|
|
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
|
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
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))
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
|
|
Item 2.02. |
Results of Operations and Financial Condition.
|
Item 9.01. |
Financial Statements and Exhibits.
|
(d) | Exhibits |
Exhibit No.
|
Description
|
Press release, dated November 3, 2021, issued by International Money Express, Inc.
|
|
104*
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
INTERNATIONAL MONEY EXPRESS, INC.
|
|||
Dated: November 3, 2021
|
By:
|
/s/ Ernesto Luciano
|
|
Name:
|
Ernesto Luciano
|
||
Title:
|
General Counsel
|
• |
Revenues of $120.7 million, an increase of 26.3% compared with the prior-year period
|
• |
Net Income of $11.5 million, an increase of 21.2% and Diluted EPS of $0.29, up 16.0%, compared with the prior-year period
|
• |
Adjusted Net Income grew 28.3% to $15.7 million, and Adjusted Diluted EPS of $0.40 per share, up 25.0%, compared with the prior-year period
|
• |
Adjusted EBITDA of $22.9 million, an increase of 19.8% compared with the prior-year period
|
• |
10.5 million transactions, up 23.4% compared with the prior-year period
|
• |
A 19.3% increase in active customers compared with the prior-year period
|
(in thousands of dollars)
|
September 30,
2021
|
December 31,
2020
|
||||||
ASSETS
|
(Unaudited)
|
|||||||
Current assets:
|
||||||||
Cash
|
$
|
125,132
|
$
|
74,907
|
||||
Accounts receivable, net of allowance of $2,156 and $1,503, respectively
|
97,406
|
55,017
|
||||||
Prepaid wires, net
|
14,355
|
53,281
|
||||||
Prepaid expenses and other current assets
|
6,369
|
3,521
|
||||||
Total current assets
|
243,262
|
186,726
|
||||||
Property and equipment, net
|
14,051
|
13,021
|
||||||
Goodwill
|
36,260
|
36,260
|
||||||
Intangible assets, net
|
16,560
|
20,430
|
||||||
Other assets
|
7,973
|
3,036
|
||||||
Total assets
|
$
|
318,106
|
$
|
259,473
|
||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
Current liabilities:
|
||||||||
Current portion of long-term debt, net
|
$
|
3,882
|
$
|
7,044
|
||||
Accounts payable
|
13,696
|
12,771
|
||||||
Wire transfers and money orders payable, net
|
59,520
|
41,746
|
||||||
Accrued and other liabilities
|
27,108
|
22,380
|
||||||
Total current liabilities
|
104,206
|
83,941
|
||||||
Long-term liabilities:
|
||||||||
Debt, net
|
80,181
|
80,579
|
||||||
Deferred tax liability, net
|
1,365
|
692
|
||||||
Total long-term liabilities
|
81,546
|
81,271
|
||||||
Stockholders' equity:
|
||||||||
Total stockholders' equity
|
132,354
|
94,261
|
||||||
Total liabilities and stockholders' equity
|
$
|
318,106
|
$
|
259,473
|
Three Months Ended
September 30,
|
||||||||
(in thousands of dollars)
|
2021
|
2020
|
||||||
(Unaudited)
|
||||||||
Revenues:
|
||||||||
Wire transfer and money order fees, net
|
$
|
104,191
|
$
|
82,646
|
||||
Foreign exchange gain, net
|
15,643
|
12,296
|
||||||
Other income
|
873
|
652
|
||||||
Total revenues
|
$
|
120,707
|
$
|
95,594
|
||||
Operating expenses:
|
||||||||
Service charges from agents and banks
|
81,416
|
63,904
|
||||||
Salaries and benefits
|
10,859
|
8,084
|
||||||
Other selling, general and administrative expenses
|
9,966
|
6,336
|
||||||
Depreciation and amortization
|
2,362
|
2,698
|
||||||
Total operating expenses
|
104,603
|
81,022
|
||||||
Operating income
|
16,104
|
14,572
|
||||||
Interest expense
|
968
|
1,530
|
||||||
Income before income taxes
|
15,136
|
13,042
|
||||||
Income tax provision
|
3,629
|
3,544
|
||||||
Net income
|
$
|
11,507
|
$
|
9,498
|
||||
Earnings per common share:
|
||||||||
Basic
|
$
|
0.30
|
$
|
0.25
|
||||
Diluted
|
$
|
0.29
|
$
|
0.25
|
||||
Weighted-average common shares outstanding:
|
||||||||
Basic
|
38,647,931
|
38,050,610
|
||||||
Diluted
|
39,336,051
|
38,652,707
|
Three Months Ended September 30, | ||||||||
(in thousands of dollars)
|
2021
|
2020
|
||||||
(Unaudited) | ||||||||
Net income
|
$
|
11,507
|
$
|
9,498
|
||||
Adjusted for:
|
||||||||
Share-based compensation (a)
|
1,112
|
801
|
||||||
Offering costs (b)
|
-
|
479
|
||||||
TCPA settlement (c)
|
-
|
12
|
||||||
Loss on bank closures (d)
|
2,000
|
252
|
||||||
Other charges and expenses (e)
|
1,300
|
282
|
||||||
Amortization of certain intangibles (f)
|
1,264
|
1,710
|
||||||
Income tax benefit related to adjustments (g)
|
(1,514
|
)
|
(822
|
)
|
||||
Adjusted net income
|
$
|
15,669
|
$
|
12,212
|
||||
Adjusted earnings per common share
|
||||||||
Basic
|
$
|
0.41
|
$
|
0.32
|
||||
Diluted
|
$
|
0.40
|
$
|
0.32
|
(a)
|
Equity awards were granted to employees and independent directors of the Company.
|
(b)
|
Represents expenses incurred for professional and legal fees in connection with secondary offerings of the Company’s common stock.
|
(c)
|
Represents legal fees for the settlement of a class action lawsuit related to the Telephone Consumer Protection Act.
|
(d)
|
Represents two separate losses during the three months ended September 30, 2021 and 2020, respectively related to the closure of financial institutions in Mexico.
|
(e)
|
Represents primarily loss on disposal of fixed assets, including a write-off of software development expenditures in an amount of $1.0 million in the three months ended September 30, 2021
and foreign currency (gains) losses.
|
(f)
|
Represents the amortization of certain intangible assets that resulted from the application of push-down accounting.
|
(g)
|
Represents the current and deferred tax impact of the taxable adjustments to net income using the Company’s blended federal and state tax rate for each period. Relevant tax-deductible
adjustments include all adjustments to net income.
|
Three Months Ended September 30, | ||||||||
(in thousands of dollars)
|
2021
|
2020
|
||||||
(Unaudited) | ||||||||
Net income
|
$
|
11,507
|
$
|
9,498
|
||||
Adjusted for:
|
||||||||
Interest expense
|
968
|
1,530
|
||||||
Income tax provision
|
3,629
|
3,544
|
||||||
Depreciation and amortization
|
2,362
|
2,698
|
||||||
EBITDA
|
18,466
|
17,270
|
||||||
Share-based compensation (a)
|
1,112
|
801
|
||||||
Offering costs (b)
|
-
|
479
|
||||||
TCPA settlement (c)
|
-
|
12
|
||||||
Loss on bank closures (d)
|
2,000
|
252
|
||||||
Other charges and expenses (e)
|
1,300
|
282
|
||||||
Adjusted EBITDA
|
$
|
22,878
|
$
|
19,096
|
(a)
|
Equity awards were granted to employees and independent directors of the Company.
|
(b) |
Represents expenses incurred for professional and legal fees in connection with secondary offerings of the Company’s common stock.
|
(c) |
Represents legal fees for the settlement of a class action lawsuit related to the Telephone Consumer Protection Act.
|
(d) |
Represents two separate losses during the three months ended September 30, 2021 and 2020, respectively related to the closure of financial institutions in Mexico.
|
(e) |
Represents primarily loss on disposal of fixed assets, including a write-off of software development expenditures in an amount of $1.0 million in the three months ended September 30, 2021 and foreign currency
(gains) losses.
|
Three Months Ended September 30,
|
||||||||
2021
|
2020
|
|||||||
(Unaudited)
|
||||||||
GAAP Basic Earnings per Share
|
$
|
0.30
|
$
|
0.25
|
||||
Adjusted for:
|
||||||||
Share-based compensation
|
0.03
|
0.02
|
||||||
Offering costs
|
-
|
0.01
|
||||||
TCPA settlement
|
-
|
NM
|
||||||
Loss on bank closures
|
0.05
|
0.01
|
||||||
Other charges and expenses
|
0.03
|
0.01
|
||||||
Amortization of certain intangibles
|
0.03
|
0.04
|
||||||
Income tax benefit related to adjustments
|
(0.04
|
)
|
(0.02
|
)
|
||||
Non-GAAP Adjusted Basic Earnings per Share
|
$
|
0.41
|
$
|
0.32
|
Three Months Ended September 30,
|
||||||||
2021
|
2020
|
|||||||
(Unaudited)
|
||||||||
GAAP Diluted Earnings per Share
|
$
|
0.29
|
$
|
0.25
|
||||
Adjusted for:
|
||||||||
Share-based compensation
|
0.03
|
0.02
|
||||||
Offering costs
|
-
|
0.01
|
||||||
TCPA settlement
|
-
|
NM
|
||||||
Loss on bank closures
|
0.05
|
0.01
|
||||||
Other charges and expenses
|
0.03
|
0.01
|
||||||
Amortization of certain intangibles
|
0.03
|
0.04
|
||||||
Income tax benefit related to adjustments
|
(0.04
|
)
|
(0.02
|
)
|
||||
Non-GAAP Adjusted Diluted Earnings per Share
|
$
|
0.40
|
$
|
0.32
|
Three Months Ended September 30,
|
||||||||
2021
|
2020
|
|||||||
(Unaudited)
|
||||||||
Net Income Margin
|
9.5
|
%
|
9.9
|
%
|
||||
Adjusted for:
|
||||||||
Interest expense
|
0.8
|
%
|
1.6
|
%
|
||||
Income tax provision
|
3.0
|
%
|
3.7
|
%
|
||||
Depreciation and amortization
|
2.0
|
%
|
2.8
|
%
|
||||
EBITDA
|
15.3
|
%
|
18.1
|
%
|
||||
Share-based compensation
|
0.9
|
%
|
0.8
|
%
|
||||
Offering costs
|
0.0
|
%
|
0.5
|
%
|
||||
TCPA settlement
|
0.0
|
%
|
0.0
|
%
|
||||
Loss on bank closures
|
1.7
|
%
|
0.3
|
%
|
||||
Other charges and expenses
|
1.1
|
%
|
0.3
|
%
|
||||
Adjusted EBITDA Margin
|
19.0
|
%
|
20.0
|
%
|