EBITDA: net income (loss) plus income tax expense (benefit), net interest income (expense), net other income (expense), depreciation, amortization and stock-based compensation, as well as significant transaction-related expenses. Adjusted EBITDA should be considered in addition to, rather than as a substitute for, net income (loss).

Net Adjusted EBITDA Margin: Adjusted EBITDA divided by revenue net of pass-through interchange revenue. Net Adjusted EBITDA Margin should be considered in addition to, rather than as a substitute for, net income (loss).

Diluted EPS adjusted for non-cash and significant transaction related items: diluted EPS plus tax effected significant transaction related items, amortization of acquired intangibles and software, and non-cash stock-based compensation. Diluted EPS adjusted for non-cash and significant transaction related items should be considered in addition to, rather than as a substitute for, diluted EPS.

Recurring Revenue: revenue from software as a service and platform as a service fees and maintenance fees. Recurring revenue should be considered in addition to, rather than as a substitute for, total revenue.

ARR: New annual recurring revenue expected to be generated from new accounts, new applications, and add-on sales bookings contracts signed in the period.



FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements based on current expectations that involve a number of risks and uncertainties. Generally, forward-looking statements do not relate strictly to historical or current facts and may include words or phrases such as “believes,” “will,” “expects,” “anticipates,” “intends,” and words and phrases of similar impact. The forward-looking statements are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Forward-looking statements in this press release include, but are not limited to: (i) expectations that our renewal calendar is seasonally stronger in the second half this year, (ii) expectations that given our new bookings and implementations tracking to plan, we remain confident in our outlook for 2023, as well as our revenue growth target of 7-9% in 2024, and (iii) Q3 2023 and full-year 2023 revenue and adjusted EBITDA financial guidance.




All of the foregoing forward-looking statements are expressly qualified by the risk factors discussed in our filings with the Securities and Exchange Commission. Such factors include, but are not limited to, increased competition, business interruptions or failure of our information technology and communication systems, security breaches or viruses, our ability to attract and retain senior management personnel and skilled technical employees, future acquisitions, strategic partnerships and investments, divestitures and other restructuring activities, implementation and success of our strategy, impact if we convert some or all on-premise licenses from fixed-term to subscription model, anti-takeover provisions, exposure to credit or operating risks arising from certain payment funding methods, customer reluctance to switch to a new vendor, our ability to adequately defend our intellectual property, litigation, our offshore software development activities, risks from operating internationally, including fluctuations in currency exchange rates, events in eastern Europe, adverse changes in the global economy, compliance of our products with applicable legislation, governmental regulations and industry standards, the complexity of our products and services and the risk that they may contain hidden defects, complex regulations applicable to our payments business, our compliance with privacy and cybersecurity regulations, our involvement in investigations, lawsuits and other expense and time-consuming legal proceedings, exposure to unknown tax liabilities, changes in tax laws and regulations, consolidations and failures in the financial services industry, volatility in our stock price, demand for our products, failure to obtain renewals of customer contracts or to obtain such renewals on favorable terms, delay or cancellation of customer projects or inaccurate project completion estimates, impairment of our goodwill or intangible assets, the accuracy of management’s backlog estimates, the cyclical nature of our revenue and earnings and the accuracy of forecasts due to the concentration of revenue-generating activity during the final weeks of each quarter, restrictions and other financial covenants in our debt agreements, our existing levels of debt, events outside of our control including natural disasters, wars, and outbreaks of disease, and revenues or revenue mix. For a detailed discussion of these risk factors, parties that are relying on the forward-looking statements should review our filings with the Securities and Exchange Commission, including our most recently filed Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q.




ACI WORLDWIDE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited and in thousands)
June 30, 2023December 31, 2022
ASSETS
Current assets
Cash and cash equivalents$132,391 $124,981 
Receivables, net of allowances350,094 403,781 
Settlement assets453,276 540,667 
Prepaid expenses35,563 28,010 
Other current assets57,177 17,366 
Total current assets1,028,501 1,114,805 
Noncurrent assets
Accrued receivables, net269,051 297,818 
Property and equipment, net44,998 52,499 
Operating lease right-of-use assets34,544 40,031 
Software, net114,451 129,109 
Goodwill1,226,026 1,226,026 
Intangible assets, net212,260 228,698 
Deferred income taxes, net74,403 53,738 
Other noncurrent assets64,656 67,171 
TOTAL ASSETS$3,068,890 $3,209,895 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable$48,137 $47,997 
Settlement liabilities452,864 539,087 
Employee compensation40,837 45,289 
Current portion of long-term debt74,294 65,521 
Deferred revenue69,352 58,303 
Other current liabilities96,382 102,645 
Total current liabilities781,866 858,842 
Noncurrent liabilities
Deferred revenue24,503 23,233 
Long-term debt991,829 1,024,351 
Deferred income taxes, net37,294 40,371 
Operating lease liabilities29,394 33,910 
Other noncurrent liabilities31,478 36,001 
Total liabilities1,896,364 2,016,708 
Commitments and contingencies
Stockholders’ equity
Preferred stock— — 
Common stock702 702 
Additional paid-in capital704,096 702,458 
Retained earnings1,234,440 1,273,458 
Treasury stock(655,660)(665,771)
Accumulated other comprehensive loss(111,052)(117,660)
Total stockholders’ equity1,172,526 1,193,187 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$3,068,890 $3,209,895 




ACI WORLDWIDE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited and in thousands, except per share amounts)
Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Revenues
Software as a service and platform as a service$209,676 $206,978 $414,606 $401,540 
License44,671 64,314 63,002 124,599 
Maintenance51,391 50,562 101,494 101,980 
Services17,587 18,571 33,899 35,386 
Total revenues323,325 340,425 613,001 663,505 
Operating expenses
Cost of revenue (1)181,343 179,333 359,897 345,619 
Research and development35,265 40,642 72,383 78,449 
Selling and marketing33,289 35,391 68,724 69,999 
General and administrative31,472 28,362 62,854 54,237 
Depreciation and amortization31,436 32,240 62,975 63,078 
Total operating expenses312,805 315,968 626,833 611,382 
Operating income (loss)10,520 24,457 (13,832)52,123 
Other income (expense)
Interest expense(19,909)(11,784)(38,801)(22,678)
Interest income3,458 3,051 6,963 6,210 
Other, net(4,092)2,006 (7,487)4,256 
Total other income (expense)(20,543)(6,727)(39,325)(12,212)
Income (loss) before income taxes(10,023)17,730 (53,157)39,911 
Income tax expense (benefit)(3,313)4,388 (14,139)11,079 
Net income (loss)$(6,710)$13,342 $(39,018)$28,832 
Income (loss) per common share
Basic$(0.06)$0.12 $(0.36)$0.25 
Diluted$(0.06)$0.12 $(0.36)$0.25 
Weighted average common shares outstanding
Basic108,455 114,669 108,306 114,976 
Diluted108,455 115,205 108,306 115,649 
(1) The cost of revenue excludes charges for depreciation but includes amortization of purchased and developed software for resale.



ACI WORLDWIDE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited and in thousands)
Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Cash flows from operating activities:
Net income (loss)$(6,710)$13,342 $(39,018)$28,832 
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
Depreciation6,960 6,027 13,091 11,008 
Amortization24,476 26,213 49,884 52,721 
Amortization of operating lease right-of-use assets3,724 2,773 6,491 5,489 
Amortization of deferred debt issuance costs1,377 1,146 2,492 2,299 
Deferred income taxes(12,259)(3,018)(22,641)(6,385)
Stock-based compensation expense5,414 6,800 10,715 14,758 
Other601 523 311 1,124 
Changes in operating assets and liabilities:
Receivables(7,104)(23,700)81,856 (14,040)
Accounts payable(646)1,429 (1,954)(1,319)
Accrued employee compensation10,965 8,937 (4,628)(10,201)
Deferred revenue2,498 (4,417)12,700 5,532 
Other current and noncurrent assets and liabilities(11,856)2,834 (51,791)(22,055)
Net cash flows from operating activities17,440 38,889 57,508 67,763 
Cash flows from investing activities:
Purchases of property and equipment(2,318)(1,377)(4,576)(3,657)
Purchases of software and distribution rights(8,540)(4,531)(15,021)(10,738)
Net cash flows from investing activities(10,858)(5,908)(19,597)(14,395)
Cash flows from financing activities:
Proceeds from issuance of common stock719 1,056 1,426 1,962 
Proceeds from exercises of stock options2,791 375 2,869 1,397 
Repurchase of stock-based compensation awards for tax withholdings(319)(265)(3,320)(5,802)
Repurchases of common stock— (24,847)— (62,707)
Proceeds from revolving credit facility5,000 20,000 55,000 60,000 
Repayment of revolving credit facility— (10,000)(45,000)(20,000)
Repayment of term portion of credit agreement(19,475)(11,481)(34,081)(21,219)
Payments on or proceeds from other debt, net(6,160)(5,183)(11,830)(9,369)
Payments for debt issuance costs(2,160)— (2,160)— 
Net decrease in settlement assets and liabilities(21,253)(3,970)(24,087)(4,575)
Net cash flows from financing activities(40,857)(34,315)(61,183)(60,313)
Effect of exchange rate fluctuations on cash2,870 1,402 5,427 (1,062)
Net increase (decrease) in cash and cash equivalents(31,405)68 (17,845)(8,007)
Cash and cash equivalents, including settlement deposits, beginning of period228,232 176,067 214,672 184,142 
Cash and cash equivalents, including settlement deposits, end of period$196,827 $176,135 $196,827 $176,135 
Reconciliation of cash and cash equivalents to the Consolidated Balance Sheets
Cash and cash equivalents$132,391 $118,953 $132,391 $118,953 
Settlement deposits64,436 57,182 64,436 57,182 
Total cash and cash equivalents$196,827 $176,135 $196,827 $176,135 









Three Months Ended June 30,Six Months Ended June 30,
Adjusted EBITDA (millions)2023202220232022
Net income (loss)$(6.7)$13.3 $(39.0)$28.8 
Plus:
Income tax expense (benefit)(3.3)4.4 (14.1)11.1 
Net interest expense16.4 8.8 31.8 16.5 
Net other income (expense)4.1 (2.0)7.5 (4.3)
Depreciation expense7.0 6.0 13.1 11.0 
Amortization expense24.5 26.2 49.9 52.7 
Non-cash stock-based compensation expense5.4 6.8 10.7 14.8 
Adjusted EBITDA before significant transaction-related expenses$47.4 $63.5 $59.9 $130.6 
Significant transaction-related expenses:
Cost reduction strategies7.6 — 15.9 — 
European datacenter migration1.2 1.3 2.2 1.8 
Other1.2 1.4 4.3 1.4 
Adjusted EBITDA$57.4 $66.2 $82.3 $133.8 
Revenue, net of interchange:
Revenue$323.3 $340.4 $613.0 $663.5 
Interchange106.1 103.8 212.3 197.0 
Revenue, net of interchange$217.2 $236.6 $400.7 $466.5 
Net Adjusted EBITDA Margin26 %28 %21 %29 %

Three Months Ended June 30,Six Months Ended June 30,
Segment Information (millions)2023202220232022
Revenue
Banks$117.5 $141.9 $205.5 $274.1 
Merchants36.5 36.5 71.3 77.5 
Billers169.3 162.0 336.2 311.8 
Total$323.3 $340.4 $613.0 $663.4 
Recurring Revenue
Banks$57.4 $60.7 $113.0 $122.0 
Merchants34.4 34.9 66.9 69.7 
Billers169.3 161.9 336.2 311.8 
Total$261.1 $257.5 $516.1 $503.5 
Segment Adjusted EBITDA
Banks$51.6 $70.2 $76.3 $134.9 
Merchants9.9 7.8 16.5 22.5 
Billers31.2 28.3 60.9 54.7 





Three Months Ended June 30,
20232022
EPS Impact of Non-cash and Significant Transaction-related Items (millions)EPS Impact$ in Millions
(Net of Tax)
EPS Impact$ in Millions
(Net of Tax)
GAAP net income (loss)$(0.06)$(6.7)$0.12 $13.3 
Adjusted for:
Significant transaction-related expenses0.07 7.7 0.02 2.1 
Amortization of acquisition-related intangibles0.06 6.4 0.06 6.9 
Amortization of acquisition-related software0.04 3.8 0.04 4.5 
Non-cash stock-based compensation0.04 4.1 0.05 5.2 
Total adjustments$0.21 $22.0 $0.17 $18.7 
Diluted EPS adjusted for non-cash and significant transaction-related items$0.15 $15.3 $0.29 $32.0 

Six Months Ended June 30,
20232022
EPS Impact of Non-cash and Significant Transaction-related Items (millions)EPS Impact$ in Millions
(Net of Tax)
EPS Impact$ in Millions
(Net of Tax)
GAAP net income (loss)$(0.36)$(39.0)$0.25 $28.8 
Adjusted for:
Significant transaction-related expenses0.16 17.1 0.02 2.4 
Amortization of acquisition-related intangibles0.12 12.8 0.12 13.9 
Amortization of acquisition-related software0.08 8.2 0.08 9.6 
Non-cash stock-based compensation0.07 8.1 0.10 11.2 
Total adjustments$0.43 $46.2 $0.32 $37.1 
Diluted EPS adjusted for non-cash and significant transaction-related items$0.07 $7.2 $0.57 $65.9 

Three Months Ended June 30,Six Months Ended June 30,
Recurring Revenue (millions)2023202220232022
SaaS and PaaS fees$209.7 $206.9 $414.6 $401.5 
Maintenance fees51.4 50.6 101.5 102.0 
Recurring Revenue$261.1 $257.5 $516.1 $503.5 

Annual Recurring Revenue (ARR) Bookings (millions)Three Months Ended June 30,TTM Ended June 30,
2023202220232022
ARR bookings$12.7 $18.1 $90.7 $88.9 


aciw-20230803_ex992
Q2 2023 Earnings Presentation August 3, 2023


 
Private Securities Litigation Reform Act of 1995 Safe Harbor for Forward-Looking Statements 2 This presentation contains forward-looking statements based on current expectations that involve a number of risks and uncertainties. The forward-looking statements are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. A discussion of these forward-looking statements and risk factors that may affect them is set forth at the end of this presentation. The Company assumes no obligation to update any forward-looking statement in this presentation, except as required by law.


 
ACI Delivers Mission-Critical Payment Solutions We combine our global footprint with local presence to drive the real-time digital transformation of payments and commerce. Our proven, secure and scalable software solutions enable leading corporations, fintechs and financial disruptors to: Process and manage digital payments Enable omni-commerce payments Present and process bill payments Manage fraud and risk 3 ACI Worldwide is the global leader in mission-critical, real-time payments software.


 
Q2 2023 Highlights 4 Consolidated Results Segment Results Balance Sheet * Adjusted for FX and Corporate Online Banking divestiture (in Banking segment) ** Statistics as of 06.30.2023 Total revenue of $323M, down 2% from Q2 2022* Banking revenue down 10%*, as timing of larger renewal events is heavily weighted to the back-half of 2023 Merchant revenue flat versus Q2 2022, on a constant currency basis Biller revenue up 5%, driven by new customer onboarding $132M cash balance** $1.1B debt Net debt ratio of 2.9x** Adjusted EBITDA of $57M versus $66M from Q2 2022 $200 million remaining on repurchase authorization Trailing twelve month (TTM) ARR bookings of $91M up 2% versus TTM Q2 2022 Recurring revenue of $261M, up 5% from Q2 2022*


 
2023 Guidance 5 • Q3 Revenue expected to be in a range of $335 - $345 million • Q3 Adjusted EBITDA expected to be in a range of $70 - $80 million 2023 Guidance Range 2022 Actual Deduct COB* FX Impact 2022 Proforma Low High Implied Growth Rate Revenue 1,422 (32) (5) 1,385 1,436 1,466 4-6% Adjusted EBITDA 373 (14) - 359 380 395 6-10% $'s in millions Foreign currency rates as of 12/31/22 * Proforma for the sale of the Corporate Online Banking business on September 1, 2022


 
Three Months Ended June 30, Six Months Ended June 30, Recurring Revenue (millions) 2023 2022 2023 2022 SaaS and PaaS fees $ 209.7 $ 206.9 $ 414.6 $ 401.5 Maintenance fees 51.4 50.6 101.5 102.0 Recurring Revenue $ 261.1 $ 257.5 $ 516.1 $ 503.5 Three Months Ended June 30, TTM Ended June 30, Annual Recurring Revenue (ARR) Bookings (millions) 2023 2022 2023 2022 ARR Bookings $ 12.7 $ 18.1 $ 90.7 $ 88.9 Supplemental Financial Data


 
Supplemental Financial Data Three Months Ended June 30, Six Months Ended June 30, Adjusted EBITDA (millions) 2023 2022 2023 2022 Net income (loss) $ (6.7) $ 13.3 $ (39.0) $ 28.8 Plus: Income tax expense (benefit) (3.3) 4.4 (14.1) 11.1 Net interest expense 16.4 8.8 31.8 16.5 Net other income (expense) 4.1 (2.0) 7.5 (4.3) Depreciation expense 7.0 6.0 13.1 11.0 Amortization expense 24.5 26.2 49.9 52.7 Non-cash stock-based compensation expense 5.4 6.8 10.7 14.8 Adjusted EBITDA before significant transaction-related expenses $ 47.4 $ 63.5 $ 59.9 $ 130.6 Significant transaction-related expenses: Cost reduction strategies 7.6 — 15.9 — European datacenter migration 1.2 1.3 2.2 1.8 Other 1.2 1.4 4.3 1.4 Adjusted EBITDA $ 57.4 $ 66.2 $ 82.3 $ 133.8 Revenue, net of interchange Revenue $ 323.3 $ 340.4 $ 613.0 $ 663.5 Interchange 106.1 103.8 212.3 197.0 Revenue, net of interchange $ 217.2 $ 236.6 $ 400.7 $ 466.5 Net Adjusted EBITDA Margin 26 % 28 % 21 % 29 %


 
Three Months Ended June 30, Six Months Ended June 30, Segment Information (millions) 2023 2022 2023 2022 Revenue Banks $ 117.5 $ 141.9 $ 205.5 $ 274.1 Merchants 36.5 36.5 71.3 77.5 Billers 169.3 162.0 336.2 311.8 Total Revenue $ 323.3 $ 340.4 $ 613.0 $ 663.4 Recurring Revenue Banks $ 57.4 $ 60.7 $ 113.0 $ 122.0 Merchants 34.4 34.9 66.9 69.7 Billers 169.3 161.9 336.2 311.8 Total $ 261.1 $ 257.5 $ 516.1 $ 503.5 Segment Adjusted EBITDA Banks $ 51.6 $ 70.2 $ 76.3 $ 134.9 Merchants $ 9.9 $ 7.8 $ 16.5 $ 22.5 Billers $ 31.2 $ 28.3 $ 60.9 $ 54.7 Supplemental Financial Data


 
EPS Impact of Non-cash and Significant Transaction- related Items (millions) Three Months Ended June 30, 2023 2022 EPS Impact $ in Millions (Net of Tax) EPS Impact $ in Millions (Net of Tax) GAAP net income (loss) $ (0.06) $ (6.7) $ 0.12 $ 13.3 Adjusted for: Significant transaction-related expenses 0.07 7.7 0.02 2.1 Amortization of acquisition-related intangibles 0.06 6.4 0.06 6.9 Amortization of acquisition-related software 0.04 3.8 0.04 4.5 Non-cash stock-based compensation 0.04 4.1 0.05 5.2 Total adjustments 0.21 22.0 0.17 18.7 Diluted EPS adjusted for non-cash and significant transaction-related items $ 0.15 $ 15.3 $ 0.29 $ 32.0 Supplemental Financial Data Six Months Ended June 30, 2023 2022 EPS Impact $ in Millions (Net of Tax) EPS Impact $ in Millions (Net of Tax) GAAP net income (loss) $ (0.36) $ (39.0) $ 0.25 $ 28.8 Adjusted for: Significant transaction-related expenses 0.16 17.1 0.02 2.4 Amortization of acquisition-related intangibles 0.12 12.8 0.12 13.9 Amortization of acquisition-related software 0.08 8.2 0.08 9.6 Non-cash stock-based compensation 0.07 8.1 0.10 11.2 Total adjustments 0.43 46.2 0.32 37.1 Diluted EPS adjusted for non-cash and significant transaction-related items $ 0.07 $ 7.2 $ 0.57 $ 65.9


 
To supplement our financial results presented on a GAAP basis, we use the non-GAAP measures indicated in the tables, which exclude significant transaction related expenses, as well as other significant non-cash expenses such as depreciation, amortization, and non-cash compensation, that we believe are helpful in understanding our past financial performance and our future results. The presentation of these non-GAAP financial measures should be considered in addition to our GAAP results and are not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management generally compensates for limitations in the use of non-GAAP financial measures by relying on comparable GAAP financial measures and providing investors with a reconciliation of non-GAAP financial measures only in addition to and in conjunction with results presented in accordance with GAAP. We believe that these non-GAAP financial measures reflect an additional way to view aspects of our operations that, when viewed with our GAAP results, provide a more complete understanding of factors and trends affecting our business. Certain non-GAAP measures include: • Adjusted EBITDA: net income (loss) plus income tax expense (benefit), net interest income (expense), net other income (expense), depreciation, amortization, and non-cash compensation, as well as significant transaction related expenses. Adjusted EBITDA should be considered in addition to, rather than as a substitute for, net income (loss). • Net Adjusted EBITDA Margin: Adjusted EBITDA divided by revenue net of pass through interchange revenue. Net Adjusted EBITDA Margin should be considered in addition to, rather than as a substitute for, net income (loss). • Diluted EPS adjusted for non-cash and significant transaction related items: diluted EPS plus tax effected significant transaction related items, amortization of acquired intangibles and software, and non-cash stock-based compensation. Diluted EPS adjusted for non-cash and significant transaction related items should be considered in addition to, rather than as a substitute for, diluted EPS. • Recurring Revenue: revenue from software as a service and platform service fees and maintenance fees. Recurring revenue should be considered in addition to, rather than as a substitute for, total revenue. • ARR: New annual recurring revenue expected to be generated from new accounts, new applications, and add-on sales bookings contracts signed in the period. Non-GAAP Financial Measures


 
This presentation contains forward-looking statements based on current expectations that involve a number of risks and uncertainties. Generally, forward-looking statements do not relate strictly to historical or current facts and may include words or phrases such as “believes,” “will,” “expects,” “anticipates,” “intends,” and words and phrases of similar impact. The forward-looking statements are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include, but are not limited to, statements regarding Q3 2023 and full year 2023 revenue and adjusted EBITDA financial guidance. All of the foregoing forward-looking statements are expressly qualified by the risk factors discussed in our filings with the Securities and Exchange Commission. Such factors include, but are not limited to, increased competition, business interruptions or failure of our information technology and communication systems, security breaches or viruses, our ability to attract and retain senior management personnel and skilled technical employees, future acquisitions, strategic partnerships and investments, divestitures and other restructuring activities, implementation and success of our strategy, impact if we convert some or all on-premise licenses from fixed- term to subscription model, anti-takeover provisions, exposure to credit or operating risks arising from certain payment funding methods, customer reluctance to switch to a new vendor, our ability to adequately defend our intellectual property, litigation, our offshore software development activities, risks from operating internationally, including fluctuations in currency exchange rates, events in eastern Europe, adverse changes in the global economy, compliance of our products with applicable legislation, governmental regulations and industry standards, the complexity of our products and services and the risk that they may contain hidden defects, complex regulations applicable to our payments business, our compliance with privacy and cybersecurity regulations, our involvement in investigations, lawsuits and other expense and time-consuming legal proceedings, exposure to unknown tax liabilities, changes in tax laws and regulations, consolidations and failures in the financial services industry, volatility in our stock price, demand for our products, failure to obtain renewals of customer contracts or to obtain such renewals on favorable terms, delay or cancellation of customer projects or inaccurate project completion estimates, impairment of our goodwill or intangible assets, the accuracy of management’s backlog estimates, the cyclical nature of our revenue and earnings and the accuracy of forecasts due to the concentration of revenue-generating activity during the final weeks of each quarter, restrictions and other financial covenants in our debt agreements, our existing levels of debt, events outside of our control including natural disasters, wars, and outbreaks of disease, and revenues or revenue mix. For a detailed discussion of these risk factors, parties that are relying on the forward-looking statements should review our filings with the Securities and Exchange Commission, including our most recently filed Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. Forward Looking Statements