EURONET WORLDWIDE, INC. [EEFT] Filings

10-Q 1 eeft-20240630.htm 10-Q eeft-20240630.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

Commission File Number: 001-31648

EURONET WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Delaware		74-2806888
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
11400 Tomahawk Creek Parkway, Suite 300
Leawood,	Kansas	66211
(Address of principal executive offices)		(Zip Code)

(913) 327-4200

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	EEFT	Nasdaq Global Select Market
1.375% Senior Notes due 2026	EEFT26	Nasdaq Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	þ	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	☐
		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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

On August 1, 2024, Euronet Worldwide, Inc. had 44,914,254 shares of common stock outstanding.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

Table of Contents

		Page

PART I—FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023	1
	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023	2
	Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2024 and 2023	3
	Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2024 and 2023	4
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023	6
	Notes to the Unaudited Consolidated Financial Statements	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	41
PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	41
Item 1A.	Risk Factors	42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	42
Item 5	Other Information	42
Item 6.	Exhibits	43
	Signatures	44

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except share and per share data)

	As of
	June 30, 2024			December 31, 2023
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	1,271.8		$	1,254.2
ATM cash	795.6			525.2
Restricted cash	23.8			15.2
Settlement assets	1,478.3			1,681.5
Trade accounts receivable, net of credit losses of $3.7 and $3.6	428.1			370.6
Prepaid expenses and other current assets	268.9			316.0
Total current assets	4,266.5			4,162.7
Operating right of use lease assets	144.3			142.6
Property and equipment, net of accumulated depreciation of $616.6 and $656.9	331.1			332.1
Goodwill	877.5			847.5
Acquired intangible assets, net of accumulated amortization of $221.4 and $214.1	200.7			167.6
Other assets, net of accumulated amortization of $79.3 and $76.3	179.9			181.9
Convertible notes receivable	60.8			60.0
Total assets	$	6,060.8		$	5,894.4
LIABILITIES AND EQUITY
Current liabilities:
Settlement obligations	$	1,478.3		$	1,681.5
Trade accounts payable	268.4			241.2
Accrued expenses and other current liabilities	403.0			439.0
Current portion of operating lease liabilities	50.9			50.3
Short-term debt obligations and current maturities of long-term debt obligations	1,233.8			150.3
Income taxes payable	80.9			81.6
Deferred revenue	56.3			56.7
Total current liabilities	3,571.6			2,700.6
Debt obligations, net of current portion	1,032.7			1,715.4
Operating lease obligations, net of current portion	97.2			95.8
Deferred income taxes	62.9			47.0
Other long-term liabilities	82.8			85.9
Total liabilities	4,847.2			4,644.7
Equity:
Euronet Worldwide, Inc. stockholders’ equity:
Preferred Stock, $0.02 par value. 10,000,000 shares authorized; none issued	—			—
Common Stock, $0.02 par value. 90,000,000 shares authorized; shares issued 64,508,362 and 64,376,923	1.3			1.3
Additional paid-in-capital	1,336.9			1,311.6
Treasury stock, at cost, shares issued 19,601,012 and 18,598,961	(1,603.5		)	(1,487.7		)
Retained earnings	1,737.3			1,627.9
Accumulated other comprehensive loss	(258.3		)	(203.2		)
Total Euronet Worldwide, Inc. stockholders’ equity	1,213.7			1,249.9
Noncontrolling interests	(0.1		)	(0.2		)
Total equity	1,213.6			1,249.7
Total liabilities and equity	$	6,060.8		$	5,894.4

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in millions, except share and per share data)


		Three Months Ended June 30,					Six Months Ended June 30,
		2024			2023			2024			2023
Revenues	$	986.2		$	939.1		$	1,843.2		$	1,726.3
Operating expenses:
Direct operating costs, exclusive of depreciation		580.8			558.1			1,114.5			1,049.7
Salaries and benefits		158.0			149.4			312.7			291.3
Selling, general and administrative		79.4			75.3			151.3			150.5
Depreciation and amortization		33.7			33.7			66.4			66.6
Total operating expenses		851.9			816.5			1,644.9			1,558.1
Operating income		134.3			122.6			198.3			168.2
Other income (expense):
Interest income		5.9			3.5			11.6			6.1
Interest expense		(20.1	)		(14.0	)		(35.0	)		(24.1	)
Foreign currency exchange gain (loss), net		1.5			6.3			(11.0	)		5.2
Other (losses) gains, net		0.8			(0.1	)		0.7			(0.1	)
Other expense, net		(11.9	)		(4.3	)		(33.7	)		(12.9	)
Income before income taxes		122.4			118.3			164.6			155.3
Income tax expense		(39.2	)		(32.3	)		(55.2	)		(49.5	)
Net income		83.2			86.0			109.4			105.8
Net (income) loss attributable to noncontrolling interests		(0.1	)		0.1			(0.1	)		0.4
Net income attributable to Euronet Worldwide, Inc.	$	83.1		$	86.1		$	109.3		$	106.2

Earnings per share attributable to Euronet Worldwide, Inc. stockholders:
Basic	$	1.83		$	1.73		$	2.40		$	2.14
Diluted	$	1.73		$	1.65		$	2.28		$	2.05

Weighted average shares outstanding:
Basic		45,429,998			49,637,589			45,623,470			49,724,478
Diluted		48,700,270			52,871,415			48,828,642			52,918,519

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited, in millions)


		Three Months Ended June 30,						Six Months Ended June 30,
		2024			2023			2024			2023
Net income	$	83.2		$	86.0		$	109.4		$	105.8
Translation adjustment		(10.0	)		10.0			(55.0	)		30.8
Comprehensive income		73.2			96.0			54.4			136.6
Comprehensive (income) loss attributable to noncontrolling interests		0.1			(0.1	)		0.1			(0.3	)
Comprehensive income attributable to Euronet Worldwide, Inc.	$	73.3		$	95.9		$	54.5		$	136.3

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited, in millions, except share data)

	Number of Shares Outstanding		Common Stock		Additional Paid-in Capital		Treasury Stock
Balance as of December 31, 2022	49,822,707		$	1.3	$	1,251.8	$	(1,105.8	)
Net income (loss)	—			—		—		—
Other comprehensive income	—			—		—		—
Stock issued under employee stock plans	79,859			—		0.5		0.5
Share-based compensation	—			—		14.3		—
Repurchase of shares	(276,400	)		—		—		(28.3	)
Balance as of March 31, 2023	49,626,166			1.3		1,266.6		(1,133.6	)
Net income (loss)	—			—		—		—
Other comprehensive income	—			—		—		—
Stock issued under employee stock plans	30,188			—		1.3		—
Share-based compensation	—			—		12.4		—
Repurchase of shares	(810	)		—		—		(0.1	)
Balance as of June 30, 2023	49,655,544		$	1.3	$	1,280.3	$	(1,133.7	)

	Number of Shares Outstanding		Common Stock		Additional Paid-in Capital		Treasury Stock
Balance of December 31, 2023	45,777,962		$	1.3	$	1,311.6	$	(1,487.7	)
Net income	—			—		—		—
Other comprehensive income	—			—		—		—
Stock issued under employee stock plans	90,812			—		0.7		(0.5	)
Share-based compensation	—			—		12.5		—
Repurchase of shares	—			—		—		—
Balance as of March 31, 2024	45,868,774			1.3		1,324.8		(1,488.2	)
Net income (loss)	—			—		—		—
Other comprehensive income (loss)	—			—		—		—
Stock issued under employee stock plans	38,576			—		1.9		(1.4	)
Share-based compensation	—			—		10.2		—
Repurchase of shares	(1,000,000	)		—		—		(113.9	)
Balance as of June 30, 2024	44,907,350		$	1.3	$	1,336.9	$	(1,603.5	)

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited, in millions, except share data)

	Retained Earnings		Accumulated Other Comprehensive Loss			Noncontrolling Interests			Total
Balance as of December 31, 2022	$	1,348.3	$	(251.0	)	$	(0.2	)	$	1,244.4
Net income (loss)		20.1		—			(0.3	)		19.8
Other comprehensive income		—		20.8			0.1			20.9
Stock issued under employee stock plans		—		—			—			1.0
Share-based compensation		—		—			—			14.3
Repurchase of shares		—		—			—			(28.3	)
Balance as of March 31, 2023		1,368.4		(230.2	)		(0.4	)		1,272.1
Net income (loss)		86.1		—			(0.1	)		86.0
Other comprehensive income		—		10.0			—			10.0
Stock issued under employee stock plans		—		—			—			1.3
Share-based compensation		—		—			—			12.4
Repurchase of shares		—		—			—			(0.1	)
Balance as of June 30, 2023	$	1,454.5	$	(220.2	)	$	(0.5	)	$	1,381.7

	Retained Earnings		Accumulated Other Comprehensive Loss			Noncontrolling Interests			Total
Balance as of December 31, 2023	$	1,627.9	$	(203.2	)	$	(0.2	)	$	1,249.7
Net income		26.2		—			—			26.2
Other comprehensive loss		—		(45.0	)		—			(45.0	)
Stock issued under employee stock plans		—		—			—			0.2
Share-based compensation		—		—			—			12.5
Repurchase of shares		—		—			—			—
Balance as of March 31, 2024		1,654.1		(248.2	)		(0.2	)		1,243.6
Net income		83.1		—			0.1			83.2
Other comprehensive income (loss)		0.1		(10.1	)		—			(10.0	)
Stock issued under employee stock plans		—		—			.			0.5
Share-based compensation		—		—			—			10.2
Repurchase of shares		—		—			—			(113.9	)
Balance as of June 30, 2024	$	1,737.3	$	(258.3	)	$	(0.1	)	$	1,213.6

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in millions)


	Six Months Ended June 30,
	2024			2023
Net income	$	109.4		$	105.8
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	66.4			66.6
Share-based compensation	22.7			26.8
Unrealized foreign exchange loss, net	11.0			(5.2		)
Deferred income taxes	6.9			(2.3		)
Amortization of debt issuance costs	2.0			2.0
Changes in working capital, net of amounts acquired:
Income taxes payable, net	0.5			13.6
Trade accounts receivable, including amounts in settlement assets	56.7			367.3
Prepaid expenses and other current assets, including amounts in settlement assets	112.8			17.2
Trade accounts payable, including amounts in settlement obligations	(121.9		)	(298.5		)
Deferred revenue	(0.1		)	(6.4		)
Accrued expenses and other current liabilities, including amounts in settlement obligations	(55.3		)	(58.4		)
Changes in noncurrent assets and liabilities	1.1			(8.3		)
Net cash provided by operating activities	212.2			220.2
Cash flows from investing activities:
Acquisitions, net of cash acquired	(90.8		)	0.2
Purchases and proceeds of property and equipment	(57.2		)	(41.9		)
Purchases of other long-term assets	(6.6		)	(3.9		)
Other, net	(0.6		)	0.1
Net cash used in investing activities	(155.2		)	(45.5		)
Cash flows from financing activities:
Proceeds from issuance of shares	3.3			2.4
Repurchase of shares and other share movements	(116.3		)	(29.3		)
Borrowings from credit agreements	3,990.8			3,403.1
Repayments of credit agreements	(4,131.1		)	(3,720.3		)
Net borrowings of short-term debt obligations	558.7			450.0
Repayments of capital lease obligations	(1.0		)	(1.6		)
Other, net	—			0.1
Net cash used in financing activities	304.4			104.4
Effect of exchange rate changes on cash and cash equivalents and restricted cash	(53.2		)	(77.4		)
Decrease in cash and cash equivalents and restricted cash	308.2			201.7
Cash and cash equivalents and restricted cash at beginning of period	2,247.0			1,990.9

Cash and cash equivalents and restricted cash at end of period	$	2,555.2		$	2,192.6

Supplemental disclosure of cash flow information:
Interest paid during the period	$	29.5		$	29.7
Income taxes paid during the period	$	52.1		$	36.0

See accompanying notes to the unaudited consolidated financial statements.

EURONET WORLDWIDE, INC. AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(1) GENERAL

Organization

Euronet Worldwide, Inc. (the "Company" or "Euronet") was established as a Delaware corporation on December 13, 1996 and succeeded Euronet Holding N.V. as the group holding company, which was founded and established in 1994. Euronet is a leading electronic payments provider. Euronet offers payment and transaction processing and distribution solutions to financial institutions, retailers, service providers and individual consumers. Euronet's primary product offerings include comprehensive ATM, point-of-sale ("POS"), card outsourcing, card issuing and merchant acquiring services, electronic distribution of prepaid mobile airtime and other electronic payment products, and international payment services.

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared from the records of the Company, in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, such unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to fairly present the consolidated financial position and the results of operations, comprehensive income, changes in equity and cash flows for the interim periods. The unaudited consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements for the year ended December 31, 2023, including the notes thereto, set forth in the Company's 2023 Annual Report on Form 10-K.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include computing income taxes, estimating the useful lives and potential impairment of long-lived assets and goodwill, as well as allocating the purchase price to assets acquired and liabilities assumed in acquisitions and revenue recognition. Actual results could differ from those estimates. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year ending December 31, 2024.

Seasonality

The Company's EFT Processing Segment normally experiences its heaviest demand for dynamic currency conversion ("DCC") services during the third quarter of the fiscal year, normally coinciding with the tourism season. The epay Segment is normally impacted by seasonality during the fourth quarter and first quarter of each year due to higher transaction levels during the holiday season and lower levels following the holiday season. Also, epay sells large loyalty rewards campaigns to retailers, which could be deployed in any given quarter and will impact the activity in that quarter accordingly. Seasonality in the Money Transfer Segment varies by region of the world. In most markets, the Company usually experiences increased demand for money transfer services from the month of May through the fourth quarter of each year, coinciding with the increase in worker migration patterns and various holidays, and its lowest transaction levels during the first quarter of the year.

(2) RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding segment reporting. The standard requires that public entities expand reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. The Company is required to adopt the new standard for its 2024 annual reporting and effective January 1, 2025 for its interim reporting, using a retrospective approach. Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’s disclosures.

In December 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding income tax disclosures. The standard requires that public entities disclose more consistent and detailed categories in their statutory-to-effective income tax rate reconciliations and further disaggregate income taxes paid by jurisdiction. The Company is required to adopt the new standard for its 2025 annual reporting, using a prospective approach. Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’s disclosures.

(3) ACQUISITIONS

Acquisitions 2024

On February 1, 2024, Euronet acquired Infinitium Group, a leading regional solutions provider with Payments Authentication services, for a purchase consideration of $70.0 million cash and $5.0 million of the Company’s common stock to be paid over two installments on February 1, 2026 and 2027. The Company preliminarily allocated $51.0 million of the purchase consideration to customer relationships, $5.6 million to acquired net assets, and the remaining $18.4 million to goodwill. During the second quarter 2024 we subsequently allocated $10.2 to goodwill due to a deferred tax liability position. For the quarter ended June 30, 2024, the Company made measurement period adjustment to reflect facts and circumstances in existence as of the effective time of the acquisition. This adjustment primarily included an adjustment to deferred tax liabilities and goodwill of $10.2 million.

In the second quarter of 2024, Euronet acquired a business for an immaterial amount.

(4) SETTLEMENT ASSETS AND OBLIGATIONS

Settlement assets represent funds received or to be received from agents for unsettled money transfers and from merchants for unsettled prepaid transactions. The Company records corresponding settlement obligations relating to accounts payable. Settlement assets consist of cash and cash equivalents, restricted cash, accounts receivable and prepaid expenses and other current assets. The settlement cash held at the Company is primarily generated from the monies remitted by consumers through Company agents and financial institutions in payment of the face value of the payment service or foreign currency purchased and the related fees charged to purchase the currency. The Company uses its cash and cash equivalents to pay the face value of the payment service product upon presentation by the recipient. Cash received by Company agents and merchants generally becomes available to us within two weeks after initial receipt by the business partner. Receivables from business partners represent funds collected by such business partners that are in transit to us.

Settlement obligations consist of accrued expenses for money transfers, content providers, and EFT customer deposits and accounts payable to agents and content providers. Money transfer accrued expenses represent amounts to be paid to transferees when they request funds. Most agents typically settle with transferees first then obtain reimbursement from us. Money order accrued expenses represent amounts not yet presented for payment. Due to the agent funding and settlement process, accrued expenses to agents represent amounts due to agents for money transfers that have not been settled with transferees.

	As of
(in millions)	June 30, 2024		December 31, 2023
Settlement assets:
Settlement cash and cash equivalents	$	342.7	$	327.4
Settlement restricted cash	121.3		125.0
Accounts receivable, net of credit losses of $30.4 and $35.7	860.5		1,002.1
Prepaid expenses and other current assets	153.8		227.0
Total settlement assets	$	1,478.3	$	1,681.5
Settlement obligations:
Trade account payables	$	537.7	$	708.6
Accrued expenses and other current liabilities	940.6		972.9
Total settlement obligations	$	1,478.3	$	1,681.5

The table below reconciles cash and cash equivalents, restricted cash, ATM cash, settlement cash and cash equivalents, and settlement restricted cash as presented within "Cash and cash equivalents and restricted cash" in the Consolidated Statement of Cash Flows.

	As of
(in millions)	June 30, 2024		December 31, 2023		June 30, 2023		December 31, 2022
Cash and cash equivalents	$	1,271.8	$	1,254.2	$	1,137.5	$	1,131.2
Restricted cash	23.8		15.2		14.4		7.4
ATM cash	795.6		525.2		776.3		515.6
Settlement cash and cash equivalents	342.7		327.4		187.0		242.7
Settlement restricted cash	121.3		125.0		77.4		94.0
Cash and cash equivalents and restricted cash at end of period	$	2,555.2	$	2,247.0	$	2,192.6	$	1,990.9

(5) STOCKHOLDERS' EQUITY

Earnings Per Share

Basic earnings per share has been computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the respective period. Diluted earnings per share has been computed by dividing earnings available to common stockholders by the weighted average shares outstanding during the respective period, after adjusting for the potential dilution of options to purchase the Company’s common stock, assumed vesting of restricted stock units and the assumed conversion of the Company’s convertible debt, if such conversion would be dilutive.

The following table provides the computation of diluted earnings and diluted weighted average number of common shares outstanding:

(in millions)		Three Months Ended June 30,				Six Months Ended June 30,
		2024		2023		2024		2023
Computation of diluted earnings:
Net income	$	83.1	$	86.1	$	109.3	$	106.2
Add: Interest expense from assumed conversion of convertible notes, net of tax		1.0		1.1		2.0		2.0
Net income for diluted earnings per share calculation	$	84.1	$	87.2	$	111.3	$	108.2

Computation of diluted weighted average shares outstanding:
Basic weighted average shares outstanding		45,429,998		49,637,589		45,623,470		49,724,478
Incremental shares from assumed exercise of stock options and vesting of restricted stock units		488,454		452,008		423,354		412,223
Incremental shares from assumed conversion of convertible debt		2,781,818		2,781,818		2,781,818		2,781,818
Diluted weighted average shares outstanding		48,700,270		52,871,415		48,828,642		52,918,519

The table includes all stock options and restricted stock units that are dilutive to the Company's weighted average common shares outstanding during the period. The calculation of diluted earnings per share excludes stock options or shares of restricted stock units that are anti-dilutive to the Company's weighted average common shares outstanding of approximately 3.1 million and 3.2 million for the three and six months ended June 30, 2024 and 2.6 million and 2.6 million for the three and six months ended June 30, 2023, respectively.

The Company issued Convertible Senior Notes ("Convertible Notes") due March 2049 on March 18, 2019. The Convertible Notes currently have a settlement feature requiring us upon conversion to settle the principal amount of the debt and any conversion value in excess of the principal value ("conversion premium"), for cash or shares of Euronet's common stock or a combination thereof, at the Company's option. The Company has stated its intent to settle any conversion of these notes by paying cash for the principal value and issuing common stock for any conversion premium; however, after adopting ASU 2020-06, 2.8 million incremental shares assumed for conversion of convertible notes is required to be included in the dilutive earnings per share calculation, if dilutive, regardless of whether the market price trigger has been met. Therefore, the Convertible Notes were included in the calculation of diluted earnings per share if their inclusion was dilutive. The dilutive effect increases the more the market price for the Company's common stock exceeds the conversion price of $188.73 per share. See Note 10, Debt Obligations, to the consolidated financial statements for more information about the Convertible Notes.

Share repurchases

On September 13, 2022, the Company put a repurchase program in place to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 13, 2024. As of June 30, 2024, no shares were available to be repurchased under this repurchase program. On September 13, 2023, the Company put a repurchase program in place to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 13, 2025. As of June 30, 2024, 6.9 million shares were available to be repurchased under this repurchase program. Repurchases under the programs may take place in the open market or in privately negotiated transactions, including derivative transactions, and may be made under a Rule 10b5-1 plan.

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss consists entirely of foreign currency translation adjustments. The Company recorded foreign currency translation adjustments of ($10.0) million and ($55.0) million for the three and six months ended June 30, 2024 and $10.0 million and $30.8 million for the three and six months ended June 30, 2023, respectively. There were no reclassifications of foreign currency translation adjustments into the consolidated statements of income for the three and six months ended June 30, 2024 and 2023.

(6) GOODWILL AND ACQUIRED INTANGIBLE ASSETS, NET

A summary of acquired intangible assets and goodwill activity for the six months ended June 30, 2024 is presented below:


(in millions)	Acquired Intangible Assets			Goodwill			Total Intangible Assets
Balance as of December 31, 2023	$	167.6		$	847.5		$	1,015.1
Increases (decreases):
Acquisition	51.0			49.4			100.4
Amortization	(12.0		)	—			(12.0		)
Foreign currency exchange rate changes	(5.9		)	(19.4		)	(25.3		)
Balance as of June 30, 2024	$	200.7		$	877.5		$	1,078.2

Of the total goodwill balance of $877.5 million as of June 30, 2024, $382.1 million relates to the Money Transfer Segment, $372.4 million relates to the EFT Processing Segment and the remaining $123.0 million relates to the epay Segment. Estimated amortization expense on acquired intangible assets with finite lives as of June 30, 2024, is expected to total $9.6 million for the remainder of 2024, $17.9 million for 2025, $17.6 million for 2026, $16.3 million for 2027, $15.9 million for 2028 and $15.9 million for 2029.

(7) CONVERTIBLE NOTES RECEIVABLE

The Company loaned a total of $60.0 million to Koin Mobile, LLC and Marker Trax, LLC under two promissory notes (the "Notes"), which were fully executed on October 19, 2023. Under the terms of the Notes, interest will accrue on the Notes at 2% per annum and all unpaid principal and interest will be due and payable on October 18, 2028 if not converted earlier as discussed below. The Company has a security interest in all of the assets of Koin Mobile, LLC and Marker Trax, LLC. The outstanding principal and accrued interest were $60.0 million and $0.8 million at June 30, 2024, respectively.

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

(8) ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consist of the following:


	As of
(in millions)	June 30, 2024		December 31, 2023
Accrued expenses	$	297.9	$	254.8
Derivative liabilities	28.4		39.1
Other tax payables	19.6		69.1
Accrued payroll expenses	55.5		74.4
Current portion of capital lease obligations	1.6		1.6
Total	$	403.0	$	439.0

(9) DEFERRED REVENUES

The Company records deferred revenues when cash payments are received or due in advance of the Company's performance. The decrease in the deferred revenue balance for the six months ended June 30, 2024 is the result of $24.1 million of revenues recognized, offset by $23.7 million of cash payments received in the current year for which the Company has not yet satisfied the performance obligations.

(10) DEBT OBLIGATIONS

Debt obligations consist of the following:

	As of
(in millions)	June 30, 2024			December 31, 2023
Credit Facility:
Revolving credit agreement	$	396.6		$	536.9
Notes:
0.75% Convertible Notes, unsecured, due 2049	525.0			525.0

1.375% Senior Notes, due 2026	642.6			662.2

Uncommitted credit agreements	700.0			150.0

Other obligations	8.9			0.3

Total debt obligations	2,273.1			1,874.4
Unamortized debt issuance costs	(6.6		)	(8.7		)
Carrying value of debt	2,266.5			1,865.7
Short-term debt obligations and current maturities of long-term debt obligations	(1,233.8		)	(150.3		)
Long-term debt obligations	$	1,032.7		$	1,715.4

Credit Facility

On October 24, 2022, the Company amended its revolving credit agreement (the “Credit Facility”) to increase the facility from $1.03 billion to $1.25 billion and to extend the expiration to October 24, 2027.

The revolving credit facility contains a sublimit of up to $250 million, with $150 million committed, for the issuance of letters of credit and a $75 million sublimit for U.S. dollar swingline loans and a $75 million sublimit for swingline loans in euros or British pounds sterling. The Credit Facility allows for borrowings in British pounds sterling, euro and U.S. dollars. Subject to certain conditions, the Company has the option to increase the credit facility by up to an additional $500 million by requesting additional commitments from existing or new lenders. Fees and interest on borrowings vary based upon the Company's corporate credit rating and will be based, in the case of letter of credit fees, on a margin, and in the case of interest, on a margin over a secured overnight financing rate, as defined in the agreement, with a margin, including the facility fee, ranging from 1.00% to 1.625% or the base rate, as selected by the Company. The applicable margin for borrowings under the credit facility, based on the Company's current credit rating is 1.25% including the facility fee.

The Agreement contains customary affirmative and negative covenants, events of default and financial covenants, including (all as defined in the Credit Facility): (i) a Consolidated Total Leverage Ratio, depending on certain circumstances defined in the Credit Facility, not to exceed a range between 3.5 to 1.0 and 4.5 to 1.0; and (ii) a Consolidated Interest Coverage Ratio of not less than 3.0 to 1.0. Subject to meeting certain customary covenants (as defined in the Credit Facility), the Company is permitted to repurchase common stock and debt. The Company was in compliance with all debt covenants as of June 30, 2024.