Metavante Technologies, Inc. (NYSE:MV) today reported second
quarter 2009 revenue of $440.3 million, up 4 percent compared to
$424.8 million in the second quarter of 2008.
Segment operating income for the second quarter of 2009 was
$140.4 million compared to $117.9 million in the second quarter of
2008. Segment operating margin for the second quarter of 2009
improved to 31.9 percent, an increase of 4.1 percentage points
compared to the second quarter of 2008.
Net income for the second quarter of 2009 increased 41 percent
to $51.9 million, or $0.43 per share, compared to net income of
$36.9 million, or $0.31 per share, in the second quarter of 2008.
Cash net income for the second quarter of 2009 increased 33 percent
to $58.3 million, or $0.48 per share, compared to cash net income
of $43.7 million, or $0.36 per share, in the second quarter of
2008.
Cash provided by operating activities for the first half of 2009
was $170.5 million compared to $148.3 million for the first half of
2008. Free cash flow for the first half of 2009 was $107.8 million
compared to $82.5 million for the first half of 2008.
Commenting on the results, Frank R. Martire, chairman and chief
executive officer, said, �The results for the second quarter again
demonstrated the strength of our business model and our ability to
execute in what continues to be a very challenging environment for
both us and our clients. This quarter�s performance also reflects
our proactive efforts to manage our cost structure and deliver
strong profitability.�
Cash net income (including per share amounts) and free cash flow
are non-GAAP financial measures. These measures should not be
considered substitutes for GAAP financial measures. See the
attachments to this release under �Non-GAAP Financial Measures� for
an explanation of these measures and reconciliations to GAAP
financial measures.
Financial Solutions Group (FSG)
FSG�s second quarter 2009 revenue was $177.4 million, an
increase of 8 percent compared to $164.2 million in the second
quarter of 2008. Revenue growth in the second quarter of 2009 was
driven by higher core processing and eBanking revenue. Segment
operating income for the second quarter of 2009 was $52.6 million
compared to $38.6 million in the second quarter of 2008. The
increase in segment operating income was due to the benefit of
advantageous revenue mix and cost productivity. Segment operating
margin was 29.6 percent in the second quarter of 2009 compared to
23.5 percent in the second quarter of 2008.
Payment Solutions Group (PSG)
PSG�s second quarter 2009 revenue was $262.8 million, an
increase of 1 percent compared to $260.6 million in the second
quarter of 2008. Revenue growth in the second quarter of 2009 was
driven by transaction-based businesses. Segment operating income
for the second quarter of 2009 was $87.8 million compared to $79.3
million in the second quarter of 2008. The increase in segment
operating income was due to cost productivity and the benefit of
advantageous revenue mix. Segment operating margin was 33.4 percent
in the second quarter of 2009 compared to 30.4 percent in the
second quarter of 2008.
Corporate/Other
Corporate/other was $18.4 million in the second quarter of 2009
compared to $26.4 million in the second quarter of 2008. The second
quarter of 2009 was lower due to a favorable ruling related to a
contractual dispute with a former client and cost productivity.
Income Taxes
The effective tax rate in the second quarter of 2009 was 36.9
percent compared to 37.6 percent in the second quarter of 2008. The
company continues to expect an effective tax rate of 37 percent for
the full year 2009.
Outlook
Relative to the previous guidance and considering the
performance in the first half of 2009, the company now expects
organic revenue growth at the lower end of its previous guidance
range of 3 percent to 4 percent. The company also expects diluted
earnings per share growth to exceed the high end of its previous
guidance range of 12 percent to 16 percent. This full year 2009
outlook applies to the company�s performance as an independent
company. The company does not intend to provide more specific
guidance for 2009 due to its pending transaction with Fidelity
National Information Services, Inc.
Transaction with Fidelity National Information Services, Inc.
(FIS)
On April 1, 2009, FIS and Metavante announced that the boards of
directors of both companies approved a definitive agreement under
which FIS will acquire Metavante. The transaction is subject to
approval by FIS and Metavante shareholders, receipt of regulatory
approvals and the satisfaction of customary closing conditions. The
meetings of Metavante and FIS shareholders to vote on the
transaction are scheduled for September 4, 2009. FIS and Metavante
expect to complete the transaction in the fourth quarter of
2009.
Conference Call
A conference call to discuss our financial results will take
place today at 8:30 a.m. EDT. The call will be webcast and
accessible on the Investors section of Metavante�s website at
(www.metavante.com). The accompanying slides will also be available
on Metavante�s website. A replay of the audio will be available on
the website following the call and accessible through August 24,
2009.
About Metavante
Metavante Technologies, Inc. (NYSE:MV) is the parent company of
Metavante Corporation. Metavante Corporation delivers banking and
payments technologies to approximately 8,000 financial services
firms and businesses worldwide. Metavante products and services
drive account processing for deposit, loan and trust systems,
image-based and conventional check processing, electronic funds
transfer, consumer healthcare payments, electronic presentment and
payment, outsourcing, and payment network solutions including the
NYCE� Network, a leading ATM/PIN debit network. Metavante
(www.metavante.com) is headquartered in Milwaukee.
Cautionary Language Regarding Forward-Looking
Statements
This press release contains "forward-looking statements"
intended to qualify for the safe harbor from liability established
by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include those that express a plan,
belief, expectation, estimation, anticipation, intent, contingency,
future development or similar expression, and can generally be
identified as forward-looking because they include words such as
"believes," "anticipates," "expects," "should� or words of similar
importance. Statements that describe our objectives or goals are
also forward-looking statements. The forward-looking statements in
this press release involve significant risks and uncertainties, and
a number of factors, both foreseen and unforeseen, could cause
actual results to differ materially from our current expectations.
Factors relating to the pending merger with FIS that could cause
actual results to differ materially include the possibilities that:
the companies may be unable to obtain shareholder or regulatory
approvals required for the merger; problems may arise in
successfully integrating the businesses of the two companies; the
merger may involve unexpected costs; the combined company may be
unable to achieve cost savings from synergies; and the businesses
may suffer as a result of uncertainty surrounding the merger. Other
factors that may affect our results include, among others, our debt
level, restrictions and limitations in our credit facilities, our
competitive industry, changes in customer demand for our products
or services, disruptions and instability in the credit and
financial markets, economic recession, general changes in economic
conditions, risks of damage to our data centers or associated
infrastructure, foreign currency fluctuations, intellectual
property risks, effect of regulation on our business, network and
operational risks, loss of significant customers and customer
consolidation risks, risks associated with future acquisitions, and
other factors discussed in Metavante�s Annual Report on Form 10-K
under the heading "Risk Factors�, and other filings with the SEC.
Shareholders, potential investors and other readers are urged to
consider these factors carefully in evaluating the forward-looking
statements. Readers are cautioned not to place undue reliance upon
forward-looking statements, which speak only as of the date hereof.
We undertake no obligation to update forward-looking statements to
reflect events or circumstances occurring after the date
hereof.
Additional Information and Where to Find It
In connection with the proposed transactions, FIS has filed with
the SEC a Registration Statement on Form S-4, which includes a
joint proxy statement of FIS and Metavante that also constitutes a
prospectus of FIS. The Registration Statement has been declared
effective by the SEC. Investors and security holders are urged
to read these documents and any other relevant documents filed with
the SEC, as well as any amendments or supplements to those
documents, because they contain important information about FIS,
Metavante and the proposed transactions.
Investors and security holders may obtain these documents (and
any other documents filed by FIS or Metavante with the SEC) free of
charge at the SEC�s website at www.sec.gov. In addition, the
documents filed with the SEC by FIS may be obtained free of charge
by directing such request to: Investor Relations, 601 Riverside
Drive, Jacksonville, FL 32204, or from FIS� Investor Relations page
on its corporate website at www.fidelityinfoservices.com. The
documents filed with the SEC by Metavante may be obtained free of
charge by directing such request to: Investor Relations, 4900 West
Brown Deer Road, Milwaukee, WI 53223 or from Metavante�s Investor
Relations page on its corporate website at www.metavante.com.
Participants in the Solicitation
FIS, Metavante and their respective executive officers,
directors and certain other members of management and employees may
be deemed to be participants in the solicitation of proxies from
the shareholders of Metavante and FIS in favor of the proposed
transactions. Information regarding the persons who may, under the
rules of the SEC, be considered participants in the solicitation of
the shareholders in connection with the proposed transactions is
set forth in the joint proxy statement/prospectus. Information
about the executive officers and directors of FIS and their
ownership of FIS common stock is set forth in the proxy statement
for FIS' 2009 Annual Meeting of Shareholders, which was filed with
the SEC on April�15, 2009. Information about the executive officers
and directors of Metavante and their ownership of Metavante common
stock is set forth in Metavante�s Annual Report on Form 10-K for
the year ended December 31, 2008, which was filed with the SEC on
February 20, 2009, as amended by the Annual Report on Form 10-K/A
(Amendment No. 1) for the year ended December 31, 2008, which was
filed with the SEC on April 30, 2009.
Metavante and NYCE are registered
trademarks of Metavante Corporation, which is the principal
subsidiary of Metavante Technologies, Inc.
Metavante Technologies, Inc. Condensed Consolidated
Statements of Income (In thousands, except per share
amounts) (unaudited) � � �
Three Months Ended
Six Months Ended June 30, �
June 30,
2009 2008
2009 2008 Revenue $
440,264 $ 424,828 $ 867,114 $ 849,392 �
Expenses: Cost of
processing and services 277,132 279,541 557,391 560,189 Selling,
general, and administrative
53,878 �
60,802 �
111,016 �
119,526 �
� Total expenses
331,010 �
340,343 �
668,407 �
679,715 � � Income from
operations 109,254 84,485 198,707 169,677 �
Other non-operating
items: Interest expense, net (28,344 ) (25,157 ) (54,403 )
(52,828 ) Other, net
266 �
(1,233
) 93 �
(1,603 )
Income before income taxes and noncontrolling interest 81,176
58,095 144,397 115,246 Income tax provision
29,925 �
21,834 �
53,462 �
44,313 �
Net income before noncontrolling interest 51,251 36,261 90,935
70,933 Noncontrolling interest (1)
608 �
639 �
1,179 �
939 � Net
income
$ 51,859 �
$ 36,900 �
$
92,114 �
$ 71,872 � � Cash net income (2)
$ 58,267 �
$ 43,692 �
$
104,857 �
$ 85,098 � � Diluted earnings per
share - GAAP
$ 0.43 �
$ 0.31 �
$
0.76 �
$ 0.60 � � Diluted cash earnings per
share (2)
$ 0.48 �
$ 0.36 �
$
0.87 �
$ 0.71 � � Average diluted shares
121,420 �
120,139 �
120,600
�
120,015 � �
�
(1) Metavante adopted FASB
Statement No. 160 (SFAS 160) on January 1, 2009. Prior period
statements have been updated to reflect the requirements of SFAS
160.
�
(2) Cash net income (including per
share amounts) is a non-GAAP financial measure. See section
entitled Non-GAAP Financial Measures.
�
Metavante Technologies, Inc. Summary Revenue and
Earnings Information (In thousands) (unaudited) �
� � �
Three Months Ended Six Months Ended
June 30, June 30,
2009 2008
2009 2008 Revenue:
Financial Solutions Group $ 177,433 $ 164,196 $ 344,566 $ 328,207
Payment Solutions Group
262,831 �
260,632
�
522,548 �
521,185 � Total revenue
$ 440,264 �
$ 424,828 �
$
867,114 �
$ 849,392 � �
Segment operating
income: Financial Solutions Group $ 52,552 $ 38,587 $ 94,223 $
76,584 Payment Solutions Group
87,809 �
79,332 �
169,358 �
160,589 �
Total segment operating income 140,361 117,919 263,581 237,173 �
Corporate/other (18,390 ) (26,418 ) (42,245 ) (53,292 ) Transaction
costs (1) (4,462 ) - (6,624 ) - Acquisition intangible amortization
(7,381 ) (7,610 ) (14,733 ) (14,868 ) Interest expense, net (28,344
) (25,157 ) (54,403 ) (52,828 ) Income tax provision
(29,925 ) (21,834
) (53,462 )
(44,313 ) Net income
$
51,859 �
$ 36,900 �
$ 92,114 �
$ 71,872 � �
(1) Transaction costs relate to
the pending transaction with Fidelity National Information
Services, Inc.
�
Metavante Technologies, Inc. Condensed Consolidated
Balance Sheets (In thousands) (unaudited) � �
June 30, December 31, 2009
2008 �
Assets Current assets: Cash and
cash equivalents $ 362,610 $ 268,781 Restricted funds 217,936
404,155 Accounts receivable, net 111,775 135,783 EFD processing
receivables 72,817 78,995 Unbilled revenues 109,599 120,351
Deferred income taxes 33,700 33,821 Other current assets
50,827 57,102 Total current assets
959,264 1,098,988 Capitalized software and conversions, net 270,406
258,300 Premises and equipment, net 130,450 136,003 Goodwill and
other intangibles, net 1,564,695 1,570,430 Other assets
113,326 93,251 Total
$
3,038,141 $ 3,156,972 �
Liabilities and
Shareholders' Equity Current liabilities: Current maturities of
long-term debt $ 17,500 $ 17,500 Accounts payable 23,217 28,279
Accrued compensation and related benefits 30,519 48,469 Accrued
expenses 161,929 160,849 Payments held for third party remittance
213,602 402,252 Deferred revenues 134,428 158,288 Other current
liabilities
10,524 9,489 Total current
liabilities 591,719 825,126 Long-term debt 1,710,625 1,719,380
Deferred income taxes 144,467 140,655 Other long-term liabilities
72,064 95,358 Total liabilities 2,518,875
2,780,519 Shareholders' equity (1)
519,266
376,453 Total
$ 3,038,141 $
3,156,972 �
(1) Metavante adopted FASB
Statement No. 160 (SFAS 160) on January 1, 2009. Prior period
statements have been updated to reflect the requirements of SFAS
160.
�
Metavante Technologies, Inc. Condensed Consolidated
Statements of Cash Flows (In thousands)
(unaudited) �
Six Months Ended June 30,
2009 �
2008 Operating
Activities: Net income $ 92,114 $ 71,872 Adjustments to
reconcile net income to net cash from operating activities:
Depreciation and amortization 73,561 74,741 Deferred income taxes
(442 ) (15 ) Stock-based compensation expense 5,987 7,510 Other
non-cash items 2,446 2,226 Changes in assets and liabilities - net
of acquisitions of businesses and foreign currency adjustments:
Accounts receivable 24,468 (955 ) EFD processing receivables 6,170
9,446 Unbilled revenues 10,706 (1,743 ) Accounts payable and
accrued liabilities (27,567 ) (18,148 ) Deferred revenues (23,890 )
421 Other assets and liabilities
6,901 �
2,961 � Net cash provided by operating activities
170,454 �
148,316 � �
Investing
Activities: Capital expenditures (62,651 ) (65,789 ) Change in
restricted funds 186,219 (75,022 ) Acquisitions - net of cash
acquired
(11,032 ) (68,265
) Net cash provided by (used for) investing activities
112,536 �
(209,076 ) �
Financing Activities: Repayment of debt and capital lease
obligations (8,755 ) (4,382 ) Proceeds from stock options and stock
purchase right 7,587 2,475 Change in payments held for third party
remittance
(188,650 ) 75,622
� Net cash (used for) provided by financing activities
(189,818 ) 73,715 � Effect
of exchange rate changes on cash and cash equivalents
657 �
(712 ) Change in cash
and cash equivalents 93,829 12,243 Cash and cash equivalents -
beginning of period
268,781 �
185,528 �
Cash and cash equivalents - end of period
$ 362,610 �
$ 197,771 � �
Metavante Technologies, Inc.
Non-GAAP Financial Measures � � � � �
Cash Net Income (Including Per Share
Amounts)
�
Metavante's management defines
"cash net income" as net income before (1) the amortization of
intangible assets resulting from business acquisitions, net of
tax,��(2) stock-based compensation expense, net of tax, and (3)
non-cash impairment charges, net of tax. The per share amounts are
calculated by dividing cash net income by the average diluted
shares for the respective period. Metavante's management uses cash
net income (including per share amounts) to assess business
performance and believes that it is useful for evaluating
performance against peer companies within its industry, as well as
providing investors additional transparency to a financial measure
used by management in its financial and operational
decision-making.��Metavante's definition of cash net income
(including per share amounts) may differ from definitions used by
other companies.
�
The following is a reconciliation
of net income to cash net income and diluted earnings per
share-GAAP to diluted cash earnings per share:
� �
Three Months Ended June 30, Six
Months Ended June 30, (in thousands, except per share
amounts)
2009 2008
2009 2008 Net income
$ 51,859 $ 36,900 $ 92,114 $ 71,872 Add: Acquisition intangible
asset amortization, net of tax 4,540 4,680 9,061 9,143 Stock-based
compensation expense, net of tax
1,868
2,112 3,682 4,083 Cash
net income $ 58,267 $ 43,692 $
104,857 $ 85,098 � �
Diluted earnings per
share - GAAP $ 0.43 $ 0.31 $ 0.76 $ 0.60 Add: Acquisition
intangible asset amortization, net of tax 0.04 0.04 0.08 0.08
Stock-based compensation expense, net of tax
0.01
0.01 0.03 0.03 Diluted
cash earnings per share $ 0.48 $ 0.36
$ 0.87 $ 0.71 �
�
Note: There were no non-cash
impairment charges in the periods presented.
�
Metavante Technologies, Inc. Non-GAAP Financial
Measures (continued) � �
Free Cash Flow
�
Metavante's management defines
"free cash flow" as cash��provided by operating activities less
capital expenditures.��Metavante's management believes that free
cash flow provides useful information to investors regarding
Metavante's ability to generate cash from business operations that
is available for acquisitions and other investments, and debt
service.��Metavante's definition of free cash flow may differ from
definitions used by other companies.
�
The following is a reconciliation
of cash provided by operating activities to free cash flow (in
thousands):
� �
Six Months Ended June 30, 2009
2008 Cash provided by operating
activities $ 170,454 $ 148,316 Less capital expenditures:
(62,651 ) (65,789
) Free cash flow $ 107,803 �
$ 82,527 �
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