Nuvei Announces Second Quarter 2024 Results
Nuvei (NVEI) reported its Q2 2024 financial results, showing mixed performance. Total volume increased 22% to $61.7 billion, and revenue grew 13% to $345.5 million. However, net income decreased 54% to $5.3 million. Adjusted EBITDA rose 6% to $116.8 million, and adjusted net income increased 8% to $62.6 million.
The company also provided an update on its proposed take-private transaction with Advent International, valuing Nuvei at approximately $6.3 billion. The deal, approved by shareholders and the court, is expected to close in late 2024 or Q1 2025, subject to regulatory approvals.
Nuvei declared a cash dividend of $0.10 per share, payable on September 5, 2024, to shareholders of record on August 20, 2024.
Nuvei (NVEI) ha riportato i risultati finanziari del secondo trimestre 2024, mostrando una performance mista. Il volume totale è aumentato del 22% arrivando a 61,7 miliardi di dollari, e i ricavi sono cresciuti del 13% raggiungendo 345,5 milioni di dollari. Tuttavia, il reddito netto è diminuito del 54% a 5,3 milioni di dollari. L'EBITDA rettificato è aumentato del 6% a 116,8 milioni di dollari, e il reddito netto rettificato è cresciuto dell'8% a 62,6 milioni di dollari.
L'azienda ha anche fornito un aggiornamento sulla sua proposta di transazione per diventare privata con Advent International, che valuta Nuvei circa 6,3 miliardi di dollari. L'accordo, approvato dagli azionisti e dalla corte, dovrebbe concludersi entro la fine del 2024 o nel primo trimestre del 2025, soggetto ad approvazioni regolamentari.
Nuvei ha dichiarato un dividendo in contante di 0,10 dollari per azione, pagabile il 5 settembre 2024, agli azionisti registrati il 20 agosto 2024.
Nuvei (NVEI) informó sus resultados financieros del segundo trimestre de 2024, mostrando un desempeño mixto. El volumen total aumentó un 22% alcanzando los 61,7 mil millones de dólares, y los ingresos crecieron un 13% a 345,5 millones de dólares. Sin embargo, el ingreso neto disminuyó un 54% a 5,3 millones de dólares. El EBITDA ajustado subió un 6% a 116,8 millones de dólares, y el ingreso neto ajustado aumentó un 8% a 62,6 millones de dólares.
La compañía también proporcionó una actualización sobre su propuesta de transacción para hacerse privada con Advent International, valorando a Nuvei en aproximadamente 6,3 mil millones de dólares. El acuerdo, aprobado por los accionistas y la corte, se espera que se cierre a finales de 2024 o en el primer trimestre de 2025, sujeto a aprobaciones regulatorias.
Nuvei declaró un dividendo en efectivo de 0,10 dólares por acción, pagadero el 5 de septiembre de 2024, a los accionistas registrados el 20 de agosto de 2024.
Nuvei (NVEI)는 2024년 2분기 재무 결과를 보고했으며, 혼합된 성과를 보여주었습니다. 총 거래량은 22% 증가하여 617억 달러에 달했습니다, 매출은 13% 증가하여 3억 4천 5백만 달러에 이르렀습니다. 그러나 순이익은 54% 감소하여 530만 달러가 되었습니다. 조정된 EBITDA는 6% 증가하여 1억 1천 6백 80만 달러로 늘었고, 조정된 순이익은 8% 증가하여 6천 2백 60만 달러에 달했습니다.
회사는 또한 Advent International과의 비공식 거래 제안에 대한 업데이트를 제공했으며, Nuvei의 가치는 약 63억 달러로 평가됩니다. 주주와 법원의 승인을 받은 이 거래는 2024년 말 또는 2025년 1분기에 마무리될 것으로 예상되며, 규제 승인을 받아야 합니다.
Nuvei는 주당 0.10달러의 현금 배당금을 선언하였으며, 2024년 9월 5일에 지급될 예정입니다. 배당금 지급일 기준으로 주주명부에 등록된 주주에게 지급됩니다.
Nuvei (NVEI) a annoncé ses résultats financiers pour le deuxième trimestre 2024, montrant des performances mitigées. Le volume total a augmenté de 22% atteignant 61,7 milliards de dollars, et les revenus ont crû de 13% pour atteindre 345,5 millions de dollars. Cependant, le résultat net a chuté de 54% à 5,3 millions de dollars. L'EBITDA ajusté a augmenté de 6% pour atteindre 116,8 millions de dollars, et le résultat net ajusté a progressé de 8% à 62,6 millions de dollars.
L'entreprise a également fourni une mise à jour sur sa transaction proposée de privatisation avec Advent International, valorisant Nuvei à environ 6,3 milliards de dollars. L'accord, approuvé par les actionnaires et le tribunal, devrait se finaliser fin 2024 ou au premier trimestre 2025, sous réserve des approbations réglementaires.
Nuvei a déclaré un dividende en espèces de 0,10 dollar par action, payable le 5 septembre 2024, aux actionnaires enregistrés le 20 août 2024.
Nuvei (NVEI) berichtete über seine finanziellen Ergebnisse für das 2. Quartal 2024 und zeigte eine gemischte Leistung. Das gesamte Volumen stieg um 22% auf 61,7 Milliarden Dollar, und der Umsatz wuchs um 13% auf 345,5 Millionen Dollar. Allerdings ging der Nettogewinn um 54% auf 5,3 Millionen Dollar zurück. Das bereinigte EBITDA stieg um 6% auf 116,8 Millionen Dollar, und der bereinigte Nettogewinn erhöhte sich um 8% auf 62,6 Millionen Dollar.
Das Unternehmen gab auch ein Update zu seiner geplanten Private-Equity-Transaktion mit Advent International, die Nuvei mit etwa 6,3 Milliarden Dollar bewertet. Der Deal, der von den Aktionären und dem Gericht genehmigt wurde, wird voraussichtlich Ende 2024 oder im ersten Quartal 2025 abgeschlossen, vorbehaltlich regulatorischer Genehmigungen.
Nuvei erklärte eine Barkapitaldividende von 0,10 Dollar pro Aktie, die am 5. September 2024 an die Aktionäre ausgezahlt wird, die zum 20. August 2024 im Aktienregister stehen.
- Total volume increased 22% to $61.7 billion
- Revenue grew 13% to $345.5 million
- Adjusted EBITDA rose 6% to $116.8 million
- Adjusted net income increased 8% to $62.6 million
- Proposed take-private transaction values Nuvei at $6.3 billion, offering a 56% premium to shareholders
- Net income decreased 54% to $5.3 million
- Net income per diluted share decreased to $0.02 from $0.07
- For the six-month period, net income decreased by 84% to $0.5 million
Insights
Nuvei's Q2 2024 results show mixed performance. Total volume grew impressively by 22% to
The Adjusted EBITDA increase of 6% to
Nuvei's performance indicates resilience in a competitive fintech landscape. The
The proposed
The proposed take-private transaction for Nuvei has cleared significant legal hurdles, including shareholder approval on June 18, 2024 and court approval on June 20, 2024. However, investors should note that several key regulatory approvals remain outstanding, which could impact the expected closing timeline of late 2024 or Q1 2025.
The transaction structure, involving a statutory plan of arrangement under the Canada Business Corporations Act, is common for Canadian public company acquisitions. The planned delisting from TSX and Nasdaq, along with deregistration with the SEC, will significantly alter Nuvei's regulatory landscape and reporting obligations post-closure.
Nuvei reports in
Financial Highlights for the Three Months Ended June 30, 2024 Compared to 2023:
- Total volume(a) increased by
22% to$61.7 billion $50.6 billion - Revenue increased by
13% to$345.5 million $307.0 million - Net income decreased by
54% to$5.3 million $11.6 million - Adjusted EBITDA(b) increased by
6% to$116.8 million $110.3 million - Adjusted net income(b) increased by
8% to$62.6 million $58.1 million - Net income per diluted share decreased to
$0.02 $0.07 - Adjusted net income per diluted share(b) increased by
5% to$0.41 $0.39 - Adjusted EBITDA less capital expenditures(b) increased to
$96.4 million $95.9 million
Financial Highlights for the Six Months Ended June 30, 2024 Compared to 2023:
- Total volume(a) increased by
31% to$121.8 billion $93.0 billion - Revenue increased
21% to$680.6 million $563.5 million - Net income decreased by
84% to$0.5 million $3.3 million - Adjusted EBITDA(b) increased by
12% to$231.6 million $206.6 million - Adjusted net income(b) increased by
2% to$125.1 million $122.5 million - Net loss per diluted share was
$0.02 $0.00 - Adjusted net income per diluted share(b) was stable at
$0.83 - Adjusted EBITDA less capital expenditures(b) increased by
9% to$195.5 million $179.5 million - Cash dividends declared were
$28.2 million
(a) Total volume does not represent revenue earned by the Company, but rather the total dollar value of transactions processed by merchants under contractual agreement with the Company. See "Non-IFRS and Other Financial Measures". |
(b) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted net income per diluted share and Adjusted EBITDA less capital expenditures are non-IFRS measures and non-IFRS ratios. These measures are not recognized measures under IFRS and do not have standardized meanings prescribed by IFRS and therefore may not be comparable to similar measures presented by other companies. See "Non-IFRS and Other Financial Measures". |
Proposed take private transaction
As previously announced, on April 1, 2024 the Company entered into a definitive arrangement agreement to be taken private by Advent International ("Advent"), one of the world's largest and most experienced global private equity investors, as well as a longstanding sponsor in the payments space, alongside existing Canadian shareholders Philip Fayer, certain investment funds managed by Novacap Management Inc. and Caisse de dépôt et placement du
The Proposed transaction will be implemented by way of a statutory plan of arrangement under the Canada Business Corporations Act. The Proposed transaction was approved by shareholders at a special meeting held on June 18, 2024 and received court approval on June 20, 2024. The proposed transaction remains subject to customary closing conditions, including receipt of key regulatory approvals (a number of which were received and/or for which the waiting period has expired as of the date hereof, with several approvals remaining outstanding), is not subject to any financing condition and, assuming the timely receipt of all required key regulatory approvals, is expected to close in late 2024 or the first quarter of 2025.
Following completion of the transaction, it is expected that the Subordinate Voting Shares will be delisted from each of the Toronto Stock Exchange and the Nasdaq and that Nuvei will cease to be a reporting issuer in all applicable Canadian jurisdictions and will deregister the Subordinate Voting Shares with the
1 | Philip Fayer, Novacap and CDPQ (together with entities they control directly or indirectly, collectively, the "Rollover Shareholders") have agreed to roll approximately |
Cash Dividend
Nuvei today announced that its Board of Directors has authorized and declared a cash dividend of
The Company, for the purposes of the Income Tax Act (
The declaration, timing, amount and payment of future dividends remain at the discretion of the Board of Directors, as more fully described under the heading "Forward-Looking Information" of this press release.
Conference Call, Financial Outlook and Growth Targets
In light of the Proposed transaction, Nuvei no longer holds earnings conference calls or provides its financial outlook or growth targets.
About Nuvei
Nuvei (Nasdaq: NVEI) (TSX: NVEI) is the Canadian fintech company accelerating the business of clients around the world. Nuvei's modular, flexible and scalable technology allows leading companies to accept next-gen payments, offer all payout options and benefit from card issuing, banking, risk and fraud management services. Connecting businesses to their customers in more than 200 markets, with local acquiring in 50 markets, 150 currencies and 716 alternative payment methods, Nuvei provides the technology and insights for customers and partners to succeed locally and globally with one integration.
For more information, visit www.nuvei.com
Non-IFRS and Other Financial Measures
Nuvei's condensed interim consolidated financial statements have been prepared in accordance with IFRS applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting, as issued by the IASB. The information presented in this press release includes non-IFRS financial measures, non-IFRS financial ratios and supplementary financial measures, namely Adjusted EBITDA, Adjusted net income, Adjusted net income per basic share, Adjusted net income per diluted share, Adjusted EBITDA less capital expenditures and Total volume. These measures are not recognized measures under IFRS and do not have standardized meanings prescribed by IFRS and therefore may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement IFRS measures by providing further understanding of our results of operations from our perspective. Accordingly, these measures should not be considered in isolation nor as a substitute for analysis of the Company's financial statements reported under IFRS. These measures are used to provide investors with additional insight of our operating performance and thus highlight trends in Nuvei's business that may not otherwise be apparent when relying solely on IFRS measures. We also believe that securities analysts, investors and other interested parties frequently use these non-IFRS and other financial measures in the evaluation of issuers. We also use these measures to facilitate operating performance comparisons from period to period, to prepare annual operating budgets and forecasts and to determine components of management compensation. We believe these measures are important additional measures of our performance, primarily because they and similar measures are used widely among others in the payment technology industry as a means of evaluating a company's underlying operating performance.
Non-IFRS Financial Measures
Adjusted EBITDA: We use Adjusted EBITDA as a means to evaluate operating performance, by eliminating the impact of non-operational or non-cash items. Adjusted EBITDA is defined as net income (loss) before finance costs (recovery), finance income, depreciation and amortization, income tax expense, acquisition, integration and severance costs, share-based payments and related payroll taxes, loss (gain) on foreign currency exchange, and legal settlement and other.
Adjusted EBITDA less capital expenditures: We use Adjusted EBITDA less capital expenditures (which we define as acquisition of intangible assets and property and equipment) as a supplementary indicator of our operating performance.
Adjusted net income: We use Adjusted net income as an indicator of business performance and profitability with our current tax and capital structure. Adjusted net income is defined as net income (loss) before acquisition, integration and severance costs, share-based payments and related payroll taxes, loss (gain) on foreign currency exchange, amortization of acquisition-related intangible assets, and the related income tax expense or recovery for these items. Adjusted net income also excludes change in redemption value of liability-classified common and preferred shares, change in fair value of share repurchase liability and accelerated amortization of deferred financing fees and legal settlement and other.
Non-IFRS Financial Ratios
Adjusted net income per basic share and per diluted share: We use Adjusted net income per basic share and per diluted share as an indicator of performance and profitability of our business on a per share basis. Adjusted net income per basic share and per diluted share means Adjusted net income less net income attributable to non-controlling interest divided by the basic and diluted weighted average number of common shares outstanding for the period, respectively. The number of share-based awards used in the diluted weighted average number of common shares outstanding in the Adjusted net income per diluted share calculation is determined using the treasury stock method as permitted under IFRS.
Supplementary Financial Measures
We monitor the following key performance indicators to help us evaluate our business, measure our performance, identify trends affecting our business, formulate business plans and make strategic decisions. Our key performance indicators may be calculated in a manner that differs from similar key performance indicators used by other companies.
Total volume: We believe Total volume is an indicator of performance of our business. Total volume and similar measures are used widely among others in the payments industry as a means of evaluating a company's performance. We define Total volume as the total dollar value of transactions processed in the period by customers under contractual agreement with us. Total volume does not represent revenue earned by us. Total volume includes acquiring volume, where we are in the flow of funds in the settlement transaction cycle, gateway/technology volume, where we provide our gateway/technology services but are not in the flow of funds in the settlement transaction cycle, as well as the total dollar value of transactions processed relating to APMs and payouts. Since our revenue is primarily sales volume and transaction-based, generated from merchants' daily sales and through various fees for value-added services provided to our customers, fluctuations in Total volume will generally impact our revenue.
Forward-Looking Information
This press release contains "forward-looking information" and "forward-looking statements" (collectively, "Forward-looking information") within the meaning of applicable securities laws. Such forward-looking information may include, without limitation, information with respect to our objectives and the strategies to achieve these objectives, as well as information with respect to our beliefs, plans, expectations, anticipations, estimates and intentions. This forward-looking information is identified by the use of terms and phrases such as "may", "would", "should", "could", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "believe", or "continue", the negative of these terms and similar terminology, including references to assumptions, although not all forward-looking information contains these terms and phrases. Particularly, information regarding our expectations of future results, performance, achievements, prospects or opportunities or the markets in which we operate, expectations regarding industry trends and the size and growth rates of addressable markets, our business plans and growth strategies, addressable market opportunity for our solutions, expectations regarding growth and cross-selling opportunities and intention to capture an increasing share of addressable markets, the costs and success of our sales and marketing efforts, intentions to expand existing relationships, further penetrate verticals, enter new geographical markets, expand into and further increase penetration of international markets, intentions to selectively pursue and successfully integrate acquisitions, and expected acquisition outcomes, cost savings, synergies and benefits, including with respect to the acquisition of Paya, future investments in our business and anticipated capital expenditures, our intention to continuously innovate, differentiate and enhance our platform and solutions, expected pace of ongoing legislation of regulated activities and industries, our competitive strengths and competitive position in our industry, and expectations regarding our revenue, revenue mix and the revenue generation potential of our solutions and expectations regarding our margins and future profitability, as well as statements regarding the Proposed transaction with Advent International L.P., alongside existing Canadian shareholders Philip Fayer, certain investment funds managed by Novacap Management Inc., and Caisse de dépôt et placement du
In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances.
Forward-looking information is based on management's beliefs and assumptions and on information currently available to management, regarding, among other things, assumptions regarding foreign exchange rate, competition, political environment and economic performance of each region where the Company operates and general economic conditions and the competitive environment within our industry, including the following assumptions: (a) the Company will continue to effectively execute against its key strategic growth priorities, without any material adverse impact from macroeconomic or geopolitical headwinds on its or its customers' business, financial condition, financial performance, liquidity or any significant reduction in demand for its products and services, (b) the economic conditions in our core markets, geographies and verticals, including resulting consumer spending and employment, remaining at close to current levels, (c) assumptions as to foreign exchange rates and interest rates, including inflation, (d) the Company's continued ability to manage its growth effectively, (e) the Company's ability to continue to attract and retain key talent and personnel required to achieve its plans and strategies, including sales, marketing, support and product and technology operations, in each case both domestically and internationally, (f) the Company's ability to successfully identify, complete, integrate and realize the expected benefits of past and recent acquisitions and manage the associated risks, as well as future acquisitions, (g) the absence of adverse changes in legislative or regulatory matters, (h) the Company's continued ability to upskill and modify its compliance capabilities as regulations change or as the Company enters new markets or offers new products or services, (i) the Company's continued ability to access liquidity and capital resources, including its ability to secure debt or equity financing on satisfactory terms, and (j) the absence of adverse changes in current tax laws. Unless otherwise indicated, forward-looking information does not give effect to the potential impact of any mergers, acquisitions, divestitures or business combinations that may be announced or closed after the date hereof. Although the forward-looking information contained herein is based upon what we believe are reasonable assumptions, investors are cautioned against placing undue reliance on this information since actual results may vary from the forward-looking information.
Forward-looking information involves known and unknown risks and uncertainties, many of which are beyond our control, that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, the risk factors described in greater detail under "Risk Factors" of the Company's annual information form ("AIF") and the "Risk Factor's" in the Company's management's discussion and analysis of financial condition and results of operations for the three months ended June 30, 2024 ("MD&A"), such as: risks relating to our business, industry and overall economic uncertainty; the rapid developments and change in our industry; substantial competition both within our industry and from other payments providers; challenges implementing our growth strategy; challenges to expand our product portfolio and market reach; changes in foreign currency exchange rates, interest rates, consumer spending and other macroeconomic factors affecting our customers and our results of operations; challenges in expanding into new geographic regions internationally and continuing our growth within our markets; challenges in retaining existing customers, increasing sales to existing customers and attracting new customers; reliance on third-party partners to distribute some of our products and services; risks associated with future acquisitions, partnerships or joint-ventures; challenges related to economic and political conditions, business cycles and credit risks of our customers, such as wars like the
Our dividend policy is at the discretion of the Board. Any future determination to declare cash dividends on our securities will be made at the discretion of our Board, subject to applicable Canadian laws, and will depend on a number of factors, including our financial condition, results of operations, capital requirements, contractual restrictions (including covenants contained in our credit facilities), general business conditions and other factors that our Board may deem relevant. Further, our ability to pay dividends, as well as make share repurchases, will be subject to applicable laws and contractual restrictions contained in the instruments governing our indebtedness, including our credit facility. Any of the foregoing may have the result of restricting future dividends or share repurchases.
Consequently, all of the forward-looking information contained herein is qualified by the foregoing cautionary statements, and there can be no guarantee that the results or developments that we anticipate will be realized or, even if substantially realized, that they will have the expected consequences or effects on our business, financial condition or results of operation. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained herein represents our expectations as of the date hereof or as of the date it is otherwise stated to be made, as applicable, and is subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or amend such forward-looking information whether as a result of new information, future events or otherwise, except as may be required by applicable law.
Contact:
Investors
Chris Mammone, Head of Investor Relations
IR@nuvei.com
Statements of Profit or Loss and Comprehensive Income or Loss Data (in thousands of US dollars except for shares and per share amounts) | ||||
Three months ended June 30 | Six months ended June 30 | |||
2024 | 2023 | 2024 | 2023 | |
$ | $ | $ | $ | |
Revenue | 345,478 | 307,026 | 680,587 | 563,524 |
Cost of revenue | 68,039 | 53,926 | 132,769 | 108,522 |
Gross profit | 277,439 | 253,100 | 547,818 | 455,002 |
Selling, general and administrative expenses | 228,492 | 221,755 | 458,593 | 416,373 |
Operating profit | 48,947 | 31,345 | 89,225 | 38,629 |
Finance income | (676) | (961) | (1,388) | (6,336) |
Finance cost | 29,625 | 29,318 | 59,603 | 47,786 |
Net finance cost | 28,949 | 28,357 | 58,215 | 41,450 |
Loss (gain) on foreign currency exchange | 8,555 | (11,115) | 17,505 | (12,513) |
Income before income tax | 11,443 | 14,103 | 13,505 | 9,692 |
Income tax expense | 6,095 | 2,486 | 12,964 | 6,364 |
Net income | 5,348 | 11,617 | 541 | 3,328 |
Other comprehensive income (loss), net of tax | ||||
Foreign operations – foreign currency translation | 1,958 | (9,068) | 2,614 | (4,010) |
Change in fair value of financial instruments | 1,540 | — | 6,559 | — |
Reclassification of change in fair value of | (503) | — | (1,005) | — |
Comprehensive income (loss) | 8,343 | 2,549 | 8,709 | (682) |
Net income attributable to: | ||||
Common shareholders of the Company | 3,465 | 9,923 | (3,398) | 145 |
Non-controlling interest | 1,883 | 1,694 | 3,939 | 3,183 |
5,348 | 11,617 | 541 | 3,328 | |
Comprehensive income (loss) attributable to: | ||||
Common shareholders of the Company | 6,460 | 855 | 4,770 | (3,865) |
Non-controlling interest | 1,883 | 1,694 | 3,939 | 3,183 |
8,343 | 2,549 | 8,709 | (682) | |
Net income (loss) per share attributable to | ||||
Basic | 0.02 | 0.07 | (0.02) | 0.00 |
Diluted | 0.02 | 0.07 | (0.02) | 0.00 |
Weighted average number of common | ||||
Basic | 140,590,664 | 138,841,224 | 140,118,586 | 139,245,992 |
Diluted | 146,442,057 | 143,542,021 | 140,118,586 | 143,552,506 |
Consolidated Statements of Financial Position Data (in thousands of US dollars) | ||
June 30, 2024 | December 31, 2023 | |
$ | $ | |
Assets | ||
Current assets | ||
Cash and cash equivalents | 183,037 | 170,435 |
Trade and other receivables | 146,030 | 105,755 |
Inventory | 2,661 | 3,156 |
Prepaid expenses | 17,262 | 16,250 |
Income taxes receivable | 948 | 4,714 |
Current portion of contract assets | 1,441 | 1,038 |
Other current assets | 930 | 7,582 |
Total current assets before segregated funds | 352,309 | 308,930 |
Segregated funds | 1,551,572 | 1,455,376 |
Total current assets | 1,903,881 | 1,764,306 |
Non-current assets | ||
Property and equipment | 39,785 | 33,094 |
Intangible assets | 1,287,185 | 1,305,048 |
Goodwill | 1,982,292 | 1,987,737 |
Deferred tax assets | 5,908 | 4,336 |
Contract assets | 748 | 835 |
Processor and other deposits | 5,385 | 4,310 |
Other non-current assets | 36,813 | 35,601 |
Total Assets | 5,261,997 | 5,135,267 |
Liabilities | ||
Current liabilities | ||
Trade and other payables | 191,510 | 179,415 |
Income taxes payable | 28,630 | 25,563 |
Current portion of loans and borrowings | 14,377 | 12,470 |
Other current liabilities | 6,085 | 7,859 |
Total current liabilities before due to merchants | 240,602 | 225,307 |
Due to merchants | 1,551,572 | 1,455,376 |
Total current liabilities | 1,792,174 | 1,680,683 |
Non-current liabilities | ||
Loans and borrowings | 1,244,016 | 1,248,074 |
Deferred tax liabilities | 133,581 | 151,921 |
Other non-current liabilities | 4,498 | 10,374 |
Total Liabilities | 3,174,269 | 3,091,052 |
Equity | ||
Equity attributable to shareholders | ||
Share capital | 2,006,801 | 1,969,734 |
Contributed surplus | 350,858 | 324,941 |
Deficit | (256,480) | (224,902) |
Accumulated other comprehensive loss | (35,288) | (43,456) |
2,065,891 | 2,026,317 | |
Non-controlling interest | 21,837 | 17,898 |
Total Equity | 2,087,728 | 2,044,215 |
Total Liabilities and Equity | 5,261,997 | 5,135,267 |
Consolidated Statements of Cash Flow Data (in thousands of | ||
For the six months ended June 30, | 2024 | 2023 |
$ | $ | |
Cash flow from operating activities | ||
Net income | 541 | 3,328 |
Adjustments for: | ||
Depreciation of property and equipment | 8,603 | 6,811 |
Amortization of intangible assets | 66,232 | 56,770 |
Amortization of contract assets | 698 | 758 |
Share-based payments | 50,399 | 71,442 |
Net finance cost | 58,215 | 41,450 |
Loss (gain) on foreign currency exchange | 17,505 | (12,513) |
Income tax expense | 12,964 | 6,364 |
Gain on business combination | (4,013) | — |
Loss on disposal | 528 | — |
Changes in non-cash working capital items: | (37,011) | (8,430) |
Interest paid | (58,226) | (42,769) |
Interest received | 11,001 | 7,560 |
Income taxes paid - net of tax received | (19,336) | (13,927) |
108,100 | 116,844 | |
Cash flow used in investing activities | ||
Business acquisitions, net of cash acquired | (1,185) | (1,379,778) |
Acquisition of property and equipment | (8,601) | (5,902) |
Acquisition of intangible assets | (27,541) | (21,143) |
Acquisition of distributor commissions | — | (20,318) |
Acquisition of other non-current assets | (201) | (31,816) |
Net decrease in processor deposits | 3,495 | — |
Net decrease in advances to third parties | — | 245 |
(34,033) | (1,458,712) | |
Cash flow from (used in) financing activities | ||
Shares repurchased and cancelled | — | (56,042) |
Proceeds from exercise of stock options | 10,653 | 6,399 |
Repayment of loans and borrowings | (39,154) | (76,560) |
Proceeds from loans and borrowings | — | 852,000 |
Financing fees related to loans and borrowings | (249) | (14,650) |
Payment of lease liabilities | (3,501) | (2,622) |
Dividends paid to shareholders | (28,112) | — |
(60,363) | 708,525 | |
Effect of movements in exchange rates on cash | (1,102) | 39 |
Net increase (decrease) in cash and cash equivalents | 12,602 | (633,304) |
Cash and cash equivalents – Beginning of period | 170,435 | 751,686 |
Cash and cash equivalents – End of period | 183,037 | 118,382 |
Reconciliation of Adjusted EBITDA and Adjusted EBITDA less capital expenditures to Net Income (In thousands of US dollars) | ||||
Three months ended | Six months ended | |||
2024 | 2023 | 2024 | 2023 | |
$ | $ | $ | $ | |
Net income | 5,348 | 11,617 | 541 | 3,328 |
Finance cost | 29,625 | 29,318 | 59,603 | 47,786 |
Finance income | (676) | (961) | (1,388) | (6,336) |
Depreciation and amortization | 38,005 | 35,925 | 74,835 | 63,581 |
Income tax expense | 6,095 | 2,486 | 12,964 | 6,364 |
Acquisition, integration and severance costs(a) | 4,988 | 6,562 | 16,620 | 31,880 |
Share-based payments and related payroll | 24,750 | 36,254 | 54,742 | 72,321 |
Loss (gain) on foreign currency exchange | 8,555 | (11,115) | 17,505 | (12,513) |
Legal settlement and other(c) | 70 | 221 | (3,794) | 178 |
Adjusted EBITDA | 116,760 | 110,307 | 231,628 | 206,589 |
Acquisition of property and equipment, and | (20,407) | (14,366) | (36,142) | (27,045) |
Adjusted EBITDA less capital expenditures | 96,353 | 95,941 | 195,486 | 179,544 |
(a) | These expenses relate to: | |
(i) | professional, legal, consulting, accounting and other fees and expenses related to our acquisition and financing activities, including the expenses related to the Proposed transaction. For the three months and six months ended June 30, 2024, these expenses were | |
(ii) | acquisition-related compensation was | |
(iii) | change in deferred purchase consideration for previously acquired businesses. No amount was recognized for the three months and six months ended June 30, 2024 and 2023. These amounts are presented in the contingent consideration adjustment line item of selling, general and administrative expenses. | |
(iv) | severance and integration expenses, which were | |
(b) | These expenses are recognized in connection with stock options and other awards issued under share-based plans as well as related payroll taxes that are directly attributable to share-based payments. For the three months and six months ended June 30, 2024, the expenses consisted of non-cash share-based payments of | |
(c) | This primarily represents legal settlements and associated legal costs, as well as non-cash gains, losses and provisions and certain other costs. These costs are presented in selling, general and administrative expenses. For the six months ended June 30, 2024, the gain consisted mainly of a gain on business combination of | |
Reconciliation of Adjusted net income and Adjusted net income per basic share and per diluted share to Net income (In thousands of US dollars except for share and per share amounts) | ||||
Three months ended June 30 | Six months ended June 30 | |||
2024 | 2023 | 2024 | 2023 | |
$ | $ | $ | $ | |
Net income | 5,348 | 11,617 | 541 | 3,328 |
Change in fair value of share repurchase liability | — | — | — | 571 |
Accelerated amortization of deferred financing fees | — | — | 174 | — |
Amortization of acquisition-related intangible assets(a) | 26,652 | 27,401 | 53,483 | 47,540 |
Acquisition, integration and severance costs(b) | 4,988 | 6,562 | 16,620 | 31,880 |
Share-based payments and related payroll taxes(c) | 24,750 | 36,254 | 54,742 | 72,321 |
Loss (gain) on foreign currency exchange | 8,555 | (11,115) | 17,505 | (12,513) |
Legal settlement and other(d) | 70 | 221 | (3,794) | 178 |
Adjustments | 65,015 | 59,323 | 138,730 | 139,977 |
Income tax expense related to adjustments(e) | (7,799) | (12,847) | (14,208) | (20,759) |
Adjusted net income | 62,564 | 58,093 | 125,063 | 122,546 |
Net income attributable to non-controlling interest | 1,883 | 1,694 | 3,939 | 3,183 |
Adjusted net income attributable to the common | 60,681 | 56,399 | 121,124 | 119,363 |
Weighted average number of common shares outstanding | 140,590,664 | 138,841,224 | 140,118,586 | 139,245,992 |
Basic | 146,442,057 | 143,542,021 | 146,350,086 | 143,552,506 |
Diluted | ||||
Adjusted net income per share attributable to common | ||||
Basic | 0.43 | 0.41 | 0.86 | 0.86 |
Diluted | 0.41 | 0.39 | 0.83 | 0.83 |
(a) | This line item relates to amortization expense taken on intangible assets created from the purchase price adjustment process on acquired companies and businesses and resulting from a change in control of the Company. | |
(b) | These expenses relate to: | |
(i) | professional, legal, consulting, accounting and other fees and expenses related to our acquisition and financing activities, including the expenses related to the Proposed transaction. For the three months and six months ended June 30, 2024, these expenses were | |
(ii) | acquisition-related compensation was | |
(iii) | change in deferred purchase consideration for previously acquired businesses. No amount was recognized for the three months and six months ended June 30, 2024 and 2023. These amounts are presented in the contingent consideration adjustment line item of selling, general and administrative expenses. | |
(iv) | severance and integration expenses, which were | |
(c) | These expenses are recognized in connection with stock options and other awards issued under share-based plans as well as related payroll taxes that are directly attributable to share-based payments. For the three months and six months ended June 30, 2024, the expenses consisted of non-cash share-based payments of | |
(d) | This primarily represents legal settlements and associated legal costs, as well as non-cash gains, losses and provisions and certain other costs. These costs are presented in selling, general and administrative expenses. For the three months ended June 30, 2024, the gain consisted mainly of a gain on business combination of | |
(e) | This line item reflects income tax expense on taxable adjustments using the tax rate of the applicable jurisdiction. | |
(f) | The number of share-based awards used in the diluted weighted average number of common shares outstanding in the Adjusted net income per diluted share calculation is determined using the treasury stock method as permitted under IFRS. | |
Disaggregation of revenue and interest revenue (In thousands of US dollars) | ||||
Three months ended June 30 | Six months ended June 30 | |||
2024 | 2023 | 2023 | 2022 | |
$ | $ | $ | $ | |
Merchant transaction and processing services revenue | 335,811 | 304,935 | 665,237 | 559,448 |
Other revenue | 3,271 | 2,091 | 5,737 | 4,076 |
Interest revenue | 6,396 | — | 9,613 | — |
345,478 | 307,026 | 680,587 | 563,524 | |
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SOURCE Nuvei
FAQ
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