Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 05, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-37820 | |
Entity Registrant Name | Cardtronics plc | |
Entity Incorporation, State or Country Code | X0 | |
Entity Tax Identification Number | 98-1304627 | |
Entity Address, Address Line One | 2050 West Sam Houston Parkway South, Suite 1300 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77042 | |
City Area Code | 832 | |
Local Phone Number | 308-4000 | |
Title of 12(b) Security | Ordinary Shares, nominal value $0.01 per share | |
Trading Symbol | CATM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 45,265,702 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Central Index Key | 0001671013 | |
Current Fiscal Year End Date | --12-31 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 197,363 | $ 174,242 |
Accounts and notes receivable | 94,775 | 96,902 |
Less: Allowance for credit losses | (7,005) | (7,035) |
Accounts and notes receivable, net | 87,770 | 89,867 |
Inventory, net | 6,210 | 6,598 |
Restricted cash | 141,859 | 137,353 |
Prepaid expenses, deferred costs, and other current assets | 50,338 | 53,953 |
Total current assets | 483,540 | 462,013 |
Property and equipment, net of accumulated depreciation of $657,069 and $637,835 as of March 31, 2021 and December 31, 2020, respectively | 412,861 | 429,842 |
Operating lease assets | 56,434 | 60,368 |
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 75,250 | 84,629 |
Goodwill | 760,811 | 759,102 |
Deferred tax assets, net | 17,774 | 17,382 |
Prepaid expenses, deferred costs, and other noncurrent assets | 23,188 | 18,109 |
Total assets | 1,829,858 | 1,831,445 |
Current liabilities: | ||
Current portion of long-term debt | 5,000 | 5,000 |
Current portion of other long-term liabilities | 51,744 | 64,799 |
Accounts payable | 46,053 | 39,901 |
Accrued liabilities | 373,015 | 366,285 |
Total current liabilities | 475,812 | 475,985 |
Long-term liabilities: | ||
Long-term debt | 772,693 | 773,177 |
Asset retirement obligations | 56,859 | 56,973 |
Deferred tax liabilities, net | 55,471 | 51,484 |
Operating lease liabilities | 53,681 | 56,683 |
Other long-term liabilities | 21,886 | 37,727 |
Total liabilities | 1,436,402 | 1,452,029 |
Commitments and contingencies (See Note 13) | ||
Shareholders' equity: | ||
Ordinary shares, $0.01 nominal value; 45,255,680 and 44,539,433 issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 453 | 445 |
Additional paid-in capital | 333,596 | 343,042 |
Accumulated other comprehensive loss, net | (76,062) | (93,731) |
Retained earnings | 135,568 | 129,693 |
Total parent shareholders' equity | 393,555 | 379,449 |
Noncontrolling interests | (99) | (33) |
Total shareholders’ equity | 393,456 | 379,416 |
Total liabilities and shareholders’ equity | $ 1,829,858 | $ 1,831,445 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation | $ 657,069 | $ 637,835 |
Accumulated amortization | $ 460,841 | $ 454,533 |
Ordinary shares, nominal value (in dollars per share) | $ 0.01 | $ 0.01 |
Ordinary shares, shares issued (in shares) | 45,255,680 | 44,539,433 |
Ordinary shares, shares outstanding (in shares) | 45,255,680 | 44,539,433 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Revenues | $ 267,834 | $ 306,602 |
Cost of revenues | ||
Cost of revenues | 159,599 | 205,722 |
Operating expenses | ||
Selling, general, and administrative expenses | 42,909 | 42,378 |
Restructuring expenses | 1,692 | 1,209 |
Acquisition related expenses | 1,440 | 0 |
Depreciation and accretion expense | 32,285 | 32,211 |
Amortization of intangible assets | 6,086 | 8,413 |
Loss on disposal and impairment of assets | 353 | 921 |
Total operating expenses | 84,765 | 85,132 |
Income from operations | 23,470 | 15,748 |
Other expenses | ||
Interest expense, net | 10,761 | 6,421 |
Amortization of deferred financing costs and note discount | 1,043 | 3,486 |
Other expenses, net | 2,842 | 3,829 |
Total other expenses | 14,646 | 13,736 |
Income before income taxes | 8,824 | 2,012 |
Income tax expense (benefit) | 2,951 | (3,737) |
Net income (loss) | 5,873 | 5,749 |
Net loss attributable to noncontrolling interests | (3) | (6) |
Net income attributable to controlling interests and available to common shareholders | $ 5,876 | $ 5,755 |
Net income per common share – basic (in dollars per share) | $ 0.13 | $ 0.13 |
Net income per common share – diluted (in dollars per share) | $ 0.13 | $ 0.13 |
Weighted average shares outstanding - basic (in shares) | 44,959,960 | 44,729,824 |
Weighted average shares outstanding - diluted (in shares) | 45,609,764 | 45,741,261 |
ATM operating revenues | ||
Revenues | ||
Revenues | $ 255,018 | $ 291,799 |
Cost of revenues | ||
Cost of revenues | 150,803 | 193,630 |
ATM product sales and other revenues | ||
Revenues | ||
Revenues | 12,816 | 14,803 |
Cost of revenues | ||
Cost of revenues | $ 8,796 | $ 12,092 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||
Net income | $ 5,873 | $ 5,749 |
Unrealized gain (loss) on interest rate derivative contracts, net of deferred income tax expense of $4,610 and benefit of $12,103 for the three months ended March 31, 2021 and 2020, respectively | 15,064 | (39,842) |
Foreign currency translation adjustments, net of deferred income tax expense of $238 and benefit of $561 for the three months ended March 31, 2021 and 2020, respectively | 2,605 | (19,620) |
Other comprehensive income (loss) | 17,669 | (59,462) |
Total comprehensive income (loss) | 23,542 | (53,713) |
Less: Comprehensive (loss) income attributable to noncontrolling interests | (66) | 35 |
Comprehensive income (loss) attributable to controlling interests | $ 23,608 | $ (53,748) |
Consolidated Statements Of Co_2
Consolidated Statements Of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||
Unrealized gain on interest rate derivatives, deferred income tax expense (benefit) | $ 4,610 | $ (12,103) |
Foreign currency translation adjustments, deferred income tax expense (benefit) | $ 238 | $ (561) |
Consolidated Statements Of Shar
Consolidated Statements Of Shareholders' Equity - USD ($) $ in Thousands | Total | Cumulative effect of change in accounting principle | Common Shares | Additional Paid-In Capital | Accumulated Other Comprehensive Loss, Net | Retained Earnings | Retained EarningsCumulative effect of change in accounting principle | Noncontrolling Interests |
Balance at beginning of period (in shares) at Dec. 31, 2019 | 44,676,000 | |||||||
Balance at beginning of period at Dec. 31, 2019 | $ 380,326 | $ (1,871) | $ 447 | $ 332,109 | $ (77,887) | $ 125,763 | $ (1,871) | $ (106) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common shares for share-based compensation, net of forfeitures (in shares) | 286,000 | |||||||
Issuance of common shares for share-based compensation, net of forfeitures | 274 | $ 3 | 271 | |||||
Share-based compensation expense | 5,193 | 5,193 | ||||||
Tax payments related to share-based compensation | (5,515) | (5,515) | ||||||
Unrealized loss on interest rate derivatives, interest rate swap and foreign currency forward contracts, net of deferred income tax benefit | (39,842) | (39,842) | ||||||
Net income attributable to controlling interests | 5,755 | 5,755 | ||||||
Net loss attributable to noncontrolling interests | (6) | (6) | ||||||
Foreign currency translation adjustments, net of deferred income tax benefit | (19,582) | (19,620) | (3) | 41 | ||||
Repurchase of common shares (in shares) | (506,000) | |||||||
Repurchase of common shares | (16,873) | $ (5) | (3,530) | (13,338) | ||||
Balance at end of period (in shares) at Mar. 31, 2020 | 44,456,000 | |||||||
Balance at end of period at Mar. 31, 2020 | 307,859 | $ 445 | 328,528 | (137,349) | 116,306 | (71) | ||
Balance at beginning of period (in shares) at Dec. 31, 2019 | 44,676,000 | |||||||
Balance at beginning of period at Dec. 31, 2019 | 380,326 | $ (1,871) | $ 447 | 332,109 | (77,887) | 125,763 | $ (1,871) | (106) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income attributable to controlling interests | $ 19,144 | |||||||
Balance at end of period (in shares) at Dec. 31, 2020 | 44,539,433 | 44,539,000 | ||||||
Balance at end of period at Dec. 31, 2020 | $ 379,416 | $ 445 | 343,042 | (93,731) | 129,693 | (33) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common shares for share-based compensation, net of forfeitures (in shares) | 717,000 | |||||||
Issuance of common shares for share-based compensation, net of forfeitures | 768 | $ 8 | 760 | |||||
Share-based compensation expense | 4,258 | 4,258 | ||||||
Tax payments related to share-based compensation | (14,464) | (14,464) | ||||||
Unrealized loss on interest rate derivatives, interest rate swap and foreign currency forward contracts, net of deferred income tax benefit | 15,064 | 15,064 | ||||||
Net income attributable to controlling interests | 5,876 | 5,876 | ||||||
Net loss attributable to noncontrolling interests | (3) | (3) | ||||||
Foreign currency translation adjustments, net of deferred income tax benefit | $ 2,541 | 2,605 | (1) | (63) | ||||
Balance at end of period (in shares) at Mar. 31, 2021 | 45,255,680 | 45,256,000 | ||||||
Balance at end of period at Mar. 31, 2021 | $ 393,456 | $ 453 | $ 333,596 | $ (76,062) | $ 135,568 | $ (99) |
Consolidated Statements Of Sh_2
Consolidated Statements Of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Unrealized gain on interest rate derivatives, deferred income tax expense (benefit) | $ 4,610 | $ (12,103) |
Foreign currency translation adjustments, deferred income tax expense (benefit) | $ 238 | $ (561) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 5,873 | $ 5,749 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, accretion, and amortization of intangible assets | 38,371 | 40,624 |
Amortization of deferred financing costs and note discount | 1,043 | 3,486 |
Share-based compensation expense | 4,258 | 5,193 |
Deferred income tax (benefit) expense | (780) | 9,602 |
Loss on disposal and impairment of assets | 353 | 921 |
Other reserves and non-cash items | 3,311 | 4,361 |
Changes in assets and liabilities: | ||
Decrease in accounts and notes receivable, net | 2,129 | 3,171 |
Decrease (increase) in prepaid expenses, deferred costs, and other current assets | 2,992 | (11,645) |
Decrease (increase) in inventory, net | 177 | (1,454) |
Decrease in other assets | 2,946 | 3,866 |
Increase (decrease) in accounts payable | 6,122 | (8,813) |
Increase (decrease) in restricted cash liabilities | 4,346 | (39,871) |
Increase (decrease) in accrued liabilities | 5,371 | (11,209) |
Decrease in other liabilities | (7,160) | (2,861) |
Net cash provided by operating activities | 69,352 | 1,120 |
Cash flows from investing activities: | ||
Additions to property and equipment | (16,246) | (18,429) |
Net cash used in investing activities | (16,246) | (18,429) |
Cash flows from financing activities: | ||
Proceeds from borrowings under revolving credit facility | 0 | 731,862 |
Repayments of borrowings under revolving credit facility | 0 | (144,754) |
Repayments of term loan facility | (1,250) | 0 |
Tax payments related to share-based compensation | (14,464) | (5,515) |
Proceeds from exercises of stock options | 760 | 293 |
Repurchase of common shares | 0 | (16,873) |
Payment of contingent consideration | (9,193) | 0 |
Other financing activities | (36) | 0 |
Net cash (used in) provided by financing activities | (24,183) | 565,013 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (1,296) | (6,649) |
Net increase in cash, cash equivalents, and restricted cash | 27,627 | 541,055 |
Cash, cash equivalents, and restricted cash as of beginning of period | 311,595 | 117,469 |
Cash, cash equivalents, and restricted cash as of end of period | 339,222 | 658,524 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 6,628 | 1,992 |
Cash paid for income taxes, net | $ 5,881 | $ 2,666 |
General and Basis of Presentati
General and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General and Basis of Presentation | (1) General and Basis of Presentation (a) General Cardtronics plc, together with its wholly and majority-owned subsidiaries (collectively, the “Company” or “Cardtronics”), provides convenient automated financial related services to consumers through its global network of automated teller machines and multi-function financial services kiosks (collectively referred to as “ATMs”). The Company is the world’s largest ATM owner/operator, providing services in North America, Europe and Africa, and Australia and New Zealand. The Company evaluates, oversees and manages the financial performance of the business through these three operating segments, further described in Note 15. Segment Information. The Company’s revenues are generally recurring in nature and historically have been derived primarily from convenience transaction fees (or "surcharge"), which are paid by cardholders, as well as other transaction-based fees, including interchange fees, which are paid by the cardholder’s financial institution for the use of the ATMs serving their customers and connectivity to the applicable electronic funds transfer ("EFT") network that transmits data between the ATM and the cardholder’s financial institution. Other revenue sources include: (i) fees from financial institutions that participate in the Company's Allpoint network ("Allpoint"), the largest retail-based surcharge-free ATM network (based on the number of participating ATMs), (ii) fees for bank-branding ATMs and providing financial institution cardholders with surcharge-free access, (iii) revenues earned by providing managed services solutions and transaction processing services to retailers and financial institutions, (iv) fees earned from foreign currency exchange transactions at the ATM, known as dynamic currency conversion ("DCC"), and (v) revenues from the sale of ATMs, ATM-related equipment and other ancillary services. On January 25, 2021, the Company entered into a definitive agreement to be acquired by NCR Corporation (“NCR”) for $39.00 per share in cash (the “NCR Transaction”). This followed the Company's delivery of a notice to terminate its previously announced definitive agreement with Catalyst Holdings Limited (“Catalyst”), an affiliate of Apollo Management, L.P., dated as of December 15, 2020, pursuant to which the Company would have been acquired by Catalyst for $35.00 per share in cash, in accordance with the terms of such agreement. The proposed transaction with NCR is subject to the satisfaction of customary closing conditions, including receipt of regulatory approvals. Cardtronics shareholders approved the transaction on May 7, 2021. It is expected that, subject to the satisfaction or waiver of all relevant conditions, the proposed transaction will be completed in mid-year 2021. During the three months ended March 31, 2021, the Company incurred $1.4 million of costs related to the proposed acquisition of the Company, including legal and professional fees, and certain other administrative expenses presented in the Acquisition related expenses line on the Consolidated Statements of Operations. (b) Basis of Presentation This Quarterly Report on Form 10-Q (this “Form 10-Q”) has been prepared pursuant to the rules and regulations of the United States ("U.S.") Securities and Exchange Commission (“SEC”) applicable to interim financial information. As this is an interim period filing presented using a condensed format, it does not include all of the disclosures required by accounting principles generally accepted in the U.S. (“U.S. GAAP” or “GAAP”), although the Company believes that the disclosures are adequate to make the information not misleading. This Form 10-Q should be read along with the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Form 10-K”), which includes a summary of the Company’s significant accounting policies and other disclosures. All normal recurring adjustments necessary for a fair presentation of the Company’s interim and prior period results have been made. The results of operations for the three months ended March 31, 2021 and 2020 are not necessarily indicative of results of operations that may be expected for any other interim period or for the full fiscal year. The unaudited interim financial statements include the accounts of the Company. All material intercompany accounts and transactions have been eliminated in consolidation. The Company owns a majority (95.7%) interest in, and realizes a majority of the earnings and/or losses of, Cardtronics Mexico, S.A. de C.V.; thus this entity is reflected as a consolidated subsidiary in the financial statements, with the remaining ownership interests not held by the Company being reflected as noncontrolling interests. The preparation of the unaudited interim financial statements to conform with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of this Form 10-Q and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and these differences could be material to the financial statements. (c) Cost of ATM Operating Revenues Presentation The Company presents the Cost of ATM operating revenues in the Consolidated Statements of Operations exclusive of depreciation, accretion, and amortization of intangible assets related to ATMs and ATM-related assets. The following table reconciles the amounts excluded from the Cost of ATM operating revenues line in the Consolidated Statements of Operations to total depreciation, accretion, and amortization of intangible assets included in the Consolidated Statement of Operations for the periods presented: Three Months Ended 2021 2020 (In thousands) Depreciation and accretion expenses related to ATMs and ATM-related assets $ 25,875 $ 22,781 Amortization of intangible assets 6,086 8,413 Total depreciation, accretion, and amortization of intangible assets excluded from Cost of ATM operating revenues 31,961 31,194 Depreciation and accretion expense included in Selling, general, and administrative expenses 6,410 9,430 Total depreciation, accretion and amortization of intangible assets $ 38,371 $ 40,624 (d) Restructuring Expenses During the three months ended March 31, 2021, the Company continued certain corporate reorganization and cost reduction initiatives that began in 2020, partly in response to the impacts of the COVID-19 pandemic (the "Pandemic"). In the three months ended March 31, 2021 and 2020, the Company incurred $1.7 million and $1.2 million , respectively, of pre-tax expenses related to these activities that primarily included facility closures, workforce reductions and other related charges. The following table reflects the amounts recorded in the Restructuring expenses line in the Consolidated Statements of Operations for the periods presented: Three Months Ended 2021 2020 (In thousands) Europe & Africa $ 1,549 $ 1,000 Corporate 143 209 Total $ 1,692 $ 1,209 The costs incurred in Europe & Africa for the three months ended March 31, 2021 and 2020 included facility related costs consisting of non-cash asset write-offs and accelerated lease expenses as well as amounts pertaining to workforce reductions, primarily in the U.K. The costs incurred in Corporate for the three months ended March 31, 2021 included amounts pertaining to workforce reductions and the costs incurred in Corporate for the three months ended March 31, 2020 primarily consisted of professional fees. The re structuring liability balances as of March 31, 2021 and 2020 wer e $1.6 million and $0.6 million, respectively. The restructuring liability balance as of December 31, 2020 was $2.2 million . (e) Cash, Cash Equivalents, and Restricted Cash For purposes of reporting financial condition, cash and cash equivalents include cash in bank and short-term deposit accounts and physical cash. Additionally, the Company maintains cash on deposit with banks that is pledged for a particular use or restricted to support a liability. Restricted cash primarily consists of amounts collected on behalf of, but not yet remitted to, certain of the Company’s merchant customers or third-party service providers. Restricted cash in current assets is offset by a corresponding liability balance in the Accrued liabilities line in the Consolidated Balance Sheets. The changes in the settlement liabilities corresponding to the changes in the balance of restricted cash during the three months ended March 31, 2021 and 2020 are presented in the Consolidated Statements of Cash Flows within the Increase (decrease) in restricted cash liabilities line. The following table provides a reconciliation of the ending cash, cash equivalents, and restricted cash balances as of March 31, 2021 and 2020, corresponding with the balances in the Consolidated Statements of Cash Flows. Three Months Ended 2021 2020 (In thousands) Cash and cash equivalents $ 197,363 $ 613,728 Restricted cash 141,859 44,796 Total cash, cash equivalents, and restricted cash in the Consolidated Statements of Cash Flows $ 339,222 $ 658,524 (f) Accounts and Notes Receivable, net Accounts and notes receivable are comprised of amounts due from the Company’s clearing and settlement banks for transaction revenues earned on transactions processed during the month ending on the balance sheet date, as well as receivables from surcharge-free network customers, bank-branding and network-branding customers, managed services customers and for ATMs and ATM-related equipment sales and service. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for credit losses represents the Company’s best estimate of the future expected credit losses on the Company's existing accounts and notes receivable. Accounting Standards Codification Topic 326 ("Topic 326") requires recognition of credit losses when expected based on a broad range of information, including historical experience and current economic conditions. The Company applies an aging based methodology using historic loss experience and aging categories. Where necessary, the Company segregates receivables into pools with common characteristics. In addition, where appropriate and where the available information indicates that losses would be minimal, an estimated loss rate is applied. In all cases, losses are recognized when expected. The Company holds no material financing receivables and no other financial instruments measured at amortized cost. For the three months ended March 31, 2021 and 2020, the Company assessed the likelihood of collection of its receivables utilizing historical loss rates and current market conditions that included the estimated impact of the global COVID-19 pandemic. The Company recorded an insignificant provision for estimated credit losses d uring the three months ending March 31, 2021 and a provision of $0.9 million during the three months ending March 31, 2020. (g) Inventory The Company’s inventory is determined using the average cost method. The Company periodically assesses its inventory, and as necessary, adjusts the carrying values to the lower of cost or net realizable value. The following table reflects the Company’s primary inventory components: March 31, 2021 December 31, 2020 (In thousands) ATMs $ 1,563 $ 1,837 ATM spare parts and supplies 6,320 6,525 Total inventory 7,883 8,362 Less: Inventory reserves (1,673) (1,764) Inventory, net $ 6,210 $ 6,598 (h) Warrants Concurrent with the issuance of the 1.00% Convertible Senior Notes due 2020 (the "Convertible Notes") in November 2013, Cardtronics, Inc. entered into separate convertible note hedge and warrant transactions to reduce the potential dilutive impact upon the conversion of the Convertible Notes. The net effect of these transactions effectively raised the price at which dilution would occur from the $52.35 initial conversion price of the Convertible Notes to $73.29. The amounts allocated to both the note hedge and warrants were recorded in the Shareholders' equity section in the Consolidated Balance Sheets. The note hedge terminated upon the maturity of the Convertible Notes in 2020. The 2.2 million warrants that remain outstanding as of March 31, 2021 have a strike price of $73.29 and expire incrementally on a series of expiration dates through August 30, 2021. |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
New Accounting Pronouncements | (2) New Accounting Pronouncements Adoption of New Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The ASU simplifies the accounting for income taxes by removing certain exceptions for recognizing deferred taxes, performing intra-period allocations and calculating income taxes in interim periods. The ASU also adds guidance intended to reduce complexity in certain areas, including recognizing deferred taxes for certain changes in the tax basis of goodwill and allocating taxes to members of a consolidated group. The ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The adoption of this ASU did not have a material impact on the Company's financial statements. In October 2020, FASB issued ASU 2020-10, Codification Improvements , which clarifies application of guidance to a wide variety of topics in the Accounting Standard Codification. The guidance also includes amendments to improve the codification by ensuring that all guidance that requires or provides an option for an entity to disclose information in the notes to the financial statements is codified in the disclosure section of the respective codification and to clarify guidance so that entities can apply guidance more consistently where the original guidance may have been unclear. The ASU is effective for fiscal years beginning after December 15, 2020 with early adoption permitted. The adoption of this ASU did not have a material impact on the Company's financial statements. In January 2021, the Financial Accounting Standards Board ("FASB") issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope , which serves to clarify the scope of Topic 848 to explicitly include derivative instruments both directly and indirectly impacted by the market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate ("SOFR") (collectively, "reference rate reform") and to allow certain practical expedients to be applied to derivative instruments indirectly impacted by reference rate reform. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The adoption of this guidance has had no impact on the consolidated financial statements as the Company has not yet modified any of the existing contracts in response to the reference rate reform. The impact of this ASU will ultimately depend on the terms of any future contract modifications related to a change in reference rate, including potential future modifications to the Company's debt facilities, vault cash agreements and cash flow hedges. Accounting Pronouncements Issued But Not Yet Adopted Although there are several other new accounting pronouncements issued by the FASB, the Company does not believe any of these accounting pronouncements had or will have a material impact on its consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | (3) Revenue Recognition Disaggregated Revenues The following tables detail the revenues of the Company’s reportable segments disaggregated by financial statement line and component of revenue: Three Months Ended March 31, 2021 (In thousands) North America Europe & Africa Australia & New Zealand Eliminations Consolidated Surcharge revenues $ 61,452 $ 16,734 $ 15,203 $ — $ 93,389 Interchange revenues 32,160 34,135 — — 66,295 Bank-branding and surcharge-free network revenues 61,309 280 — — 61,589 Managed services and processing revenues 28,038 1,686 4,509 (488) 33,745 Total ATM operating revenues 182,959 52,835 19,712 (488) 255,018 ATM product sales and other revenues 9,086 3,243 487 — 12,816 Total revenues $ 192,045 $ 56,078 $ 20,199 $ (488) $ 267,834 Three Months Ended March 31, 2020 (In thousands) North America Europe & Africa Australia & New Zealand Eliminations Consolidated Surcharge revenues $ 81,977 $ 32,596 $ 15,945 $ — $ 130,518 Interchange revenues 31,610 44,825 — — 76,435 Bank-branding and surcharge-free network revenues 54,538 347 — — 54,885 Managed services and processing revenues 25,116 2,190 4,307 (1,652) 29,961 Total ATM operating revenues 193,241 79,958 20,252 (1,652) 291,799 ATM product sales and other revenues 12,756 1,942 105 — 14,803 Total revenues $ 205,997 $ 81,900 $ 20,357 $ (1,652) $ 306,602 As presented, c ertain prior year revenue amounts have been reclassified to ensure consistency with the current year presentation and management's current views concerning the classification of revenues related to managed services and processing arrangements. The reclassified amounts previously presented as Managed services and processing revenues were reclassified as Surcharge revenues and Bank-branding and surcharge-free network revenues, respectively, in the North America segment, and amounts previously presented as Interchange revenues were reclassified as Managed services and processing revenues in the Europe & Africa and Australia & New Zealand segments. The Company determined that these reclassifications are not material to the previously reported financial statements. Revenue is recognized when obligations under the terms of a contract with a customer are satisfied. Revenue is recorded in the ATM operating revenues and ATM product sales and other revenues lines in the Consolidated Statements of Operations. The Company presents revenues from automated consumer financial services, bank-branding and surcharge-free network offerings, managed services and other services in the ATM operating revenues line in the Consolidated Statements of Operations. ATM operating revenues are recognized (i) as the associated transactions are processed or (ii) on a monthly basis on a per ATM or per cardholder basis. When customer contracts provide for up-front fees that do not pertain to a distinct performance obligation, the fees are recognized over the term of the underlying agreement on a straight-line basis. The Company’s bank-branding, surcharge-free network and managed services arrangements result in the Company providing a series of distinct services that have similar patterns of transfer to the customer. As a result, these arrangements create performance obligations that are satisfied over-time (generally 3-5 years) for which the Company has a right to consideration that corresponds directly with the value of the Company’s performance completed to date. In conjunction with these arrangements, the Company recognizes revenue in the amount that it has a right to receive. Variable consideration may exist in these arrangements and is recognized only to the extent a significant reversal is not probable. The Company presents revenues from other product sales and services in the ATM product sales and other revenues line in the Consolidated Statements of Operations. The Company earns revenues from the sale of ATMs and ATM-related equipment as well as the delivery of other non-transaction-based services. Revenues related to these activities are recognized when ownership of the equipment is transferred to the customer. With respect to the sale of ATMs to Value-Added-Resellers (“VARs”), the Company recognizes revenues related to such sales when ownership of the equipment is transferred to the VARs. Due to the transactional nature of the Company’s revenue, there are no significant judgments that affect the determination of the amount and timing of its revenues. See the 2020 Form 10-K for further information on the components of the Company's revenues. Contract Balances As of March 31, 2021, the Company has recogniz ed no significant contract assets. |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | (4) Share-based Compensation The Company accounts for its share-based compensation by recognizing the grant date fair value of share-based awards, net of estimated forfeitures, as share-based compensation expense over the underlying requisite service periods of the related awards. The grant date fair value is based upon the Company's share price on the date of the grant. The following table reflects the total share-based compensation expense amounts reported in the Consolidated Statements of Operations: Three Months Ended 2021 2020 (In thousands) Cost of ATM operating revenues $ 258 $ 545 Selling, general, and administrative expenses 4,000 4,648 Total share-based compensation expense $ 4,258 $ 5,193 Restricted Stock Units. The Company grants restricted stock units (“RSUs”) under its Long-Term Incentive Plan (“LTIP”), which is an annual equity award program under the Fourth Amended and Restated 2007 Stock Incentive Plan. The ultimate number of RSUs that are determined to be earned under the LTIP are approved by the Compensation Committee of the Company’s Board of Directors, based on the Company’s achievement of previously specified performance levels at the end of the associated performance period. RSU grants are service-based (“Time-RSUs”), performance-based (“Performance-RSUs”), or market-based (“Market-Based-RSUs”). Each is recognized ratably over the associated service period. For Time-RSUs and Market-Based-RSUs, the Company recognizes the related compensation expense based on the grant date fair value. The grant date fair value of the Time-Based RSUs is the Company's closing stock price on the date of grant while the grant date fair value of the Market-Based-RSUs is derived from a Monte Carlo simulation. For Performance-RSUs, the Company recognizes the related compensation expense based on the estimated performance levels that management believes will ultimately be met. Time-RSUs are convertible into the Company’s common shares upon passage of the annual graded vesting periods, which begin on the date of grant and extend 3-4 years. Performance-RSUs and Market-Based-RSUs will be earned to the extent the Company achieves the associated performance-based or market-based vesting conditions and these awards are convertible into the Company’s common shares after the passage of the vesting periods which extend 3-4 years from the grant date. Although Performance-RSUs and Market-Based-RSUs are not considered to be earned and outstanding until the vesting conditions are met, the Company recognizes the related compensation expense over the requisite service period (or to an employee’s qualified retirement date, if earlier). RSUs may also be granted outside of LTIPs, with or without performance-based vesting requirements. The number of the Company’s earned non-vested RSUs as of March 31, 2021 and December 31, 2020, and changes during the three months ended March 31, 2021, are presented below: Number of Shares Weighted Average Grant Date Fair Value Non-vested RSUs as of December 31, 2020 1,075,359 $ 25.41 Granted 408,336 29.17 Vested (1,035,982) 24.65 Forfeited (3,282) 29.19 Non-vested RSUs as of March 31, 2021 444,431 $ 30.61 The above table only includes earned RSUs. Performance-RSUs and Market-Based-RSUs that are not yet earned are not included. The number of unearned Performance-RSUs granted at the target threshold in 2021, net of actual forfeitures, was 58,013 units with a grant date fair value of $38.79 per unit. The number of unearned Market-Based-RSUs granted in 2021, net of actual forfeitures, was 58,007 units with a grant date fair value of $38.79 per unit. The number of unearned Performance-RSUs granted in 2020, net of actual forfeitures, was 204,374 units with a grant date fair value of $23.45 per unit. The number of unearned Market-Based-RSUs granted at the target in 2020, net of actual forfeitures, was 187,809 units with a grant date fair value of $30.48 per unit. The number of unearned Performance-RSUs granted at the target in 2019, net of actual forfeitures, was 108,498 units with a grant date fair value of $33.68 per unit. The number of unearned Market-Based-RSUs granted in 2019, net of actual forfeitures, was 108,424 units with a grant date fair value of $49.06 per unit. Time-RSUs are included in the listing of earned and outstanding RSUs when granted. As of March 31, 2021, the unrecognized compensation expense associated with earned RSUs was $12.2 million, which will be recognized using a graded vesting schedule for Performance-RSUs and a straight-line vesting schedule for Time-RSUs, over a remaining weighted average vesting period of 2.07 years. Options . The number of the Company’s outstanding stock options as of March 31, 2021 and December 31, 2020, and changes during the three months ended March 31, 2021, are presented below: Number of Shares Weighted Average Exercise Price Options outstanding as of December 31, 2020 584,465 $ 23.96 Granted — — Exercised (91,299) 24.76 Forfeited — — Options outstanding as of March 31, 2021 493,166 $ 23.81 Options vested and exercisable as of March 31, 2021 292,744 $ 24.12 As of March 31, 2021, the unrecognized compensation expense associated with outstanding options was approximately $1.8 million, which will be recognized over the remaining weighted average vesting period of approximately 1.52 years. The weighted average contractual term associated with outstanding options was 8.07 years as of March 31, 2021. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | (5) Earnings Per Share The Company reports its earnings per share under the two-class method. Under this method, potentially dilutive securities are excluded from the calculation of diluted earnings per share (as well as their related impact on the net income available to common shareholders) when their impact on net income available to common shareholders is anti-dilutive. Potentially dilutive securities for the three months ended March 31, 2021 include outstanding stock options, RSUs, and the potentially dilutive effect of outstanding warrants. Potentially dilutive securities for the three months ended March 31, 2020 include outstanding stock options, RSUs, and the potentially dilutive effect of outstanding warrants and shares underlying the 1.00% Convertible Senior Notes and the associated note hedges. The potentially dilutive effect of outstanding warrants, the underlying shares exercisable under the Convertible Notes, and the note hedges were excluded from diluted shares outstanding for the three months ended March 31, 2021 and 2020, as applicable, as the exercise price exceeded the average market price of the Company’s common shares in both periods presented. The details of the Company's Earnings per Share calculation are as follows: Three Months Ended March 31, 2021 2020 ( in thousands, excluding share and per share amounts ) Net income available to common shareholders $ 5,876 $ 5,755 Weighted average common basic shares outstanding (for basic calculation) 44,959,960 44,729,824 Dilutive effect of outstanding common stock options and RSUs 649,804 1,011,437 Weighted average common dilutive shares outstanding (for diluted calculation) 45,609,764 45,741,261 Net income per common share - basic $ 0.13 $ 0.13 Net income per common share - diluted $ 0.13 $ 0.13 |
Shareholder's Equity
Shareholder's Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Shareholder's Equity | (6) Shareholders' Equity Accumulated Other Comprehensive Loss, net. Accumulated other comprehensive loss, net, is a separate component of Shareholders’ equity in the Consolidated Balance Sheets. The following tables present the changes in the balances of each component of Accumulated other comprehensive loss, net, for the three months ended March 31, 2021: Foreign Currency Translation Adjustments Unrealized Losses on Interest Rate Derivative Contracts Total (In thousands) Total accumulated other comprehensive loss, net as of December 31, 2020 $ (41,572) (1) $ (52,159) (2) $ (93,731) Other comprehensive income before reclassification 2,605 (3) 6,162 (4) 8,767 Amounts reclassified from accumulated other comprehensive loss, net — 8,902 (4) 8,902 Net current period other comprehensive income 2,605 15,064 17,669 Total accumulated other comprehensive loss, net as of March 31, 2021 $ (38,967) (1) $ (37,095) (2) $ (76,062) (1) Net of deferred income tax benefit of $2,845 and $3,083 as of March 31, 2021 and December 31, 2020, respectively. (2) Net of deferred income tax expense of $8,433 and $3,823 as of March 31, 2021 and December 31, 2020, respectively. (3) Net of deferred income tax expense of $238. (4) Net of deferred income tax expense of $1,886 and $2,724 for Other comprehensive income (loss) before reclassification and Amounts reclassified from accumulated other comprehensive loss, net, respectively, for the three months ended March 31, 2021. For additional information, see Note 11. Derivative Financial Instruments . The Company records unrealized gains and losses related to its interest rate derivative contracts, net of taxes, in the Accumulated other comprehensive loss, net line within the Consolidated Balance Sheets. The amounts reclassified from Accumulated other comprehensive loss, net are recognized in the Cost of ATM operating revenues, Interest expense, net, or Other expenses, net lines in the Consolidated Statements of Operations. The Company has elected the portfolio approach for the deferred tax asset of the unrealized gains and losses related to the interest rate swap contracts in Accumulated other comprehensive loss, net within the Consolidated Balance Sheets. Under the portfolio approach, the disproportionate tax effect created when the valuation allowance was appropriately released as a tax benefit into continuing operations in 2010 will reverse out of the Accumulated other comprehensive loss, net line within the Consolidated Balance Sheets and into continuing operations as a tax expense when the Company ceases to hold any interest rate swap contracts. As of March 31, 2021, the disproportionate tax effect was $14.7 million. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | (7) Intangible Assets Goodwill The Company tests goodwill for impairment annually as of its fiscal year end, or more frequently if events or circumstances indicate goodwill could be impaired. The Company did not identify any impairment indicators associated with its reporting units during the three months ended March 31, 2021. The following table presents the net carrying amounts of the Company’s goodwill as of March 31, 2021 and December 31, 2020, as well as the changes in the net carrying amounts for the three months ended March 31, 2021, by segment. As of March 31 , 2021, the Company held an immaterial amount of indefinite-lived intangible assets. For additional information related to the Company’s segments, see Note 15. Segment Information . North America Europe & Africa Australia & New Total (In thousands) Goodwill, gross as of December 31, 2020 $ 563,734 $ 240,151 $ 152,561 $ 956,446 Accumulated impairment loss (7,303) (50,003) (140,038) (197,344) Goodwill, net as of December 31, 2020 556,431 190,148 12,523 759,102 Foreign currency translation adjustments 1,252 621 (164) 1,709 Goodwill, gross as of March 31, 2021 564,986 240,772 152,397 958,155 Accumulated impairment loss (7,303) (50,003) (140,038) (197,344) Goodwill, net as of March 31, 2021 $ 557,683 $ 190,769 $ 12,359 $ 760,811 |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | (8) Accrued Liabilities The Company’s accrued liabilities consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Accrued merchant settlement $ 220,484 $ $ 213,067 Accrued merchant fees 28,503 24,869 Accrued processing costs 15,103 11,676 Accrued taxes 15,744 22,217 Accrued cash-in-transit 11,031 8,549 Accrued interest 9,172 5,537 Accrued compensation 9,156 17,849 Accrued cash management fees 8,647 7,742 Accrued maintenance 8,552 6,513 Accrued purchases 6,446 8,084 Accrued telecommunications costs 1,377 2,011 Other accrued expenses 38,800 38,171 Total accrued liabilities $ 373,015 $ 366,285 |
Current and Long-Term Debt
Current and Long-Term Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Current and Long-Term Debt | (9) Current and Long-Term Debt The Company’s carrying value of current and long-term debt consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Revolving credit facility due September 2024, including swingline credit facility $ — $ — Term loan facility due June 2027, net of unamortized discount and capitalized debt issuance costs 480,339 480,985 5.50% Senior notes due May 2025, net of unamortized capitalized debt issuance costs 297,354 297,192 Total Debt 777,693 778,177 Less: Current portion (5,000) (5,000) Total Long-Term Debt $ 772,693 $ 773,177 The Term Loan Facility (or "Term Loan") due June 2027 with a face value of $496.3 million and $497.5 million as of March 31, 2021 and December 31, 2020, respectively, is presented net of unamortized discount and capitalized debt issuance costs of $16.0 million and $16.5 million as of March 31, 2021 and December 31, 2020, respectively. Mandatory quarterly installments of principal repayments under the Term Loan, totaling $5.0 million in the next twelve months, are presented in the Current portion of long-term debt line of the Company's Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020. The 5.50% Senior Notes due 2025 (the “2025 Notes”) with a face value of $300.0 million are presented net of unamortized capitalized debt issuance costs o f $2.6 million and $2.8 million as of March 31, 2021 and December 31, 2020, respectively. Revolving Credit Facility The Company is party to a $600 million revolving credit agreement with a maturity date of September 19, 2024 (the "Amended Credit Agreement"). The covenant levels for the Total Net Leverage Ratio (as defined in the second amendment entered into on May 29, 2020 and discussed further below) provide for a Restricted Period, which will end on the earlier of (a) October 1, 2021; or (b) the date on which (i) the Company terminates the Restricted Period at its election and (ii) the Total Net Leverage ratio does not exceed 4.50 to 1.0 (the "Restricted Period"). Interest rates for borrowings and the issuance of letters of credit and fees payable on any unused amounts of the revolving credit facility are subject to certain upward adjustments, including applicable margins above base rates and commitment fee rates when the Total Net Leverage Ratio exceeds 4.00 to 1.0 and base rate floors during the Restricted Period. The Company is subject to some additional limitations under certain covenant baskets during the Restricted Period. Financial covenants under the Amended Credit Agreement are determined as of the last day of each fiscal quarter. The Company is required to maintain an Interest Coverage Ratio, as defined in the Amended Credit Agreement, of no less than 3.00 to 1.00. During the Restricted Period, the Amended Credit Agreement provides for adjustments to the Total Net Leverage Ratio covenant as follows: (i) for the fiscal quarter ending March 31, 2021, the Total Net Leverage Ratio shall not exceed 5.50 to 1.0; (ii) for the fiscal quarter ending June 30, 2021, the Total Net Leverage Ratio shall not exceed 5.25 to 1.0; and (iii) for the fiscal quarter ending September 30, 2021, the Total Net Leverage Ratio shall not exceed 5.00 to 1.0. For each fiscal quarter ending on or after the end of the Restricted Period, the Company shall not permit the Total Net Leverage ratio to exceed 4.50 to 1.0. The Amended Credit Agreement requires certain mandatory prepayments if (i) other than as a result of fluctuations in currency exchange rates, revolving credit exposures exceed the total commitments or, solely as a result of fluctuations in currency exchange rates, the revolving credit exposures exceed 105% of the total commitments and (ii) during the Restricted Period, Unencumbered Balance Sheet Cash (as defined in the Amended Credit Agreement) exceeds $100 million for five consecutive business days. The Company is limited in its ability to make certain payments. Such restricted payments are generally not permitted in the Restricted Period; however, outside of the Restricted Period the Company may generally make such restricted payments so long as no event of default exists at the time of such payment and would not result therefrom and the Total Net Leverage Ratio is equal to or less than 3.75 to 1.00 at the time such restricted payment is made. As of March 31, 2021 , the Company was in compliance with all applicable covenants and ratios under the Amended Credit Agreement. The Amended Credit Agreement contains representations, warranties and covenants that are customary for similar credit arrangements, including, among other things, covenants relating to: (i) financial reporting and notification, (ii) payment of obligations, (iii) compliance with applicable laws, (iv) notification of certain events, and (v) limitations on the ability of the Company and certain of its subsidiaries to, among other things, sell or transfer assets, merge into or consolidate with any third-party or liquidate or dissolve, incurrence or guarantee of indebtedness, create liens, make investments, pay dividends or other distributions on or redeem or repurchase shares, make payments on subordinated indebtedness, enter into certain restrictive agreements or hedging transactions, engage in transactions with affiliates, enter into sale and leaseback transactions, amend their organizational documents, amend certain terms of existing indebtedness and change their fiscal year-end. Each of the Guarantors (as defined in the Amended Credit Agreement) has guaranteed the full and punctual payment of the obligations under the revolving credit facility and the obligations under the revolving credit facility are secured by substantially all of the assets of the credit facility Guarantors, subject to permitted liens and other customary exceptions. Deferred financing costs associated with the Amended Credit Agreement are classified within the Prepaid expenses, deferred costs, and other noncurrent assets line on the Consolidated Balance Sheets. As of March 31, 2021, the Company had no outstanding borrowings under its $600 million revolving credit facility and $10.0 million outstanding standby letters of credit under the facility. Term Loan Facility On June 29, 2020, the Company entered into the Term Loan, by and among the Company, certain of its subsidiaries (including Cardtronics USA, Inc. as the “Borrower”), the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. Pursuant to the Term Loan, the Company borrowed $500 million of aggregate principal and used a portion of the net proceeds to repay outstanding borrowings under its revolving credit facility and retire the 1.00% Convertible Senior Notes due December 2020. The Term Loan was issued with an original issue discount of 175 basis points and interest accrues at the rate of LIBOR plus 400 basis points, with a 1.00% LIBOR floor. Interest is payable quarterly, or in shorter intervals for LIBOR borrowings with a duration of less than three months. The Term Loan matures on June 29, 2027 and requires installment principal repayments equal to 1% of the initial aggregate principal per annum, paid quarterly, with the outstanding balance due on the maturity date. The Term Loan Agreement requires certain other mandatory prepayments, including mandatory prepayments based on (i) a specified percentage of Excess Cash Flow (as defined in the Term Loan Agreement) on an annual basis, commencing with the fiscal year ending December 31, 2021, (ii) the net proceeds of certain asset sales and/or insurance/condemnation events above a threshold amount, subject to reinvestment rights and other exceptions and (iii) the net proceeds of any issuance or incurrence of debt that is not permitted by the Term Loan Agreement, subject to certain exceptions. Outstanding balances are fully prepayable on a voluntary basis at par, subject to premiums for certain repricing or refinancing transactions, but may not be borrowed again once prepaid. Each of the Guarantors of the Term Loan (as defined in the Term Loan Agreement) have guaranteed the full and punctual payment of the obligations under the Term Loan Agreement and the obligations under the Term Loan Agreement are secured by substantially all of the assets of such Guarantors, subject to permitted liens and other customary exceptions. The Term Loan Agreement contains representations, warranties and covenants that are customary for similar credit arrangements, including, among other things, covenants relating to: (i) financial reporting and notification, (ii) payment of obligations, (iii) compliance with applicable laws, (iv) notification of certain events, and (v) limitations on the ability of the Company and certain of its subsidiaries to, among other things, sell or transfer assets, merge into or consolidate with any third-party or liquidate or dissolve, incur or guarantee indebtedness, create liens, make investments, pay dividends or other distributions on or redeem or repurchase shares, make payments on subordinated indebtedness, enter into certain restrictive agreements or hedging transactions, engage in transactions with affiliates, enter into sale and leaseback transactions, amend their organizational documents, amend certain terms of existing indebtedness, and change their fiscal year-end. $300.0 million 5.50% Senior Notes Due 2025 On April 4, 2017, in a private placement offering, Cardtronics Inc. and Cardtronics USA, Inc. (the “2025 Notes Issuers”) issued $300.0 million in aggregate principal amount of the 2025 Notes pursuant to an indenture dated April 4, 2017 (the “2025 Notes Indenture”) among the 2025 Notes Issuers, Cardtronics plc, and certain of its subsidiaries, as guarantors (each, a “2025 Notes Guarantor”), and Wells Fargo Bank, National Association, as trustee. Interest on the 2025 Notes accrues at the rate of 5.50% per annum and is payable semi-annually in cash in arrears on May 1st and November 1st of each year. The 2025 Notes and the related guarantees (the “2025 Guarantees”) are the general unsecured senior obligations of each of the 2025 Notes Issuers and the 2025 Notes Guarantors, respectively, and rank: (i) equally in right of payment with all of the 2025 Notes Issuers’ and the 2025 Notes Guarantors’ existing and future senior indebtedness and (ii) senior in right of payment to all of the 2025 Notes Issuers’ and the 2025 Notes Guarantors’ future subordinated indebtedness. The 2025 Notes and the 2025 Guarantees are effectively subordinated to any of the 2025 Notes Issuers’ and the 2025 Notes Guarantors’ existing and future secured debt to the extent of the collateral securing such debt, including all borrowings under the Company’s revolving credit facility and Term Loan. The 2025 Notes are structurally subordinated to all third-party liabilities of any of Cardtronics plc’s subsidiaries (excluding the 2025 Notes Issuers) that do not guarantee the 2025 Notes. Obligations under the 2025 Notes are fully and unconditionally and jointly and severally guaranteed on a senior unsecured basis by Cardtronics plc and certain of its subsidiaries and certain of its future subsidiaries, with the exception of Cardtronics plc’s immaterial subsidiaries and CFC Guarantors (as defined in the indenture to the 2025 Notes). There are no significant restrictions on the ability of Cardtronics plc to obtain funds from Cardtronics Inc., Cardtronics USA, Inc., or the other 2025 Notes Guarantors by dividend or loan. None of the 2025 Notes Guarantors’ assets represent restricted assets pursuant to Rule 4-08(e)(3) of Regulation S-X. |
Other Liabilities
Other Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | (10) Other Liabilities The Company’s other liabilities consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Current portion of other long-term liabilities Interest rate swap and cap contracts $ 22,211 $ 23,916 Operating lease liabilities 17,607 18,683 Acquisition related contingent consideration — 9,490 Asset retirement obligations 6,502 6,517 Deferred revenue 4,182 4,295 Other 1,242 1,898 Total current portion of other long-term liabilities $ 51,744 $ 64,799 Noncurrent portion of other long-term liabilities Interest rate swap and cap contracts $ 12,935 $ 26,994 Deferred revenue 3,447 3,850 Other 5,504 6,883 Total noncurrent portion of other long-term liabilities $ 21,886 $ 37,727 As of December 31, 2020, the Acquisition related contingent consideration line consisted of the estimated fair value of the contingent consideration associated with the Spark ATM Systems Pty Ltd. (“Spark”) acquisition that occurred in 2017. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | (11) Derivative Financial Instruments Risk Management Objectives of Using Derivatives - Interest rate risk The Company is exposed to interest rate risk associated with its vault cash rental obligations and its floating-rate debt. The Company uses varying notional amount interest rate swap contracts and interest rate cap agreements (“Interest Rate Derivatives”) to manage the interest rate risk associated with its vault cash rental obligations in the U.S., Canada, the U.K., and Australia. The Company also uses interest rate swap or cap contracts to mitigate its exposure to floating interest rates on its floating-rate debt. The majority of the Company’s Interest Rate Derivatives serve to mitigate interest rate risk exposure by converting a portion of the Company’s monthly floating-rate vault cash rental payments to either monthly fixed-rate vault cash rental payments or to vault cash rental payments with a capped rate. Typically, the Company receives monthly floating-rate payments from its Interest Rate Derivative counterparties that correspond to, in all material respects, the monthly floating-rate payments that are paid by the Company to its vault cash rental providers for the portion of the average outstanding vault cash balances that have been hedged. The floating-rate payments may or may not be capped or limited. In return, the Company pays its counterparties a monthly fixed-rate amount based on the same notional amounts outstanding. By converting the vault cash rental and from time to time the interest on certain debt from floating-rate to a fixed or a capped rate, the impact of favorable and unfavorable changes in future interest rates on the monthly vault cash rental payments recognized in the Cost of ATM oper ating revenues line and on the interest payments on floating-rate debt recognized in the Interest expense, net line in the Consolidated Statements of Operations has been reduced. Risk Management Objectives of Using Derivatives - Foreign Currency Exchange Rate Risk The Company is also exposed to foreign currency exchange rate risk with respect to its operations outside the U.S. The Company has at times used foreign currency forward contracts to mitigate its foreign exchange rate risk associated with certain anticipated transactions. The Company regularly designates its foreign currency derivatives as cash flow hedges, however, the Company is not presently party to any foreign currency derivatives designated as cash flow hedges. Derivative Accounting Policy The Interest Rate Derivatives discussed above are used by the Company to hedge its exposure to variability in expected future cash flows attributable to a particular risk and therefore typically qualify as and are designated as cash flow hedging instruments. The Company does not currently hold any interest rate derivative instruments not designated as cash flow hedges. As discussed above, the Company generally utilizes fixed-for-floating Interest Rate Derivatives where the underlying pricing terms of the cash flow hedging instrument agree, in all material respects, with the pricing terms of the anticipated vault cash rental obligations, anticipated Amended Credit Agreement borrowings or other floating-rate debt borrowings. Therefore, the amount of ineffectiveness associated with the Interest Rate Derivatives has historically been immaterial. If the Company concludes (i) that the obligations that have been hedged are no longer probable or (ii) that the underlying terms of the agreements have changed such that they do not sufficiently agree to the pricing terms of the Interest Rate Derivatives, the Interest Rate Derivative contracts would be deemed ineffective. The Company does not currently anticipate terminating or modifying terms of its existing Interest Rate Derivative instruments prior to their expiration dates. The Company recognizes its Interest Rate Derivative contracts as assets or liabilities at fair value and the accumulated changes in the fair values of the related Interest Rate Derivative contracts are reported net of taxes in Accumulated other comprehensive loss, net within the Consolidated Balance Sheets. For additional information related to the Company’s interest rate swap and cap contracts and the associated fair value measurements, see Note 12. Fair Value Measurements . In accordance with U.S. GAAP, the Company reports the gain or loss related to each highly effective cash flow hedging instrument, including any ineffectiveness, as a component of Accumulated other comprehensive loss, net within the Consolidated Balance Sheets and reclassifies the gain or loss into earnings within the Cost of ATM operating revenues, Interest expense, net, or Other expenses, net lines of the Consolidated Statements of Operations in the same period or periods during which the hedged transaction affects and has been forecasted in earnings. The classification of the gain or loss is determined based on the associated hedge designation. None of the Company’s existing derivative contracts contain credit-risk-related contingent features. Summary of Outstanding Interest Rate Derivatives The notional amounts, weighted average fixed rates, and remaining terms associated with the interest rate swap contracts and cap agreements that are currently in place in the U.S., Canada, the U.K, and Australia as of March 31, 2021 are as follows: Remaining Term of Hedging Instrument Segment Currency Weighted Average Fixed Rate/Cap Rate (1) Notional Value in Respective Currency (In millions) Interest Rate Swap Contract - Vault Cash April 1, 2021 – December 31, 2021 North America U.S. Dollar 1.46 % $ 1,200 January 1, 2022 – December 31, 2022 North America U.S. Dollar 1.17 % $ 1,000 January 1, 2023 – December 31, 2024 North America U.S. Dollar 0.98 % $ 600 April 1, 2021 – December 31, 2021 North America Canadian Dollar 2.46 % $ 125 April 1, 2021 – December 31, 2022 Europe & Africa Pound Sterling 0.94 % $ 500 April 1, 2021 – December 31, 2021 Australia & New Zealand Australian Dollar 0.71 % $ 40 Interest Rate Cap Contracts - Vault Cash April 1, 2021 – December 31, 2023 North America U.S. Dollar 3.25 % $ 200 Interest Rate Cap Contracts - Variable Debt April 1, 2021 – December 31, 2025 North America U.S. Dollar 1.00 % $ 250 (1) Cap rate represents the maximum amount of interest to be paid each year as per terms of the cap. The cost of the cap related to vault cash is amortized through vault cash rental expense over the term of the cap while the cost of the cap related to floating-rate debt is amortized through interest expense over the term of the cap. Effects of Interest Rate Derivatives on the Consolidated Balance Sheets and Consolidated Statements of Operations The following tables depict the effects of the use of the Company’s Interest Rate Derivatives on the Consolidated Balance Sheets and Consolidated Statements of Operations: Balance Sheet Data Asset (Liability) Derivative Instruments Balance Sheet Location Fair Value March 31, 2021 December 31, 2020 (In thousands) Derivatives designated as hedging instruments: Interest rate swap and cap contracts Prepaid expenses, deferred costs, and other noncurrent assets $ 3,897 $ — Interest rate swap and cap contracts Current portion of other long-term liabilities (22,211) (23,916) Interest rate swap and cap contracts Other long-term liabilities (12,935) (26,994) Total derivatives designated as hedging instruments, net $ (31,249) $ (50,910) Total derivative instruments, net $ (31,249) $ (50,910) Statements of Operations Data Three Months Ended Derivatives in Cash Flow Hedging Relationship Amount of Gain (Loss) on Derivative Instruments Recognized in Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income Amount of Loss Reclassified from Accumulated Other Comprehensive Loss, net 2021 2020 2021 2020 (In thousands) (In thousands) Interest rate swap and cap contracts $ 6,530 $ (42,294) Cost of ATM operating revenues $ (8,809) $ (2,619) Interest rate swap and cap contracts (368) (210) Interest expense, net (93) (43) Total $ 6,162 $ (42,504) $ (8,902) $ (2,662) As of March 31, 2021, the Company expects to reclassify $22.2 million of net derivative-related losses contained in the Accumulated comprehensive loss, net line within its Consolidated Balance Sheets into earnings during the next twelve months concurrent with the recording of the related vault cash rental expense and Term Loan interest expense amounts. The following tables show the impact of the Company's cash flow hedge accounting relationships on the Consolidated Statement of Operations for the three months ended March 31, 2021 and 2020. Location and Amount of Loss Recognized in Income on Cash Flow Hedging Relationships in the Three Months Ended March 31, 2021 March 31, 2020 (In thousands) Cost of ATM Operating Revenues Interest Expense, net Cost of ATM Operating Revenues Interest Expense, net Total amount of expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 150,803 $ 10,761 $ 193,630 $ 6,421 Amount of loss reclassified from Accumulated other comprehensive loss, net into expense $ 8,809 $ 93 $ 2619 $ 43 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | (12) Fair Value Measurements The following tables provide the financial assets and liabilities carried at fair value measured on a recurring basis as of March 31, 2021 and December 31, 2020 using the fair value hierarchy prescribed by U.S. GAAP. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level 2 refers to fair values estimated using significant other observable inputs, and Level 3 refers to fair values estimated using significant non-observable inputs. An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Fair Value Measurements at March 31, 2021 Total Level 1 Level 2 Level 3 (In thousands) Assets Assets associated with interest rate swap and cap contracts $ 3,897 $ — $ 3,897 $ — Liabilities Liabilities associated with interest rate swap and cap contracts $ (35,146) $ — $ (35,146) $ — Fair Value Measurements at December 31, 2020 Total Level 1 Level 2 Level 3 (In thousands) Liabilities Liabilities associated with interest rate swap and cap contracts $ (50,910) $ — $ (50,910) $ — Liabilities associated with acquisition related contingent consideration $ (9,490) $ — $ — $ (9,490) Below are descriptions of the Company’s valuation methodologies for assets and liabilities measured at fair value. The methods described below may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. Cash and cash equivalents, accounts and notes receivable, net of allowance for credit losses, prepaid expenses, deferred costs, and other current assets, accounts payable, accrued liabilities, and other current liabilities. These financial instruments are not carried at fair value, but are carried at amounts that approximate fair value due to their short-term nature and generally negligible credit risk. Acquisition related intangible assets. The estimated fair values of acquisition related intangible assets are valued based on a discounted cash flows analysis using significant non-observable (Level 3) inputs. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An assessment of non-amortized intangible assets is performed on an annual basis or more frequently based on the occurrence of events that might indicate a potential impairment. Acquisition related contingent consideration. Liabilities from acquisition-related contingent consideration have been estimated using market observable inputs and other significant non-observable inputs, as well as projections based on the Company’s best estimate of future operational results upon which the payment of these obligations are contingent. During the three months ended March 31, 2021, the Company paid $9.2 million to satisfy the 2020 portion of its obligation under the Spark acquisition contingent consideration arrangement. Previously, in the three months ended June 30, 2020 the Company p aid $5.2 million to satisfy the 2019 portion of the obligation. As of March 31, 2021, the Company has no remaining obligations under the Spark acquisition contingent consideration arrangement. During the three months ended March 31, 2021, the Company recognized a foreign exchange gain of approximately $0.3 million to remeasure the remaining South African Rand denominated liability into U.S. Dollars. During the three months ended March 31, 2020 the Company recognized mark-to-market gains of approximately $4.1 million and foreign exchange gains of approximately $3.3 million to remeasure the South African Rand denominated liability into U.S. Dollars. In both periods presented, the revision of the estimated fair values and the net foreign exchange gains and losses are included in the Other expenses, net line in the Consolidated Statements of Operations. Long-term debt . The carrying amounts of the long-term debt balances related to borrowings under the Company’s Revolving credit facility and Term Loan approximate fair value due to the fact that any outstanding borrowings are subject to short-term floating interest rates. As of March 31, 2021, the fair value of the 2025 Notes was approximately $308.9 million, based on the quoted prices in markets that are not active (Level 2). For additional information related to long-term debt, se e Note 9. Current and Long-Term Debt. Additions to asset retirement obligations liability. The Company estimates the fair value of additions to its ARO liability using expected future cash flows discounted at the Company’s credit-adjusted risk-free interest rate. Liabilities added to the ARO are measured at fair value at the time of the asset installations using significant non-observable (Level 3) inputs. These liabilities are evaluated periodically based on estimated current fair value. Interest rate derivatives. As of March 31, 2021, the recognized fair value of the Company’s Interest Rate Derivatives resulted in an asset of $3.9 million and current and long-term liabilities totalin g $35.1 million. These financial instruments are carried at fair value and are valued using pricing models based on significant other observable inputs (Level 2), while taking into account the creditworthiness of the party that is in the liability position with respect to each trade. For additional information related to the valuation process of this asset or liability, see Note 11. Derivative Financial Instruments . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (13) Commitments and Contingencies Legal Matters The Company is subject to various legal proceedings and claims arising in the ordinary course of its business. The Company has provided accruals where necessary for contingent liabilities, based on ASC 450, Contingencies , when it has determined that a liability is probable and reasonably estimable. The Company’s management does not expect the outcome in any legal proceedings or claims, individually or collectively, to have a material adverse financial or operational impact on the Company. Additionally, the Company currently expenses all legal costs as they are incurred. On March 1, 2019, the Company was named as a defendant in a purported class action lawsuit stylized as Kristen Schertzer, et al. v. Bank of America, N.A., et al., Case No. 3:19-cv-00264, in the United States District Court for the Southern District of California, which makes allegations of harm related to balance inquiry transactions. On September 28, 2020, the district court issued a denial of the Company’s motion to dismiss and the matter is proceeding to the discovery phase. Due to the early stages of this matter, including uncertainty related to class certification and potential amount claimed by the class, the Company is unable to determine if liability will arise from this matter or estimate the range of any potential liability. The Company will vigorously defend this matter. Gain Contingency In 2014, the Valuation Office Agency (or “VOA”), an executive agency of HM Revenue & Customs in England and Wales, took action to amend its business ratings list going back to 201 0, to create separate entries on these lists for the sites of thousands of ATMs. Similar steps were taken by the equivalent agenc ies to the VOA in Scotland and Northern Ireland in their respective jurisdictions. Before 2014, the ATM sites in each location had not been distinguished from the host store. Therefore, the ATMs located in host stores such as supermarkets and convenience stores were not subject to business rates, a tax on commercial property. The effect of each of the amendments was to include the ATM sites in the business ratings lists as separate hereditaments with their own ratable value, subjecting the sites to business rates taxation. The Company and its merchant partners paid the business rate taxes, as required. In 2018, various appellants, including a number of large supermarkets and the Company (together, the “Appellants”), appealed the matter to the England and Wales Court of Appeal (the “Court of Appeal”) after having lost appeals to the Valuation Tribunal for England (“VTE”) and Upper Tribunal (Lands Chamber) in 2016 and 2017, respectively. In late 2018, the Court of Appeal ruled in favor of the Appellants and found that the amendments to the ratings list for a large number of ATM location types should not have been affected by the VOA, or sustained by the VTE and Upper Tribunal. The VOA appealed to the U.K. Supreme Court, and on May 20, 2020, the Supreme Court dismissed the VOA appeal and upheld the decision of the Court of Appeal. Following the Supreme Court ruling, the VOA is in process of amending the business rating lists for England and Wales and the Company has recovered a large portion of the amounts paid to the tax authorities in respect of the ATMs subject to the amended lists in numerous local tax jurisdictions for the periods spanning from 2010 to December 2020. During the three months ended March 31 , 2021, the Company recorded cash recoveries of approximately $12.0 million, net of amounts due to merchant partners, which is reflected as a reduction to the Cost of ATM operating revenues line in the Consolidated Statements of Operations. The Company estimates that up to approximately 2 million U.K. pounds sterling, or up to approximately $3 million at t he March 31, 2021 exchange rate, remains recoverable from the various tax authorities, net of amounts that have already been recovered or are estimated to be due to merchant partners of the Company, some of which had paid indirectly these business rate taxes. The Company seeks to ensure that all necessary amendments to the business ratings list are made and that all recoverable amounts paid to the tax authorities are collected. The Company's estimate of the total recoverable amount is subject to change as the Company continues its analysis of the business rate taxes paid during the 10 year period. Due to the complexity in administering and uncertainty of these collections, the Company will recognize the business rate tax recoveries only when received. The Supreme Court ruling does not apply to Scotland or Northern Ireland and business rate taxes in those jurisdictions are still subject to valuation tribunal appeals and assessments. Accordingly, the Company continues to recognize business rate taxes in Scotland and Northern Ireland, net of any amounts recorded as receivables that are deemed recoverable under contracts with merchants. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (14) Income Taxes The Company’s income tax expense (benefit) for the periods presented was as follows: Three Months Ended March 31, 2021 2021 2020 (In thousands, excluding percentages) Income tax expense (benefit) $ 2,951 $ (3,737) Effective tax rate 33.4 % (185.7) % The Company’s income tax expense for the three months ended March 31, 2021 totaled $3.0 million resulting in an effective tax rate of 33.4% , compared to a benefit of $3.7 million, and an effective tax rate of (185.7)%, for the same period of 2020. The incr ease in tax expense for the three months ended March 31, 2021 was primarily attributable to the higher pre-tax profits recognized in the current period, without an offset from any non-recurring tax benefits, as was recognized in the same period of 2020. The benefit recognized for the three months ended March 31, 2020 was primarily attributable to a non-recurring benefit from the carryback of net operating losses to prior tax years at the higher 35% U.S. tax rate, compared to the current tax rate of 21%, as a result of the Coronavirus Aid, Relief, and Economic Security (CARES) Act that was signed into law in the U.S. in March 2020. The Company assesses the need for any deferred tax asset valuation allowances at the end of each reporting period. The determination of whether a valuation allowance for deferred tax assets is needed is subject to considerable judgment and requires an evaluation of all available positive and negative evidence. The Company’s assessment concluded that maintaining valuation allowances on deferred tax assets in Australia, Canada, Mexico, and Spain was appropriate, as the Company currently believes that it is more likely than not that the related deferred tax assets will not be realized. The deferred tax expenses and benefits associated with the Company’s net unrealized gains and losses on derivative instruments and foreign currency translation adjustments have been recorded in the Accumulated other comprehensive loss, net line in the Company's Consolidated Balance Sheets. The Company currently believes that the unremitted earnings of certain of its subsidiaries will be reinvested for an indefinite period of time. Accordingly, no deferred taxes have been provided for the differences between the Company’s book basis and underlying tax basis in these subsidiaries or on the foreign currency translation adjustment amounts. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | (15) Segment Information As of March 31, 2021, the Company’s operations consisted of North America, Europe & Africa, and Australia & New Zealand segments. The Company’s ATM operations in the U.S., Canada, Mexico, and Puerto Rico are included in its North America segment. The North America segment also includes the Company’s transaction processing operations, which service its internal ATM operations, along with external customers. The Company’s ATM operations in the U.K., Ireland, Germany, Sp ain and So uth Africa are included in its Europe & Africa segment, along with i-design (the Company’s ATM advertising business based in the U.K.). The Company’s Australia & New Zealand segment consists exclusively of its ATM operations in Australia and New Zealand. The Corporate segment primarily includes general and administrative costs incurred by the corporate functions in the Company's geographical regions and also the technology center in India. While each of the reporting segments provides similar kiosk-based and/or ATM-related services, each segment is managed separately and requires different marketing and business strategies. Intersegment revenues reflect each segment's total intercompany sales, including intercompany sales within a segment and between segments and are eliminated upon consolidation. Transactions within and between segments are generally made on a basis intended to reflect the market value of the service. Management uses Adjusted EBITDA, together with U.S. GAAP measures, to manage and measure the performance of its segments. Management believes Adjusted EBITDA is a useful measure to more effectively evaluate the performance of the business and compare its results of operations from period to period without regard to financing methods, capital structure, or non-recurring costs as defined by the Company. Adjusted EBITDA adds net interest expense, income tax expense, depreciation and accretion, amortization of deferred financing costs and note discounts, amortization of intangible assets, share-based compensation expense, certain other income and expense amounts, acquisition related expenses, gains or losses on disposal and impairment of assets, certain non-operating expenses (if applicable in a particular period), and certain costs not anticipated to occur in future periods to net income, and includes an adjustment for noncontrolling interests. Depreciation and accretion expense and amortization of intangible assets are excluded from Adjusted EBITDA as these amounts can vary substantially from company to company within the industry depending upon accounting methods and book values of assets, capital structures, and the methods by which the assets were acquired. Adjusted EBITDA, as defined by the Company, is a non-GAAP financial measure provided as a complement to the financial results prepared in accordance with U.S. GAAP. It may not be defined in the same manner by all companies and therefore may not be comparable to other similarly titled measures of other companies. In evaluating the Company’s performance as measured by Adjusted EBITDA, management recognizes and considers the limitations of this measurement. Therefore, Adjusted EBITDA should not be considered in isolation or as a substitute for operating income, net income, cash flows from operating, investing, or financing activities, or other income or cash flow measures contained within the consolidated financial statements. The following table is a reconciliation of Net income attributable to controlling interests and available to common shareholders to EBITDA and Adjusted EBITDA: Three Months Ended 2021 2020 (In thousands) Net income attributable to controlling interests and available to common shareholders $ 5,876 $ 5,755 Adjustments: Interest expense, net 10,761 6,421 Amortization of deferred financing costs and note discount 1,043 3,486 Income tax expense (benefit) 2,951 (3,737) Depreciation and accretion expense 32,285 32,211 Amortization of intangible assets 6,086 8,413 EBITDA 59,002 52,549 Add back: Loss on disposal and impairment of assets 353 921 Other expenses, net (1) 2,842 3,829 Noncontrolling interests (2) 15 13 Share-based compensation expense 4,258 5,193 Restructuring expenses (3) 1,692 1,209 Acquisition related expenses (4) 1,440 — Adjusted EBITDA (5) $ 69,602 $ 63,714 (1) Includes foreign currency translation gains/losses, the revaluation of the estimated acquisition related contingent consideration, and other non-operating costs. (2) Noncontrolling interest adjustment made such that Adjusted EBITDA includes only the Company’s ownership interest in the Adjusted EBITDA of one of the Company's Mexican subsidiaries. (3) For the three months ended March 31, 2021, restructuring expenses included costs incurred in conjunction with facility closures, workforce reductions and other related charges. For the three months ended March 31, 2020, restructuring expenses included costs incurred in conjunction with facilities closures, professional fees and workforce reductions. The facility closures during the three months ended March 31, 2021 and 2020, respectively, primarily occurred in the U.K. related to reducing the number of facilities associated with cash delivery operations. (4) For the three months ended March 31, 2021, acquisition related expenses includes legal and professional fees and certain administrative costs incurred in connection with the proposed acquisition of the Company, as further discussed in Note 1. Basis of Presentation - (a) Description of Business . (5) The results for the three months ended March 31, 2021 include business rate tax recoveries of $12.0 million, classified as a cost reduction within Cost of ATM operating revenues. The following tables reflect certain financial information for each of the Company’s reporting segments for the periods presented: Three Months Ended March 31, 2021 North America Europe & Africa Australia & New Zealand Corporate Eliminations Total (In thousands) Revenue from external customers $ 191,557 $ 56,078 $ 20,199 $ — $ — $ 267,834 Intersegment revenues 488 — — — (488) — Cost of revenues 120,177 25,375 14,313 222 (488) 159,599 Selling, general, and administrative expenses 18,329 8,684 1,421 14,701 (226) 42,909 Restructuring expenses — 1,549 — 143 — 1,692 Acquisition related expenses — — — 1,440 — 1,440 (Gain) loss on disposal and impairment of assets (79) 435 (3) — — 353 Adjusted EBITDA 53,538 21,952 4,466 (10,373) 19 69,602 Capital expenditures (1) 12,032 3,891 323 — — 16,246 Total Assets $ 1,259,570 $ 469,149 $ 57,778 $ 43,361 $ — $ 1,829,858 Three Months Ended March 31, 2020 North America Europe & Africa Australia & New Zealand Corporate Eliminations Total (In thousands) Revenue from external customers $ 204,382 $ 81,863 $ 20,357 $ — $ — $ 306,602 Intersegment revenues 1,615 37 — — (1,652) — Cost of revenues 139,904 52,634 14,275 561 (1,652) 205,722 Selling, general, and administrative expenses 17,049 9,061 1,947 14,321 — 42,378 Restructuring expenses — 1,000 — 209 — 1,209 Loss (gain) on disposal and impairment of assets 443 495 (17) — — 921 Adjusted EBITDA 48,999 20,251 4,133 (9,461) (208) 63,714 Capital expenditures (1) 12,187 5,867 375 — — 18,429 Total assets $ 1,149,376 $ 570,709 $ 50,464 $ 446,672 $ — $ 2,217,221 (1) Capital expenditures are primarily related to organic growth projects, including the purchase of ATMs for both new and existing ATM management agreements, technology and product development, investments in infrastructure, ongoing refreshment of ATMs and operational assets and other related type activities in the normal course of business. Additionally, capital expenditure amounts for one of the Company’s Mexican subsidiaries, included in the North America segment, are reflected gross of any noncontrolling interest amounts. Identifiable Assets Property and equipment, net of accumulated depreciation, relating to operations in the Company's geographic segments are as follows: March 31, 2021 December 31, 2020 (In thousands) North America $ 234,305 $ 238,601 Europe & Africa 135,684 145,824 Australia & New Zealand 17,709 19,232 Corporate 25,163 26,185 Total $ 412,861 $ 429,842 |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information | 3 Months Ended |
Mar. 31, 2021 | |
Supplemental Guarantor Financial Information | |
Supplemental Guarantor Financial Information | (16) Supplemental Guarantor Financial Information The 2025 Notes are fully and unconditionally and jointly and severally guaranteed on a senior unsecured basis by Cardtronics plc and certain of its subsidiaries and certain of its future subsidiaries, with the exception of Cardtronics plc’s immaterial subsidiaries and its CFC Subsidiaries (as defined in the 2025 Notes Indenture). The guarantees of the 2025 Notes by any 2025 Notes Guarantor are subject to automatic and customary releases upon: (i) the sale or disposition of all or substantially all of the assets of the 2025 Notes Guarantor, (ii) the disposition of sufficient capital stock of the 2025 Notes Guarantor so that it no longer qualifies under the 2025 Notes Indenture as a restricted subsidiary of the Company, (iii) the designation of the 2025 Notes Guarantor as an unrestricted subsidiary in accordance with the 2025 Notes Indenture, (iv) the legal or covenant defeasance of the notes or the satisfaction and discharge of the 2025 Notes Indenture, (v) the liquidation or dissolution of the 2025 Notes Guarantor, or (vi) provided the 2025 Notes Guarantor is not wholly-owned by the Company, its ceasing to guarantee other debt of the Company or another 2025 Notes Guarantor. A 2025 Notes Guarantor may not sell or otherwise dispose of all or substantially all of its properties or assets to, or consolidate with or merge into another company (other than the Company or another 2025 Notes Guarantor) unless no default under the 2025 Notes Indenture exists and either the successor to the 2025 Notes Guarantor assumes its guarantee of the 2025 Notes or the disposition, consolidation, or merger complies with the “Asset Sales” covenant in the 2025 Notes Indenture. The following information reflects the Condensed Consolidating Statements of Comprehensive (Loss) Income for the three months ended March 31, 2021, the Condensed Consolidated Balance Sheets as of March 31, 2021, and the Summary Financial Information as of and for the year ended December 31, 2020 for: (i) Cardtronics plc, the parent Guarantor of the 2025 Notes (“Parent”), (ii) Cardtronics Inc. and Cardtronics USA, Inc. (“Issuers”), (iii) the 2025 Notes Guarantors (the “Guarantors”), and (iv) the 2025 Notes Non-Guarantors. Condensed Consolidated Statements of Comprehensive (Loss) Income Three Months Ended March 31, 2021 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Revenues $ — $ 156,803 $ 73,740 $ 55,270 $ (17,979) $ 267,834 Operating costs and expenses 6,079 147,786 52,478 55,659 (17,991) 244,011 Loss on disposal and impairment of assets — (98) 57 394 — 353 (Loss) income from operations (6,079) 9,115 21,205 (783) 12 23,470 Interest expense, net, including amortization of deferred financing costs and note discount 90 10,766 734 154 60 11,804 Equity in earnings of subsidiaries (12,419) (13,592) 11,625 (1,353) 15,739 — Other expenses, net 1,912 2,504 2,950 1,850 (6,374) 2,842 Income (loss) before income taxes 4,338 9,437 5,896 (1,434) (9,413) 8,824 Income tax (benefit) expense (1,535) 1,616 1,768 1,102 — 2,951 Net income (loss) 5,873 7,821 4,128 (2,536) (9,413) 5,873 Net loss attributable to noncontrolling interests — — — — (3) (3) Net income (loss) attributable to controlling interests and available to common shareholders 5,873 7,821 4,128 (2,536) (9,410) 5,876 Other comprehensive income (loss) attributable to controlling interest 17,732 (37,160) (2,169) (4,633) 43,962 17,732 Comprehensive income (loss) attributable to controlling interests $ 23,605 $ (29,339) $ 1,959 $ (7,169) $ 34,552 $ 23,608 Condensed Consolidated Balance Sheets As of March 31, 2021 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Assets Cash and cash equivalents $ 72 $ 137,449 $ 39,534 $ 20,308 $ — $ 197,363 Accounts and notes receivable, net — 46,387 22,016 19,367 — 87,770 Restricted cash — 106,913 2,477 32,469 — 141,859 Other current assets — 30,061 2,281 24,206 — 56,548 Total current assets 72 320,810 66,308 96,350 — 483,540 Property and equipment, net — 245,575 50,613 116,673 — 412,861 Operating lease assets — 31,608 2,330 22,496 — 56,434 Intangible assets, net — 17,467 37,400 20,383 — 75,250 Goodwill — 445,046 152,505 163,260 — 760,811 Investments in and advances to subsidiaries 460,376 324,975 179,526 53,387 (1,018,264) — Intercompany receivable 11,759 510,398 625,003 265,162 (1,412,322) — Deferred tax assets, net 1,112 — (1,014) 17,676 — 17,774 Prepaid expenses, deferred costs, and other noncurrent assets — 16,509 1,583 5,096 — 23,188 Total assets $ 473,319 $ 1,912,388 $ 1,114,254 $ 760,483 $ (2,430,586) $ 1,829,858 Liabilities and Shareholders' Equity Current portion of long-term liabilities $ — $ 5,000 $ — $ — $ — $ 5,000 Accounts payable and accrued liabilities 2,584 328,772 70,254 97,104 (27,902) 470,812 Total current liabilities 2,584 333,772 70,254 97,104 (27,902) 475,812 Long-term debt — 772,693 — — — 772,693 Intercompany payable 77,279 316,948 634,751 383,338 (1,412,316) — Asset retirement obligations — 23,853 1,966 31,040 — 56,859 Deferred tax liabilities, net — 53,611 1,490 370 — 55,471 Operating lease liabilities — 37,325 1,584 14,772 — 53,681 Other long-term liabilities — 16,719 1,911 3,256 — 21,886 Total liabilities 79,863 1,554,921 711,956 529,880 (1,440,218) 1,436,402 Shareholders' equity 393,456 357,467 402,298 230,603 (990,368) 393,456 Total liabilities and shareholders' equity $ 473,319 $ 1,912,388 $ 1,114,254 $ 760,483 $ (2,430,586) $ 1,829,858 Summary Prior Year Financial Information As of and for the Year Ended December 31, 2020 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Revenues $ — $ 614,090 $ 281,752 $ 268,948 $ (70,791) $ 1,093,999 (Loss) income from operations (34,392) 14,968 76,556 (4,215) 871 53,788 Net income 19,137 12,467 14,897 4,191 (31,555) 19,137 Net income attributable to controlling interests and available to common shareholders 19,137 12,467 14,897 4,191 (31,548) 19,144 Total current assets 87 299,489 72,391 90,046 — 462,013 Total noncurrent assets 444,012 1,531,788 1,060,252 693,038 (2,359,658) 1,369,432 Total current liabilities 4,295 310,477 68,326 110,592 (17,705) 475,985 Total noncurrent liabilities 60,388 1,211,466 645,420 445,586 (1,386,816) 976,044 |
Concentration Risk
Concentration Risk | 3 Months Ended |
Mar. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk | (17) Concentration Risk Significant merchant customers. During the trailing twelve months ended March 31, 2021, the Company derived approximately 23% of its total revenues from ATMs placed at the locations of its top five merchant customers. The Company’s top five merchant customers, none accounting for more than 6% of total revenue for the trailing twelve months ended March 31, 2021, were Alimentation Couche-Tard Inc., Co-operative Food, CVS Caremark Corporation, Speedway LLC, and Walgreens Boots Alliance, Inc. Accordingly, a significant percentage of the Company’s future revenues and operating income will be dependent upon the successful continuation of its relationships with these merchants. As of March 31, 2021, the contracts the Company has with its five largest merchant customers have a weighted average remaining life of approximately 2.4 years. |
General and Basis of Presenta_2
General and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation This Quarterly Report on Form 10-Q (this “Form 10-Q”) has been prepared pursuant to the rules and regulations of the United States ("U.S.") Securities and Exchange Commission (“SEC”) applicable to interim financial information. As this is an interim period filing presented using a condensed format, it does not include all of the disclosures required by accounting principles generally accepted in the U.S. (“U.S. GAAP” or “GAAP”), although the Company believes that the disclosures are adequate to make the information not misleading. This Form 10-Q should be read along with the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Form 10-K”), which includes a summary of the Company’s significant accounting policies and other disclosures. All normal recurring adjustments necessary for a fair presentation of the Company’s interim and prior period results have been made. The results of operations for the three months ended March 31, 2021 and 2020 are not necessarily indicative of results of operations that may be expected for any other interim period or for the full fiscal year. |
Consolidation | The unaudited interim financial statements include the accounts of the Company. All material intercompany accounts and transactions have been eliminated in consolidation. The Company owns a majority (95.7%) interest in, and realizes a majority of the earnings and/or losses of, Cardtronics Mexico, S.A. de C.V.; thus this entity is reflected as a consolidated subsidiary in the financial statements, with the remaining ownership interests not held by the Company being reflected as noncontrolling interests. |
Use of Estimates in the Preparation of the Consolidated Financial Statements | The preparation of the unaudited interim financial statements to conform with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of this Form 10-Q and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and these differences could be material to the financial statements. |
Cost of ATM Operating Revenues Presentation | Cost of ATM Operating Revenues Presentation The Company presents the Cost of ATM operating revenues in the Consolidated Statements of Operations exclusive of depreciation, accretion, and amortization of intangible assets related to ATMs and ATM-related assets. |
Restructuring Expenses | Restructuring ExpensesDuring the three months ended March 31, 2021, the Company continued certain corporate reorganization and cost reduction initiatives that began in 2020, partly in response to the impacts of the COVID-19 pandemic (the "Pandemic"). |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted CashFor purposes of reporting financial condition, cash and cash equivalents include cash in bank and short-term deposit accounts and physical cash. Additionally, the Company maintains cash on deposit with banks that is pledged for a particular use or restricted to support a liability. Restricted cash primarily consists of amounts collected on behalf of, but not yet remitted to, certain of the Company’s merchant customers or third-party service providers. Restricted cash in current assets is offset by a corresponding liability balance in the Accrued liabilities line in the Consolidated Balance Sheets. The changes in the settlement liabilities corresponding to the changes in the balance of restricted cash during the three months ended March 31, 2021 and 2020 are presented in the Consolidated Statements of Cash Flows within the Increase (decrease) in restricted cash liabilities line. |
Accounts and Notes Receivable, net | Accounts and Notes Receivable, netAccounts and notes receivable are comprised of amounts due from the Company’s clearing and settlement banks for transaction revenues earned on transactions processed during the month ending on the balance sheet date, as well as receivables from surcharge-free network customers, bank-branding and network-branding customers, managed services customers and for ATMs and ATM-related equipment sales and service. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for credit losses represents the Company’s best estimate of the future expected credit losses on the Company's existing accounts and notes receivable. Accounting Standards Codification Topic 326 ("Topic 326") requires recognition of credit losses when expected based on a broad range of information, including historical experience and current economic conditions. The Company applies an aging based methodology using historic loss experience and aging categories. Where necessary, the Company segregates receivables into pools with common characteristics. In addition, where appropriate and where the available information indicates that losses would be minimal, an estimated loss rate is applied. In all cases, losses are recognized when expected. The Company holds no material financing receivables and no other financial instruments measured at amortized cost. |
Inventory | InventoryThe Company’s inventory is determined using the average cost method. The Company periodically assesses its inventory, and as necessary, adjusts the carrying values to the lower of cost or net realizable value. |
New Accounting Pronouncements | (2) New Accounting Pronouncements Adoption of New Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The ASU simplifies the accounting for income taxes by removing certain exceptions for recognizing deferred taxes, performing intra-period allocations and calculating income taxes in interim periods. The ASU also adds guidance intended to reduce complexity in certain areas, including recognizing deferred taxes for certain changes in the tax basis of goodwill and allocating taxes to members of a consolidated group. The ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The adoption of this ASU did not have a material impact on the Company's financial statements. In October 2020, FASB issued ASU 2020-10, Codification Improvements , which clarifies application of guidance to a wide variety of topics in the Accounting Standard Codification. The guidance also includes amendments to improve the codification by ensuring that all guidance that requires or provides an option for an entity to disclose information in the notes to the financial statements is codified in the disclosure section of the respective codification and to clarify guidance so that entities can apply guidance more consistently where the original guidance may have been unclear. The ASU is effective for fiscal years beginning after December 15, 2020 with early adoption permitted. The adoption of this ASU did not have a material impact on the Company's financial statements. In January 2021, the Financial Accounting Standards Board ("FASB") issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope , which serves to clarify the scope of Topic 848 to explicitly include derivative instruments both directly and indirectly impacted by the market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate ("SOFR") (collectively, "reference rate reform") and to allow certain practical expedients to be applied to derivative instruments indirectly impacted by reference rate reform. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The adoption of this guidance has had no impact on the consolidated financial statements as the Company has not yet modified any of the existing contracts in response to the reference rate reform. The impact of this ASU will ultimately depend on the terms of any future contract modifications related to a change in reference rate, including potential future modifications to the Company's debt facilities, vault cash agreements and cash flow hedges. Accounting Pronouncements Issued But Not Yet Adopted Although there are several other new accounting pronouncements issued by the FASB, the Company does not believe any of these accounting pronouncements had or will have a material impact on its consolidated financial statements. |
General and Basis of Presenta_3
General and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Amounts Excluded from Cost of ATM Operating Revenues and Gross Profit | The following table reconciles the amounts excluded from the Cost of ATM operating revenues line in the Consolidated Statements of Operations to total depreciation, accretion, and amortization of intangible assets included in the Consolidated Statement of Operations for the periods presented: Three Months Ended 2021 2020 (In thousands) Depreciation and accretion expenses related to ATMs and ATM-related assets $ 25,875 $ 22,781 Amortization of intangible assets 6,086 8,413 Total depreciation, accretion, and amortization of intangible assets excluded from Cost of ATM operating revenues 31,961 31,194 Depreciation and accretion expense included in Selling, general, and administrative expenses 6,410 9,430 Total depreciation, accretion and amortization of intangible assets $ 38,371 $ 40,624 |
Schedule of Restructuring Costs | The following table reflects the amounts recorded in the Restructuring expenses line in the Consolidated Statements of Operations for the periods presented: Three Months Ended 2021 2020 (In thousands) Europe & Africa $ 1,549 $ 1,000 Corporate 143 209 Total $ 1,692 $ 1,209 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of the ending cash, cash equivalents, and restricted cash balances as of March 31, 2021 and 2020, corresponding with the balances in the Consolidated Statements of Cash Flows. Three Months Ended 2021 2020 (In thousands) Cash and cash equivalents $ 197,363 $ 613,728 Restricted cash 141,859 44,796 Total cash, cash equivalents, and restricted cash in the Consolidated Statements of Cash Flows $ 339,222 $ 658,524 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of the ending cash, cash equivalents, and restricted cash balances as of March 31, 2021 and 2020, corresponding with the balances in the Consolidated Statements of Cash Flows. Three Months Ended 2021 2020 (In thousands) Cash and cash equivalents $ 197,363 $ 613,728 Restricted cash 141,859 44,796 Total cash, cash equivalents, and restricted cash in the Consolidated Statements of Cash Flows $ 339,222 $ 658,524 |
Summary Of Primary Inventory Components | The following table reflects the Company’s primary inventory components: March 31, 2021 December 31, 2020 (In thousands) ATMs $ 1,563 $ 1,837 ATM spare parts and supplies 6,320 6,525 Total inventory 7,883 8,362 Less: Inventory reserves (1,673) (1,764) Inventory, net $ 6,210 $ 6,598 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenue of our reportable segments disaggregated by major category and component | The following tables detail the revenues of the Company’s reportable segments disaggregated by financial statement line and component of revenue: Three Months Ended March 31, 2021 (In thousands) North America Europe & Africa Australia & New Zealand Eliminations Consolidated Surcharge revenues $ 61,452 $ 16,734 $ 15,203 $ — $ 93,389 Interchange revenues 32,160 34,135 — — 66,295 Bank-branding and surcharge-free network revenues 61,309 280 — — 61,589 Managed services and processing revenues 28,038 1,686 4,509 (488) 33,745 Total ATM operating revenues 182,959 52,835 19,712 (488) 255,018 ATM product sales and other revenues 9,086 3,243 487 — 12,816 Total revenues $ 192,045 $ 56,078 $ 20,199 $ (488) $ 267,834 Three Months Ended March 31, 2020 (In thousands) North America Europe & Africa Australia & New Zealand Eliminations Consolidated Surcharge revenues $ 81,977 $ 32,596 $ 15,945 $ — $ 130,518 Interchange revenues 31,610 44,825 — — 76,435 Bank-branding and surcharge-free network revenues 54,538 347 — — 54,885 Managed services and processing revenues 25,116 2,190 4,307 (1,652) 29,961 Total ATM operating revenues 193,241 79,958 20,252 (1,652) 291,799 ATM product sales and other revenues 12,756 1,942 105 — 14,803 Total revenues $ 205,997 $ 81,900 $ 20,357 $ (1,652) $ 306,602 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation, Expense | The following table reflects the total share-based compensation expense amounts reported in the Consolidated Statements of Operations: Three Months Ended 2021 2020 (In thousands) Cost of ATM operating revenues $ 258 $ 545 Selling, general, and administrative expenses 4,000 4,648 Total share-based compensation expense $ 4,258 $ 5,193 |
Share-based Compensation, Restricted Share Units | The number of the Company’s earned non-vested RSUs as of March 31, 2021 and December 31, 2020, and changes during the three months ended March 31, 2021, are presented below: Number of Shares Weighted Average Grant Date Fair Value Non-vested RSUs as of December 31, 2020 1,075,359 $ 25.41 Granted 408,336 29.17 Vested (1,035,982) 24.65 Forfeited (3,282) 29.19 Non-vested RSUs as of March 31, 2021 444,431 $ 30.61 |
Share-based Compensation, Stock Options | The number of the Company’s outstanding stock options as of March 31, 2021 and December 31, 2020, and changes during the three months ended March 31, 2021, are presented below: Number of Shares Weighted Average Exercise Price Options outstanding as of December 31, 2020 584,465 $ 23.96 Granted — — Exercised (91,299) 24.76 Forfeited — — Options outstanding as of March 31, 2021 493,166 $ 23.81 Options vested and exercisable as of March 31, 2021 292,744 $ 24.12 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule Of Earnings per Share, Basic And Diluted | The details of the Company's Earnings per Share calculation are as follows: Three Months Ended March 31, 2021 2020 ( in thousands, excluding share and per share amounts ) Net income available to common shareholders $ 5,876 $ 5,755 Weighted average common basic shares outstanding (for basic calculation) 44,959,960 44,729,824 Dilutive effect of outstanding common stock options and RSUs 649,804 1,011,437 Weighted average common dilutive shares outstanding (for diluted calculation) 45,609,764 45,741,261 Net income per common share - basic $ 0.13 $ 0.13 Net income per common share - diluted $ 0.13 $ 0.13 |
Shareholder's Equity (Tables)
Shareholder's Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule Of Accumulated Other Comprehensive Loss, Net | The following tables present the changes in the balances of each component of Accumulated other comprehensive loss, net, for the three months ended March 31, 2021: Foreign Currency Translation Adjustments Unrealized Losses on Interest Rate Derivative Contracts Total (In thousands) Total accumulated other comprehensive loss, net as of December 31, 2020 $ (41,572) (1) $ (52,159) (2) $ (93,731) Other comprehensive income before reclassification 2,605 (3) 6,162 (4) 8,767 Amounts reclassified from accumulated other comprehensive loss, net — 8,902 (4) 8,902 Net current period other comprehensive income 2,605 15,064 17,669 Total accumulated other comprehensive loss, net as of March 31, 2021 $ (38,967) (1) $ (37,095) (2) $ (76,062) (1) Net of deferred income tax benefit of $2,845 and $3,083 as of March 31, 2021 and December 31, 2020, respectively. (2) Net of deferred income tax expense of $8,433 and $3,823 as of March 31, 2021 and December 31, 2020, respectively. (3) Net of deferred income tax expense of $238. (4) Net of deferred income tax expense of $1,886 and $2,724 for Other comprehensive income (loss) before reclassification and Amounts reclassified from accumulated other comprehensive loss, net, respectively, for the three months ended March 31, 2021. For additional information, see Note 11. Derivative Financial Instruments . |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table presents the net carrying amounts of the Company’s goodwill as of March 31, 2021 and December 31, 2020, as well as the changes in the net carrying amounts for the three months ended March 31, 2021, by segment. As of March 31 , 2021, the Company held an immaterial amount of indefinite-lived intangible assets. For additional information related to the Company’s segments, see Note 15. Segment Information . North America Europe & Africa Australia & New Total (In thousands) Goodwill, gross as of December 31, 2020 $ 563,734 $ 240,151 $ 152,561 $ 956,446 Accumulated impairment loss (7,303) (50,003) (140,038) (197,344) Goodwill, net as of December 31, 2020 556,431 190,148 12,523 759,102 Foreign currency translation adjustments 1,252 621 (164) 1,709 Goodwill, gross as of March 31, 2021 564,986 240,772 152,397 958,155 Accumulated impairment loss (7,303) (50,003) (140,038) (197,344) Goodwill, net as of March 31, 2021 $ 557,683 $ 190,769 $ 12,359 $ 760,811 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | The Company’s accrued liabilities consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Accrued merchant settlement $ 220,484 $ $ 213,067 Accrued merchant fees 28,503 24,869 Accrued processing costs 15,103 11,676 Accrued taxes 15,744 22,217 Accrued cash-in-transit 11,031 8,549 Accrued interest 9,172 5,537 Accrued compensation 9,156 17,849 Accrued cash management fees 8,647 7,742 Accrued maintenance 8,552 6,513 Accrued purchases 6,446 8,084 Accrued telecommunications costs 1,377 2,011 Other accrued expenses 38,800 38,171 Total accrued liabilities $ 373,015 $ 366,285 |
Current and Long-Term Debt (Tab
Current and Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule Of Long-Term Debt | The Company’s carrying value of current and long-term debt consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Revolving credit facility due September 2024, including swingline credit facility $ — $ — Term loan facility due June 2027, net of unamortized discount and capitalized debt issuance costs 480,339 480,985 5.50% Senior notes due May 2025, net of unamortized capitalized debt issuance costs 297,354 297,192 Total Debt 777,693 778,177 Less: Current portion (5,000) (5,000) Total Long-Term Debt $ 772,693 $ 773,177 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Components of Other Liabilities | The Company’s other liabilities consisted of the following: March 31, 2021 December 31, 2020 (In thousands) Current portion of other long-term liabilities Interest rate swap and cap contracts $ 22,211 $ 23,916 Operating lease liabilities 17,607 18,683 Acquisition related contingent consideration — 9,490 Asset retirement obligations 6,502 6,517 Deferred revenue 4,182 4,295 Other 1,242 1,898 Total current portion of other long-term liabilities $ 51,744 $ 64,799 Noncurrent portion of other long-term liabilities Interest rate swap and cap contracts $ 12,935 $ 26,994 Deferred revenue 3,447 3,850 Other 5,504 6,883 Total noncurrent portion of other long-term liabilities $ 21,886 $ 37,727 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Notional Amounts, Weighted-Average Fixed Rates, And Terms Associated With The Company's Interest Rate Swaps | The notional amounts, weighted average fixed rates, and remaining terms associated with the interest rate swap contracts and cap agreements that are currently in place in the U.S., Canada, the U.K, and Australia as of March 31, 2021 are as follows: Remaining Term of Hedging Instrument Segment Currency Weighted Average Fixed Rate/Cap Rate (1) Notional Value in Respective Currency (In millions) Interest Rate Swap Contract - Vault Cash April 1, 2021 – December 31, 2021 North America U.S. Dollar 1.46 % $ 1,200 January 1, 2022 – December 31, 2022 North America U.S. Dollar 1.17 % $ 1,000 January 1, 2023 – December 31, 2024 North America U.S. Dollar 0.98 % $ 600 April 1, 2021 – December 31, 2021 North America Canadian Dollar 2.46 % $ 125 April 1, 2021 – December 31, 2022 Europe & Africa Pound Sterling 0.94 % $ 500 April 1, 2021 – December 31, 2021 Australia & New Zealand Australian Dollar 0.71 % $ 40 Interest Rate Cap Contracts - Vault Cash April 1, 2021 – December 31, 2023 North America U.S. Dollar 3.25 % $ 200 Interest Rate Cap Contracts - Variable Debt April 1, 2021 – December 31, 2025 North America U.S. Dollar 1.00 % $ 250 (1) Cap rate represents the maximum amount of interest to be paid each year as per terms of the cap. The cost of the cap related to vault cash is amortized through vault cash rental expense over the term of the cap while the cost of the cap related to floating-rate debt is amortized through interest expense over the term of the cap. |
Schedule Of Derivatives, Location In Consolidated Balance Sheets and Statement of Operations | Balance Sheet Data Asset (Liability) Derivative Instruments Balance Sheet Location Fair Value March 31, 2021 December 31, 2020 (In thousands) Derivatives designated as hedging instruments: Interest rate swap and cap contracts Prepaid expenses, deferred costs, and other noncurrent assets $ 3,897 $ — Interest rate swap and cap contracts Current portion of other long-term liabilities (22,211) (23,916) Interest rate swap and cap contracts Other long-term liabilities (12,935) (26,994) Total derivatives designated as hedging instruments, net $ (31,249) $ (50,910) Total derivative instruments, net $ (31,249) $ (50,910) The following tables show the impact of the Company's cash flow hedge accounting relationships on the Consolidated Statement of Operations for the three months ended March 31, 2021 and 2020. Location and Amount of Loss Recognized in Income on Cash Flow Hedging Relationships in the Three Months Ended March 31, 2021 March 31, 2020 (In thousands) Cost of ATM Operating Revenues Interest Expense, net Cost of ATM Operating Revenues Interest Expense, net Total amount of expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 150,803 $ 10,761 $ 193,630 $ 6,421 Amount of loss reclassified from Accumulated other comprehensive loss, net into expense $ 8,809 $ 93 $ 2619 $ 43 |
Effects Of The Derivative Contracts On Consolidated Statements Of Operations | Statements of Operations Data Three Months Ended Derivatives in Cash Flow Hedging Relationship Amount of Gain (Loss) on Derivative Instruments Recognized in Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income Amount of Loss Reclassified from Accumulated Other Comprehensive Loss, net 2021 2020 2021 2020 (In thousands) (In thousands) Interest rate swap and cap contracts $ 6,530 $ (42,294) Cost of ATM operating revenues $ (8,809) $ (2,619) Interest rate swap and cap contracts (368) (210) Interest expense, net (93) (43) Total $ 6,162 $ (42,504) $ (8,902) $ (2,662) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement Of Assets And Liabilities On A Recurring Basis | The following tables provide the financial assets and liabilities carried at fair value measured on a recurring basis as of March 31, 2021 and December 31, 2020 using the fair value hierarchy prescribed by U.S. GAAP. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level 2 refers to fair values estimated using significant other observable inputs, and Level 3 refers to fair values estimated using significant non-observable inputs. An asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Fair Value Measurements at March 31, 2021 Total Level 1 Level 2 Level 3 (In thousands) Assets Assets associated with interest rate swap and cap contracts $ 3,897 $ — $ 3,897 $ — Liabilities Liabilities associated with interest rate swap and cap contracts $ (35,146) $ — $ (35,146) $ — Fair Value Measurements at December 31, 2020 Total Level 1 Level 2 Level 3 (In thousands) Liabilities Liabilities associated with interest rate swap and cap contracts $ (50,910) $ — $ (50,910) $ — Liabilities associated with acquisition related contingent consideration $ (9,490) $ — $ — $ (9,490) |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Components Of Income Tax (Benefit) Expense | The Company’s income tax expense (benefit) for the periods presented was as follows: Three Months Ended March 31, 2021 2021 2020 (In thousands, excluding percentages) Income tax expense (benefit) $ 2,951 $ (3,737) Effective tax rate 33.4 % (185.7) % |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Reconciliation of Net Income to EBITDA and Adjusted EBITA | The following table is a reconciliation of Net income attributable to controlling interests and available to common shareholders to EBITDA and Adjusted EBITDA: Three Months Ended 2021 2020 (In thousands) Net income attributable to controlling interests and available to common shareholders $ 5,876 $ 5,755 Adjustments: Interest expense, net 10,761 6,421 Amortization of deferred financing costs and note discount 1,043 3,486 Income tax expense (benefit) 2,951 (3,737) Depreciation and accretion expense 32,285 32,211 Amortization of intangible assets 6,086 8,413 EBITDA 59,002 52,549 Add back: Loss on disposal and impairment of assets 353 921 Other expenses, net (1) 2,842 3,829 Noncontrolling interests (2) 15 13 Share-based compensation expense 4,258 5,193 Restructuring expenses (3) 1,692 1,209 Acquisition related expenses (4) 1,440 — Adjusted EBITDA (5) $ 69,602 $ 63,714 (1) Includes foreign currency translation gains/losses, the revaluation of the estimated acquisition related contingent consideration, and other non-operating costs. (2) Noncontrolling interest adjustment made such that Adjusted EBITDA includes only the Company’s ownership interest in the Adjusted EBITDA of one of the Company's Mexican subsidiaries. (3) For the three months ended March 31, 2021, restructuring expenses included costs incurred in conjunction with facility closures, workforce reductions and other related charges. For the three months ended March 31, 2020, restructuring expenses included costs incurred in conjunction with facilities closures, professional fees and workforce reductions. The facility closures during the three months ended March 31, 2021 and 2020, respectively, primarily occurred in the U.K. related to reducing the number of facilities associated with cash delivery operations. (4) For the three months ended March 31, 2021, acquisition related expenses includes legal and professional fees and certain administrative costs incurred in connection with the proposed acquisition of the Company, as further discussed in Note 1. Basis of Presentation - (a) Description of Business . (5) The results for the three months ended March 31, 2021 include business rate tax recoveries of $12.0 million, classified as a cost reduction within Cost of ATM operating revenues. |
Financial Information For Each Of The Company's Reporting Segments | The following tables reflect certain financial information for each of the Company’s reporting segments for the periods presented: Three Months Ended March 31, 2021 North America Europe & Africa Australia & New Zealand Corporate Eliminations Total (In thousands) Revenue from external customers $ 191,557 $ 56,078 $ 20,199 $ — $ — $ 267,834 Intersegment revenues 488 — — — (488) — Cost of revenues 120,177 25,375 14,313 222 (488) 159,599 Selling, general, and administrative expenses 18,329 8,684 1,421 14,701 (226) 42,909 Restructuring expenses — 1,549 — 143 — 1,692 Acquisition related expenses — — — 1,440 — 1,440 (Gain) loss on disposal and impairment of assets (79) 435 (3) — — 353 Adjusted EBITDA 53,538 21,952 4,466 (10,373) 19 69,602 Capital expenditures (1) 12,032 3,891 323 — — 16,246 Total Assets $ 1,259,570 $ 469,149 $ 57,778 $ 43,361 $ — $ 1,829,858 Three Months Ended March 31, 2020 North America Europe & Africa Australia & New Zealand Corporate Eliminations Total (In thousands) Revenue from external customers $ 204,382 $ 81,863 $ 20,357 $ — $ — $ 306,602 Intersegment revenues 1,615 37 — — (1,652) — Cost of revenues 139,904 52,634 14,275 561 (1,652) 205,722 Selling, general, and administrative expenses 17,049 9,061 1,947 14,321 — 42,378 Restructuring expenses — 1,000 — 209 — 1,209 Loss (gain) on disposal and impairment of assets 443 495 (17) — — 921 Adjusted EBITDA 48,999 20,251 4,133 (9,461) (208) 63,714 Capital expenditures (1) 12,187 5,867 375 — — 18,429 Total assets $ 1,149,376 $ 570,709 $ 50,464 $ 446,672 $ — $ 2,217,221 (1) Capital expenditures are primarily related to organic growth projects, including the purchase of ATMs for both new and existing ATM management agreements, technology and product development, investments in infrastructure, ongoing refreshment of ATMs and operational assets and other related type activities in the normal course of business. Additionally, capital expenditure amounts for one of the Company’s Mexican subsidiaries, included in the North America segment, are reflected gross of any noncontrolling interest amounts. |
Identifiable Assets | Property and equipment, net of accumulated depreciation, relating to operations in the Company's geographic segments are as follows: March 31, 2021 December 31, 2020 (In thousands) North America $ 234,305 $ 238,601 Europe & Africa 135,684 145,824 Australia & New Zealand 17,709 19,232 Corporate 25,163 26,185 Total $ 412,861 $ 429,842 |
Supplemental Guarantor Financ_2
Supplemental Guarantor Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Supplemental Guarantor Financial Information | |
Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidated Statements of Comprehensive (Loss) Income Three Months Ended March 31, 2021 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Revenues $ — $ 156,803 $ 73,740 $ 55,270 $ (17,979) $ 267,834 Operating costs and expenses 6,079 147,786 52,478 55,659 (17,991) 244,011 Loss on disposal and impairment of assets — (98) 57 394 — 353 (Loss) income from operations (6,079) 9,115 21,205 (783) 12 23,470 Interest expense, net, including amortization of deferred financing costs and note discount 90 10,766 734 154 60 11,804 Equity in earnings of subsidiaries (12,419) (13,592) 11,625 (1,353) 15,739 — Other expenses, net 1,912 2,504 2,950 1,850 (6,374) 2,842 Income (loss) before income taxes 4,338 9,437 5,896 (1,434) (9,413) 8,824 Income tax (benefit) expense (1,535) 1,616 1,768 1,102 — 2,951 Net income (loss) 5,873 7,821 4,128 (2,536) (9,413) 5,873 Net loss attributable to noncontrolling interests — — — — (3) (3) Net income (loss) attributable to controlling interests and available to common shareholders 5,873 7,821 4,128 (2,536) (9,410) 5,876 Other comprehensive income (loss) attributable to controlling interest 17,732 (37,160) (2,169) (4,633) 43,962 17,732 Comprehensive income (loss) attributable to controlling interests $ 23,605 $ (29,339) $ 1,959 $ (7,169) $ 34,552 $ 23,608 |
Condensed Consolidating Balance Sheets | Condensed Consolidated Balance Sheets As of March 31, 2021 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Assets Cash and cash equivalents $ 72 $ 137,449 $ 39,534 $ 20,308 $ — $ 197,363 Accounts and notes receivable, net — 46,387 22,016 19,367 — 87,770 Restricted cash — 106,913 2,477 32,469 — 141,859 Other current assets — 30,061 2,281 24,206 — 56,548 Total current assets 72 320,810 66,308 96,350 — 483,540 Property and equipment, net — 245,575 50,613 116,673 — 412,861 Operating lease assets — 31,608 2,330 22,496 — 56,434 Intangible assets, net — 17,467 37,400 20,383 — 75,250 Goodwill — 445,046 152,505 163,260 — 760,811 Investments in and advances to subsidiaries 460,376 324,975 179,526 53,387 (1,018,264) — Intercompany receivable 11,759 510,398 625,003 265,162 (1,412,322) — Deferred tax assets, net 1,112 — (1,014) 17,676 — 17,774 Prepaid expenses, deferred costs, and other noncurrent assets — 16,509 1,583 5,096 — 23,188 Total assets $ 473,319 $ 1,912,388 $ 1,114,254 $ 760,483 $ (2,430,586) $ 1,829,858 Liabilities and Shareholders' Equity Current portion of long-term liabilities $ — $ 5,000 $ — $ — $ — $ 5,000 Accounts payable and accrued liabilities 2,584 328,772 70,254 97,104 (27,902) 470,812 Total current liabilities 2,584 333,772 70,254 97,104 (27,902) 475,812 Long-term debt — 772,693 — — — 772,693 Intercompany payable 77,279 316,948 634,751 383,338 (1,412,316) — Asset retirement obligations — 23,853 1,966 31,040 — 56,859 Deferred tax liabilities, net — 53,611 1,490 370 — 55,471 Operating lease liabilities — 37,325 1,584 14,772 — 53,681 Other long-term liabilities — 16,719 1,911 3,256 — 21,886 Total liabilities 79,863 1,554,921 711,956 529,880 (1,440,218) 1,436,402 Shareholders' equity 393,456 357,467 402,298 230,603 (990,368) 393,456 Total liabilities and shareholders' equity $ 473,319 $ 1,912,388 $ 1,114,254 $ 760,483 $ (2,430,586) $ 1,829,858 |
Condensed Financial Statements | Summary Prior Year Financial Information As of and for the Year Ended December 31, 2020 Parent Issuers Guarantors Non-Guarantors Eliminations Total (In thousands) Revenues $ — $ 614,090 $ 281,752 $ 268,948 $ (70,791) $ 1,093,999 (Loss) income from operations (34,392) 14,968 76,556 (4,215) 871 53,788 Net income 19,137 12,467 14,897 4,191 (31,555) 19,137 Net income attributable to controlling interests and available to common shareholders 19,137 12,467 14,897 4,191 (31,548) 19,144 Total current assets 87 299,489 72,391 90,046 — 462,013 Total noncurrent assets 444,012 1,531,788 1,060,252 693,038 (2,359,658) 1,369,432 Total current liabilities 4,295 310,477 68,326 110,592 (17,705) 475,985 Total noncurrent liabilities 60,388 1,211,466 645,420 445,586 (1,386,816) 976,044 |
General and Basis of Presenta_4
General and Basis of Presentation - General (Details) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2021USD ($)segment | Jan. 25, 2021$ / shares | Dec. 15, 2020$ / shares | |
General And Basis Of Presentation1 [Line Items] | |||
Number of operating segments | segment | 3 | ||
Acquisition costs | $ | $ 1.4 | ||
NCR Corporation | |||
General And Basis Of Presentation1 [Line Items] | |||
Amount paid per share (in dollars per share) | $ 39 | ||
Catalyst Holdings | |||
General And Basis Of Presentation1 [Line Items] | |||
Definitive agreement, share price (in dollars per share) | $ 35 | ||
Cardtronics Mexico | |||
General And Basis Of Presentation1 [Line Items] | |||
Ownership in subsidiary, as a percent | 95.70% |
General and Basis of Presenta_5
General and Basis of Presentation - Cost of ATM Operating Revenues Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Depreciation and accretion expenses related to ATMs and ATM-related assets | $ 25,875 | $ 22,781 |
Amortization of intangible assets | 6,086 | 8,413 |
Total depreciation, accretion, and amortization of intangible assets excluded from Cost of ATM operating revenues | 31,961 | 31,194 |
Depreciation and accretion expense included in Selling, general, and administrative expenses | 6,410 | 9,430 |
Total depreciation, accretion and amortization of intangible assets | $ 38,371 | $ 40,624 |
General and Basis of Presenta_6
General and Basis of Presentation - Restructuring Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | $ 1,692 | $ 1,209 |
Operating Segments | Europe & Africa | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | 1,549 | 1,000 |
Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring expenses | $ 143 | $ 209 |
General and Basis of Presenta_7
General and Basis of Presentation - Restructuring Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Restructuring liability | $ 1.6 | $ 2.2 | $ 0.6 |
General and Basis of Presenta_8
General and Basis of Presentation - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 197,363 | $ 174,242 | $ 613,728 | |
Restricted cash | 141,859 | 137,353 | 44,796 | |
Total cash, cash equivalents, and restricted cash in the Consolidated Statements of Cash Flows | $ 339,222 | $ 311,595 | $ 658,524 | $ 117,469 |
General and Basis of Presenta_9
General and Basis of Presentation - Accounts and Notes Receivable, net (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Credit loss provision (benefit) | $ 0.9 |
General and Basis of Present_10
General and Basis of Presentation - Schedule of Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory [Line Items] | ||
Total inventory | $ 7,883 | $ 8,362 |
Less: Inventory reserves | (1,673) | (1,764) |
Inventory, net | 6,210 | 6,598 |
ATMs | ||
Inventory [Line Items] | ||
Total inventory | 1,563 | 1,837 |
ATM spare parts and supplies | ||
Inventory [Line Items] | ||
Total inventory | $ 6,320 | $ 6,525 |
General and Basis of Present_11
General and Basis of Presentation - Warrants (Details) - Convertible Senior Notes 1.00 percent due December 2020 - $ / shares shares in Millions | Mar. 31, 2021 | Nov. 19, 2013 |
Long-Term Debt | ||
Interest rate, as a percentage | 1.00% | |
Conversion price (in dollars per share) | $ 52.35 | |
Adjusted conversion price (in dollars per share) | $ 73.29 | |
Warrants outstanding (in shares) | 2.2 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 267,834 | $ 306,602 | $ 1,093,999 |
ATM operating revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 255,018 | 291,799 | |
Surcharge revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 93,389 | 130,518 | |
Interchange revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 66,295 | 76,435 | |
Bank-branding and surcharge-free network revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 61,589 | 54,885 | |
Managed services and processing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 33,745 | 29,961 | |
ATM product sales and other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 12,816 | 14,803 | |
North America | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 191,557 | 204,382 | |
Europe & Africa | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 56,078 | 81,863 | |
Australia & New Zealand | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 20,199 | 20,357 | |
Operating Segments | North America | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 192,045 | 205,997 | |
Operating Segments | North America | ATM operating revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 182,959 | 193,241 | |
Operating Segments | North America | Surcharge revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 61,452 | 81,977 | |
Operating Segments | North America | Interchange revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 32,160 | 31,610 | |
Operating Segments | North America | Bank-branding and surcharge-free network revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 61,309 | 54,538 | |
Operating Segments | North America | Managed services and processing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 28,038 | 25,116 | |
Operating Segments | North America | ATM product sales and other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 9,086 | 12,756 | |
Operating Segments | Europe & Africa | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 56,078 | 81,900 | |
Operating Segments | Europe & Africa | ATM operating revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 52,835 | 79,958 | |
Operating Segments | Europe & Africa | Surcharge revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 16,734 | 32,596 | |
Operating Segments | Europe & Africa | Interchange revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 34,135 | 44,825 | |
Operating Segments | Europe & Africa | Bank-branding and surcharge-free network revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 280 | 347 | |
Operating Segments | Europe & Africa | Managed services and processing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,686 | 2,190 | |
Operating Segments | Europe & Africa | ATM product sales and other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 3,243 | 1,942 | |
Operating Segments | Australia & New Zealand | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 20,199 | 20,357 | |
Operating Segments | Australia & New Zealand | ATM operating revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 19,712 | 20,252 | |
Operating Segments | Australia & New Zealand | Surcharge revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 15,203 | 15,945 | |
Operating Segments | Australia & New Zealand | Interchange revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Operating Segments | Australia & New Zealand | Bank-branding and surcharge-free network revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Operating Segments | Australia & New Zealand | Managed services and processing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 4,509 | 4,307 | |
Operating Segments | Australia & New Zealand | ATM product sales and other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 487 | 105 | |
Eliminations | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | (488) | (1,652) | |
Eliminations | ATM operating revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | (488) | (1,652) | |
Eliminations | Surcharge revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Eliminations | Interchange revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Eliminations | Bank-branding and surcharge-free network revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Eliminations | Managed services and processing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | (488) | (1,652) | |
Eliminations | ATM product sales and other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | |
Eliminations | North America | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | (488) | (1,615) | |
Eliminations | Europe & Africa | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | (37) | |
Eliminations | Australia & New Zealand | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 0 | $ 0 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | Mar. 31, 2021 |
Minimum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations, period of satisfaction | 3 years |
Maximum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations, period of satisfaction | 5 years |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances and Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Total contract liabilities | $ 7.6 | $ 8.1 |
Contract liabilities, revenue recognition period | 36 months |
Share-based Compensation - Inco
Share-based Compensation - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | $ 4,258 | $ 5,193 |
Cost of ATM operating revenues | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | 258 | 545 |
Selling, general, and administrative expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | $ 4,000 | $ 4,648 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Units (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Minimum | Performance And Market-Based Restricted Stock Units | |
Share-Based Compensation | |
Stock incentive plan, vesting period | 3 years |
Minimum | Vesting Period Two | Time Restricted Stock Units | |
Share-Based Compensation | |
Stock incentive plan, vesting period | 3 years |
Maximum | Performance And Market-Based Restricted Stock Units | |
Share-Based Compensation | |
Stock incentive plan, vesting period | 4 years |
Maximum | Vesting Period Two | Time Restricted Stock Units | |
Share-Based Compensation | |
Stock incentive plan, vesting period | 4 years |
Share-based Compensation - RSU
Share-based Compensation - RSU Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Earned Restricted Stock Units | |||
Number of Shares | |||
Non-vested RSUs, beginning balance (in shares) | 1,075,359 | ||
Granted (in shares) | 408,336 | ||
Vested (in shares) | (1,035,982) | ||
Forfeited (in shares) | (3,282) | ||
Non-vested RSUs, ending balance (in shares) | 444,431 | ||
Weighted Average Grant Date Fair Value | |||
Non-vested RSUs, beginning balance (in dollars per share) | $ 25.41 | ||
Granted (in dollars per share) | 29.17 | ||
Vested (in dollars per share) | 24.65 | ||
Forfeited (in dollars per share) | 29.19 | ||
Non-vested RSUs, ending balance (in dollars per share) | $ 30.61 | ||
Unrecognized compensation expense | $ 12.2 | ||
Weighted-average period for recognition of compensation cost | 2 years 25 days | ||
Market Based Restricted Stock Units | |||
Number of Shares | |||
Granted (in shares) | 58,007 | 187,809 | 108,424 |
Weighted Average Grant Date Fair Value | |||
Granted (in dollars per share) | $ 38.79 | $ 30.48 | $ 49.06 |
Performance Restricted Stock Units | |||
Number of Shares | |||
Granted (in shares) | 58,013 | 204,374 | 108,498 |
Weighted Average Grant Date Fair Value | |||
Granted (in dollars per share) | $ 38.79 | $ 23.45 | $ 33.68 |
Share-based Compensation - Opti
Share-based Compensation - Options (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Number of Shares | |
Options outstanding, beginning balance (in shares) | shares | 584,465 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (91,299) |
Forfeited (in shares) | shares | 0 |
Options outstanding, ending balance (in shares) | shares | 493,166 |
Options vested and exercisable (in shares) | shares | 292,744 |
Weighted Average Exercise Price | |
Options outstanding, beginning balance (in dollars per share) | $ / shares | $ 23.96 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 24.76 |
Forfeited (in dollars per share) | $ / shares | 0 |
Options outstanding, ending balance (in dollars per share) | $ / shares | 23.81 |
Options vested and exercisable (in dollars per share) | $ / shares | $ 24.12 |
Weighted average contractual term | 8 years 25 days |
Stock Options | |
Weighted Average Exercise Price | |
Unrecognized compensation expense | $ | $ 1.8 |
Weighted-average period for recognition of compensation cost | 1 year 6 months 7 days |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 18 | 200 |
Convertible Senior Notes 1.00 percent due December 2020 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Interest rate, as a percentage | 1.00% |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net income available to common shareholders | $ 5,876 | $ 5,755 |
Weighted average common shares outstanding (for basic calculation) (in shares) | 44,959,960 | 44,729,824 |
Dilutive effect of outstanding common stock options and RSUs (in shares) | 649,804 | 1,011,437 |
Weighted average common dilutive shares outstanding (for diluted calculation) (in shares) | 45,609,764 | 45,741,261 |
Net income per common share – basic (in dollars per share) | $ 0.13 | $ 0.13 |
Net income per common share – diluted (in dollars per share) | $ 0.13 | $ 0.13 |
Shareholder's Equity - Accumula
Shareholder's Equity - Accumulated Other Comprehensive Loss, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | $ 379,416 | $ 380,326 | |
Other comprehensive income before reclassification | 8,767 | ||
Amounts reclassified from accumulated other comprehensive loss, net | 8,902 | ||
Other comprehensive income (loss) | 17,669 | (59,462) | |
Balance at end of period | 393,456 | 307,859 | |
Disproportionate tax effect | 14,700 | ||
Foreign Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | (41,572) | ||
Other comprehensive income before reclassification | 2,605 | ||
Amounts reclassified from accumulated other comprehensive loss, net | 0 | ||
Other comprehensive income (loss) | 2,605 | ||
Balance at end of period | (38,967) | ||
Deferred income tax expense (benefit) | (2,845) | $ (3,083) | |
Deferred tax expense (benefit) before reclassification | 238 | ||
Unrealized Losses on Interest Rate Derivative Contracts | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | (52,159) | ||
Other comprehensive income before reclassification | 6,162 | ||
Amounts reclassified from accumulated other comprehensive loss, net | 8,902 | ||
Other comprehensive income (loss) | 15,064 | ||
Balance at end of period | (37,095) | ||
Deferred income tax expense (benefit) | 8,433 | $ 3,823 | |
Deferred tax expense (benefit) before reclassification | 1,886 | ||
Deferred tax expense (benefit), reclassification from AOCI | 2,724 | ||
Accumulated Other Comprehensive Loss, Net | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | (93,731) | (77,887) | |
Balance at end of period | $ (76,062) | $ (137,349) |
Intangible Assets - Goodwill (D
Intangible Assets - Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Goodwill | |
Goodwill gross, beginning balance | $ 956,446 |
Accumulated impairment loss, beginning balance | (197,344) |
Goodwill net, beginning balance | 759,102 |
Foreign currency translation adjustments | 1,709 |
Goodwill gross, ending balance | 958,155 |
Accumulated impairment loss, ending balance | (197,344) |
Goodwill net, ending balance | 760,811 |
North America | |
Goodwill | |
Goodwill gross, beginning balance | 563,734 |
Accumulated impairment loss, beginning balance | (7,303) |
Goodwill net, beginning balance | 556,431 |
Foreign currency translation adjustments | 1,252 |
Goodwill gross, ending balance | 564,986 |
Accumulated impairment loss, ending balance | (7,303) |
Goodwill net, ending balance | 557,683 |
Europe & Africa | |
Goodwill | |
Goodwill gross, beginning balance | 240,151 |
Accumulated impairment loss, beginning balance | (50,003) |
Goodwill net, beginning balance | 190,148 |
Foreign currency translation adjustments | 621 |
Goodwill gross, ending balance | 240,772 |
Accumulated impairment loss, ending balance | (50,003) |
Goodwill net, ending balance | 190,769 |
Australia & New Zealand | |
Goodwill | |
Goodwill gross, beginning balance | 152,561 |
Accumulated impairment loss, beginning balance | (140,038) |
Goodwill net, beginning balance | 12,523 |
Foreign currency translation adjustments | (164) |
Goodwill gross, ending balance | 152,397 |
Accumulated impairment loss, ending balance | (140,038) |
Goodwill net, ending balance | $ 12,359 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued merchant settlement | $ 220,484 | $ 213,067 |
Accrued merchant fees | 28,503 | 24,869 |
Accrued processing costs | 15,103 | 11,676 |
Accrued taxes | 15,744 | 22,217 |
Accrued cash-in-transit | 11,031 | 8,549 |
Accrued interest | 9,172 | 5,537 |
Accrued compensation | 9,156 | 17,849 |
Accrued cash management fees | 8,647 | 7,742 |
Accrued maintenance | 8,552 | 6,513 |
Accrued purchases | 6,446 | 8,084 |
Accrued telecommunications costs | 1,377 | 2,011 |
Other accrued expenses | 38,800 | 38,171 |
Total accrued liabilities | $ 373,015 | $ 366,285 |
Current and Long-Term Debt - Co
Current and Long-Term Debt - Components of Long-Term Debt (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Apr. 04, 2017 | |
Long-Term Debt | |||
Total Debt | $ 777,693,000 | $ 778,177,000 | |
Less: Current portion | (5,000,000) | (5,000,000) | |
Total Long-Term Debt | 772,693,000 | 773,177,000 | |
Revolving Credit Facility | |||
Long-Term Debt | |||
Total Debt | 0 | 0 | |
Term Loan Facility | |||
Long-Term Debt | |||
Total Debt | 480,339,000 | 480,985,000 | |
Aggregate principle amount | 496,300,000 | 497,500,000 | |
Unamortized discount and capitalized debt issuance costs | 16,000,000 | 16,500,000 | |
Quarterly payments | 5,000,000 | ||
Senior Notes 5.50 Percent Due 2025 | |||
Long-Term Debt | |||
Total Debt | 297,354,000 | $ 297,192,000 | |
Aggregate principle amount | $ 300,000,000 | $ 300,000,000 | |
Interest rate, as a percentage | 5.50% | 5.50% | 5.50% |
Capitalized debt issuance costs | $ 2,600,000 | $ 2,800,000 |
Current and Long-Term Debt - Re
Current and Long-Term Debt - Revolving Credit Facility (Details) | May 29, 2020 | Sep. 30, 2021USD ($) | Jun. 30, 2021 | Mar. 31, 2021USD ($) | Sep. 30, 2021USD ($)day | Sep. 19, 2024 |
Long-Term Debt | ||||||
Letters of credit outstanding, amount | $ 10,000,000 | |||||
Revolving Credit Facility | ||||||
Long-Term Debt | ||||||
Maximum borrowing capacity | 600,000,000 | |||||
Letters of credit outstanding, amount | $ 0 | |||||
Credit Agreement | ||||||
Long-Term Debt | ||||||
Mandatory prepayment for changes in exchange rates, revolving credit exposure exceeds total commitments, percentage | 105.00% | |||||
Forecast | Credit Agreement | ||||||
Long-Term Debt | ||||||
Mandatory prepayment, maximum amount of unencumbered balance sheet cash | $ 100,000,000 | $ 100,000,000 | ||||
Mandatory prepayment, consecutive business days unencumbered balance sheet cash exceeds maximum amount | day | 5 | |||||
Minimum | Revolving Credit Facility | ||||||
Long-Term Debt | ||||||
Total net leverage ratio, debt covenant | 4 | |||||
Minimum | Credit Agreement | ||||||
Long-Term Debt | ||||||
Interest coverage ratio | 300.00% | |||||
Maximum | Revolving Credit Facility | ||||||
Long-Term Debt | ||||||
Total net leverage ratio, debt covenant | 4.50 | |||||
Maximum | Credit Agreement | ||||||
Long-Term Debt | ||||||
Total net leverage ratio, debt covenant | 5.50 | |||||
Total net leverage ratio related to restricted payments | 3.75 | |||||
Maximum | Forecast | Credit Agreement | ||||||
Long-Term Debt | ||||||
Total net leverage ratio, debt covenant | 5 | 5.25 | 4.50 |
Current and Long-Term Debt - Te
Current and Long-Term Debt - Term Loan Facility (Details) - USD ($) | Jun. 29, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Term Loan Facility | |||
Long-Term Debt | |||
Aggregate principle amount | $ 496,300,000 | $ 497,500,000 | |
Term Loan Facility | Loans Payable | |||
Long-Term Debt | |||
Aggregate principle amount | $ 500,000,000 | ||
Discount percentage | 1.75% | ||
Principal repayments as a percentage | 1.00% | ||
Term Loan Facility | LIBOR | Loans Payable | |||
Long-Term Debt | |||
Basis spread | 4.00% | ||
Term Loan Facility | LIBOR | Minimum | Loans Payable | |||
Long-Term Debt | |||
Basis spread | 1.00% | ||
Convertible Senior Notes 1.00 percent due December 2020 | |||
Long-Term Debt | |||
Interest rate, as a percentage | 1.00% |
Current and Long-Term Debt - Se
Current and Long-Term Debt - Senior Notes (Details) - Senior Notes 5.50 Percent Due 2025 - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Apr. 04, 2017 |
Long-Term Debt | |||
Face amount of debt issuance | $ 300,000,000 | $ 300,000,000 | |
Interest rate, as a percentage | 5.50% | 5.50% | 5.50% |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current portion of other long-term liabilities | ||
Interest rate swap and cap contracts | $ 22,211 | $ 23,916 |
Operating lease liabilities | 17,607 | 18,683 |
Acquisition related contingent consideration | 0 | 9,490 |
Asset retirement obligations | 6,502 | 6,517 |
Deferred revenue | 4,182 | 4,295 |
Other | 1,242 | 1,898 |
Total current portion of other long-term liabilities | 51,744 | 64,799 |
Noncurrent portion of other long-term liabilities | ||
Interest rate swap and cap contracts | 12,935 | 26,994 |
Deferred revenue | 3,447 | 3,850 |
Other | 5,504 | 6,883 |
Total noncurrent portion of other long-term liabilities | $ 21,886 | $ 37,727 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Schedule of Notional Amounts (Details) - Cash Flow Hedging | Mar. 31, 2021USD ($) |
April 1, 2021 – December 31, 2021 | North America | United States of America, Dollars | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 1.46% |
Notional amount | $ 1,200,000,000 |
April 1, 2021 – December 31, 2021 | North America | Canada, Dollars | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 2.46% |
Notional amount | $ 125,000,000 |
April 1, 2021 – December 31, 2021 | Australia & New Zealand | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 0.71% |
Notional amount | $ 40,000,000 |
January 1, 2022 – December 31, 2022 | North America | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 1.17% |
Notional amount | $ 1,000,000,000 |
January 1, 2023 – December 31, 2024 | North America | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 0.98% |
Notional amount | $ 600,000,000 |
April 1, 2021 – December 31, 2022 | Europe & Africa | Interest Rate Swap Contracts | |
Derivative [Line Items] | |
Weighted average fixed rate | 0.94% |
Notional amount | $ 500,000,000 |
April 1, 2021 – December 31, 2023 | North America | Interest Rate Cap Contracts | |
Derivative [Line Items] | |
Cap rate | 3.25% |
Notional amount | $ 200,000,000 |
April 1, 2021 – December 31, 2025 | North America | Interest Rate Cap Contracts | |
Derivative [Line Items] | |
Cap rate | 1.00% |
Notional amount | $ 250,000,000 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ (31,249) | $ (50,910) |
Derivatives Designated As Hedging Instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (31,249) | (50,910) |
Interest rate swap and cap contracts | Derivatives Designated As Hedging Instruments | Prepaid expenses, deferred costs, and other noncurrent assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 3,897 | 0 |
Interest rate swap and cap contracts | Derivatives Designated As Hedging Instruments | Current portion of other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (22,211) | (23,916) |
Interest rate swap and cap contracts | Derivatives Designated As Hedging Instruments | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ (12,935) | $ (26,994) |
Derivative Financial Instrume_5
Derivative Financial Instruments - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) on Derivative Instruments Recognized in Accumulated Other Comprehensive Loss, net | $ 6,162 | $ (42,504) |
Amount of Loss Reclassified from Accumulated Other Comprehensive Loss, net into Income | (8,902) | (2,662) |
Interest rate swap and cap contracts | Cost of ATM operating revenues | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) on Derivative Instruments Recognized in Accumulated Other Comprehensive Loss, net | 6,530 | (42,294) |
Amount of Loss Reclassified from Accumulated Other Comprehensive Loss, net into Income | (8,809) | (2,619) |
Interest rate swap and cap contracts | Interest expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) on Derivative Instruments Recognized in Accumulated Other Comprehensive Loss, net | (368) | (210) |
Amount of Loss Reclassified from Accumulated Other Comprehensive Loss, net into Income | $ (93) | $ (43) |
Derivative Financial Instrume_6
Derivative Financial Instruments - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Loss to be reclassified to income | $ 22.2 |
Derivative Financial Instrume_7
Derivative Financial Instruments - Schedule of Location and Amount of Recognized in Income on Cash Flow Hedging Relationships (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Cost of revenues | $ 159,599 | $ 205,722 |
Interest expense, net | 10,761 | 6,421 |
Amount of loss reclassified from Accumulated other comprehensive loss, net into expense | 8,902 | 2,662 |
Interest Rate Swap Contracts | Cost of ATM operating revenues | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of loss reclassified from Accumulated other comprehensive loss, net into expense | 8,809 | 2,619 |
Interest Rate Swap Contracts | Interest expense, net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of loss reclassified from Accumulated other comprehensive loss, net into expense | 93 | 43 |
ATM operating revenues | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Cost of revenues | $ 150,803 | $ 193,630 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Liabilities associated with acquisition related contingent consideration | $ (9,490) | |
Level 1 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Liabilities associated with acquisition related contingent consideration | 0 | |
Level 2 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Liabilities associated with acquisition related contingent consideration | 0 | |
Level 3 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Liabilities associated with acquisition related contingent consideration | (9,490) | |
Interest Rate Swap Contracts | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative asset | $ 3,897 | |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liability | (35,146) | (50,910) |
Interest Rate Swap Contracts | Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative asset | 0 | |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liability | 0 | 0 |
Interest Rate Swap Contracts | Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative asset | 3,897 | |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liability | (35,146) | (50,910) |
Interest Rate Swap Contracts | Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Derivative asset | 0 | |
Liabilities, Fair Value Disclosure [Abstract] | ||
Derivative liability | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration paid | $ 9,193 | $ 5,200 | $ 0 |
Foreign exchange gain | 300 | 3,300 | |
Gain on fair value adjustment | $ 4,100 | ||
Interest Rate Derivatives | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 3,900 | ||
Derivative liability | (35,100) | ||
Senior Notes 5.50 Percent Due 2025 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of long term notes | $ 308,900 |
Commitment and Contingencies -
Commitment and Contingencies - Gain Contingency (Details) $ in Thousands, £ in Millions | 3 Months Ended | ||
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2021GBP (£) | |
Gain Contingencies [Line Items] | |||
Cost of revenues | $ 159,599 | $ 205,722 | |
Gain contingency | 3,000 | £ 2 | |
ATM operating revenues | |||
Gain Contingencies [Line Items] | |||
Cost of revenues | 150,803 | $ 193,630 | |
ATM operating revenues | Supreme court ruling | |||
Gain Contingencies [Line Items] | |||
Cost of revenues | $ 12,000 |
Commitments and Contingencies -
Commitments and Contingencies - Other Commitments (Details) $ in Millions | Mar. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Asset retirement obligations | $ 63.4 |
Income Taxes -Schedule of Incom
Income Taxes -Schedule of Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ 2,951 | $ (3,737) |
Effective tax rate | 33.40% | (185.70%) |
Income Taxes -Narrative (Detail
Income Taxes -Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ 2,951 | $ (3,737) |
Effective tax rate | 33.40% | (185.70%) |
Segment Information - EBITDA Re
Segment Information - EBITDA Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net income attributable to controlling interests and available to common shareholders | $ 5,876 | $ 5,755 | $ 19,144 |
Interest expense, net | 10,761 | 6,421 | |
Amortization of deferred financing costs and note discount | 1,043 | 3,486 | |
Income tax expense (benefit) | 2,951 | (3,737) | |
Depreciation and accretion expense | 32,285 | 32,211 | |
Amortization of intangible assets | 6,086 | 8,413 | |
EBITDA | 59,002 | 52,549 | |
Loss on disposal and impairment of assets | 353 | 921 | |
Other expenses, net | 2,842 | 3,829 | |
Noncontrolling interests | 15 | 13 | |
Share-based compensation expense | 4,258 | 5,193 | |
Restructuring expenses | 1,692 | 1,209 | |
Acquisition related expenses | 1,440 | 0 | |
Adjusted EBITDA | 69,602 | 63,714 | |
Cost of revenues | 159,599 | 205,722 | |
ATM operating revenues | |||
Segment Reporting Information [Line Items] | |||
Cost of revenues | 150,803 | $ 193,630 | |
ATM operating revenues | Supreme court ruling | |||
Segment Reporting Information [Line Items] | |||
Cost of revenues | $ 12,000 |
Segment Information - Certain F
Segment Information - Certain Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 267,834 | $ 306,602 | $ 1,093,999 |
Cost of revenues | 159,599 | 205,722 | |
Selling, general, and administrative expenses | 42,909 | 42,378 | |
Restructuring expenses | 1,692 | 1,209 | |
Acquisition related expenses | 1,440 | ||
(Gain) loss on disposal and impairment of assets | 353 | 921 | |
Adjusted EBITDA | 69,602 | 63,714 | |
Capital expenditures | 16,246 | 18,429 | |
Total Assets | 1,829,858 | 2,217,221 | $ 1,831,445 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | |
Cost of revenues | 222 | 561 | |
Selling, general, and administrative expenses | 14,701 | 14,321 | |
Restructuring expenses | 143 | 209 | |
Acquisition related expenses | 1,440 | ||
(Gain) loss on disposal and impairment of assets | 0 | 0 | |
Adjusted EBITDA | (10,373) | (9,461) | |
Capital expenditures | 0 | 0 | |
Total Assets | 43,361 | 446,672 | |
Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | (488) | (1,652) | |
Cost of revenues | (488) | (1,652) | |
Selling, general, and administrative expenses | (226) | 0 | |
Restructuring expenses | 0 | 0 | |
Acquisition related expenses | 0 | ||
(Gain) loss on disposal and impairment of assets | 0 | 0 | |
Adjusted EBITDA | 19 | (208) | |
Capital expenditures | 0 | 0 | |
North America | |||
Segment Reporting Information [Line Items] | |||
Revenues | 191,557 | 204,382 | |
North America | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenues | 192,045 | 205,997 | |
Cost of revenues | 120,177 | 139,904 | |
Selling, general, and administrative expenses | 18,329 | 17,049 | |
Restructuring expenses | 0 | 0 | |
Acquisition related expenses | 0 | ||
(Gain) loss on disposal and impairment of assets | (79) | 443 | |
Adjusted EBITDA | 53,538 | 48,999 | |
Capital expenditures | 12,032 | 12,187 | |
Total Assets | 1,259,570 | 1,149,376 | |
North America | Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | (488) | (1,615) | |
Europe & Africa | |||
Segment Reporting Information [Line Items] | |||
Revenues | 56,078 | 81,863 | |
Europe & Africa | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenues | 56,078 | 81,900 | |
Cost of revenues | 25,375 | 52,634 | |
Selling, general, and administrative expenses | 8,684 | 9,061 | |
Restructuring expenses | 1,549 | 1,000 | |
Acquisition related expenses | 0 | ||
(Gain) loss on disposal and impairment of assets | 435 | 495 | |
Adjusted EBITDA | 21,952 | 20,251 | |
Capital expenditures | 3,891 | 5,867 | |
Total Assets | 469,149 | 570,709 | |
Europe & Africa | Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | (37) | |
Australia & New Zealand | |||
Segment Reporting Information [Line Items] | |||
Revenues | 20,199 | 20,357 | |
Australia & New Zealand | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenues | 20,199 | 20,357 | |
Cost of revenues | 14,313 | 14,275 | |
Selling, general, and administrative expenses | 1,421 | 1,947 | |
Restructuring expenses | 0 | 0 | |
Acquisition related expenses | 0 | ||
(Gain) loss on disposal and impairment of assets | (3) | (17) | |
Adjusted EBITDA | 4,466 | 4,133 | |
Capital expenditures | 323 | 375 | |
Total Assets | 57,778 | 50,464 | |
Australia & New Zealand | Eliminations | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 0 | $ 0 |
Segment Information - Identifia
Segment Information - Identifiable Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | $ 412,861 | $ 429,842 |
Operating Segments | North America | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 234,305 | 238,601 |
Operating Segments | Europe & Africa | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 135,684 | 145,824 |
Operating Segments | Australia & New Zealand | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 17,709 | 19,232 |
Corporate | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | $ 25,163 | $ 26,185 |
Supplemental Guarantor Financ_3
Supplemental Guarantor Financial Information - I/S (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | $ 267,834 | $ 306,602 | $ 1,093,999 |
Operating costs and expenses | 244,011 | ||
(Gain) loss on disposal and impairment of assets | 353 | 921 | |
Income from operations | 23,470 | 15,748 | 53,788 |
Interest expense, net, including amortization of deferred financing costs and note discount | 11,804 | ||
Equity in earnings of subsidiaries | 0 | ||
Other expenses, net | 2,842 | ||
Income before income taxes | 8,824 | 2,012 | |
Income tax (benefit) expense | 2,951 | (3,737) | |
Net income (loss) | 5,873 | 5,749 | 19,137 |
Net loss attributable to noncontrolling interests | (3) | (6) | |
Net income (loss) attributable to controlling interests and available to common shareholders | 5,876 | 5,755 | 19,144 |
Other comprehensive income (loss) attributable to controlling interest | 17,732 | ||
Comprehensive income (loss) attributable to controlling interests | 23,608 | $ (53,748) | |
Eliminations | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | (17,979) | (70,791) | |
Operating costs and expenses | (17,991) | ||
(Gain) loss on disposal and impairment of assets | 0 | ||
Income from operations | 12 | 871 | |
Interest expense, net, including amortization of deferred financing costs and note discount | 60 | ||
Equity in earnings of subsidiaries | 15,739 | ||
Other expenses, net | (6,374) | ||
Income before income taxes | (9,413) | ||
Income tax (benefit) expense | 0 | ||
Net income (loss) | (9,413) | (31,555) | |
Net loss attributable to noncontrolling interests | (3) | ||
Net income (loss) attributable to controlling interests and available to common shareholders | (9,410) | (31,548) | |
Other comprehensive income (loss) attributable to controlling interest | 43,962 | ||
Comprehensive income (loss) attributable to controlling interests | 34,552 | ||
Parent | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 0 | 0 | |
Operating costs and expenses | 6,079 | ||
(Gain) loss on disposal and impairment of assets | 0 | ||
Income from operations | (6,079) | (34,392) | |
Interest expense, net, including amortization of deferred financing costs and note discount | 90 | ||
Equity in earnings of subsidiaries | (12,419) | ||
Other expenses, net | 1,912 | ||
Income before income taxes | 4,338 | ||
Income tax (benefit) expense | (1,535) | ||
Net income (loss) | 5,873 | 19,137 | |
Net loss attributable to noncontrolling interests | 0 | ||
Net income (loss) attributable to controlling interests and available to common shareholders | 5,873 | 19,137 | |
Other comprehensive income (loss) attributable to controlling interest | 17,732 | ||
Comprehensive income (loss) attributable to controlling interests | 23,605 | ||
Issuer | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 156,803 | 614,090 | |
Operating costs and expenses | 147,786 | ||
(Gain) loss on disposal and impairment of assets | (98) | ||
Income from operations | 9,115 | 14,968 | |
Interest expense, net, including amortization of deferred financing costs and note discount | 10,766 | ||
Equity in earnings of subsidiaries | (13,592) | ||
Other expenses, net | 2,504 | ||
Income before income taxes | 9,437 | ||
Income tax (benefit) expense | 1,616 | ||
Net income (loss) | 7,821 | 12,467 | |
Net loss attributable to noncontrolling interests | 0 | ||
Net income (loss) attributable to controlling interests and available to common shareholders | 7,821 | 12,467 | |
Other comprehensive income (loss) attributable to controlling interest | (37,160) | ||
Comprehensive income (loss) attributable to controlling interests | (29,339) | ||
Guarantors | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 73,740 | 281,752 | |
Operating costs and expenses | 52,478 | ||
(Gain) loss on disposal and impairment of assets | 57 | ||
Income from operations | 21,205 | 76,556 | |
Interest expense, net, including amortization of deferred financing costs and note discount | 734 | ||
Equity in earnings of subsidiaries | 11,625 | ||
Other expenses, net | 2,950 | ||
Income before income taxes | 5,896 | ||
Income tax (benefit) expense | 1,768 | ||
Net income (loss) | 4,128 | 14,897 | |
Net loss attributable to noncontrolling interests | 0 | ||
Net income (loss) attributable to controlling interests and available to common shareholders | 4,128 | 14,897 | |
Other comprehensive income (loss) attributable to controlling interest | (2,169) | ||
Comprehensive income (loss) attributable to controlling interests | 1,959 | ||
Non-Guarantors | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 55,270 | 268,948 | |
Operating costs and expenses | 55,659 | ||
(Gain) loss on disposal and impairment of assets | 394 | ||
Income from operations | (783) | (4,215) | |
Interest expense, net, including amortization of deferred financing costs and note discount | 154 | ||
Equity in earnings of subsidiaries | (1,353) | ||
Other expenses, net | 1,850 | ||
Income before income taxes | (1,434) | ||
Income tax (benefit) expense | 1,102 | ||
Net income (loss) | (2,536) | 4,191 | |
Net loss attributable to noncontrolling interests | 0 | ||
Net income (loss) attributable to controlling interests and available to common shareholders | (2,536) | $ 4,191 | |
Other comprehensive income (loss) attributable to controlling interest | (4,633) | ||
Comprehensive income (loss) attributable to controlling interests | $ (7,169) |
Supplemental Guarantor Financ_4
Supplemental Guarantor Financial Information - Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
ASSETS | ||||
Cash and cash equivalents | $ 197,363 | $ 174,242 | $ 613,728 | |
Accounts and notes receivable, net | 87,770 | 89,867 | ||
Restricted cash | 141,859 | 137,353 | 44,796 | |
Other current assets | 56,548 | |||
Total current assets | 483,540 | 462,013 | ||
Property and equipment, net | 412,861 | 429,842 | ||
Operating lease assets | 56,434 | 60,368 | ||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 75,250 | 84,629 | ||
Goodwill | 760,811 | 759,102 | ||
Investments in and advances to subsidiaries | 0 | |||
Intercompany receivable | 0 | |||
Deferred tax assets, net | 17,774 | 17,382 | ||
Prepaid expenses, deferred costs, and other noncurrent assets | 23,188 | 18,109 | ||
Total assets | 1,829,858 | 1,831,445 | 2,217,221 | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 5,000 | |||
Accounts payable and accrued liabilities | 470,812 | |||
Total current liabilities | 475,812 | 475,985 | ||
Long-term debt | 772,693 | 773,177 | ||
Intercompany payable | 0 | |||
Asset retirement obligations | 56,859 | 56,973 | ||
Deferred tax liabilities, net | 55,471 | 51,484 | ||
Operating lease liabilities | 53,681 | 56,683 | ||
Other long-term liabilities | 21,886 | 37,727 | ||
Total liabilities | 1,436,402 | 1,452,029 | ||
Shareholders' equity | 393,456 | 379,416 | $ 307,859 | $ 380,326 |
Total liabilities and shareholders’ equity | 1,829,858 | 1,831,445 | ||
Eliminations | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | |||
Accounts and notes receivable, net | 0 | |||
Restricted cash | 0 | |||
Other current assets | 0 | |||
Total current assets | 0 | 0 | ||
Property and equipment, net | 0 | |||
Operating lease assets | 0 | |||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 0 | |||
Goodwill | 0 | |||
Investments in and advances to subsidiaries | (1,018,264) | |||
Intercompany receivable | (1,412,322) | |||
Deferred tax assets, net | 0 | |||
Prepaid expenses, deferred costs, and other noncurrent assets | 0 | |||
Total assets | (2,430,586) | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 0 | |||
Accounts payable and accrued liabilities | (27,902) | |||
Total current liabilities | (27,902) | (17,705) | ||
Long-term debt | 0 | |||
Intercompany payable | (1,412,316) | |||
Asset retirement obligations | 0 | |||
Deferred tax liabilities, net | 0 | |||
Operating lease liabilities | 0 | |||
Other long-term liabilities | 0 | |||
Total liabilities | (1,440,218) | |||
Shareholders' equity | (990,368) | |||
Total liabilities and shareholders’ equity | (2,430,586) | |||
Parent | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 72 | |||
Accounts and notes receivable, net | 0 | |||
Restricted cash | 0 | |||
Other current assets | 0 | |||
Total current assets | 72 | 87 | ||
Property and equipment, net | 0 | |||
Operating lease assets | 0 | |||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 0 | |||
Goodwill | 0 | |||
Investments in and advances to subsidiaries | 460,376 | |||
Intercompany receivable | 11,759 | |||
Deferred tax assets, net | 1,112 | |||
Prepaid expenses, deferred costs, and other noncurrent assets | 0 | |||
Total assets | 473,319 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 0 | |||
Accounts payable and accrued liabilities | 2,584 | |||
Total current liabilities | 2,584 | 4,295 | ||
Long-term debt | 0 | |||
Intercompany payable | 77,279 | |||
Asset retirement obligations | 0 | |||
Deferred tax liabilities, net | 0 | |||
Operating lease liabilities | 0 | |||
Other long-term liabilities | 0 | |||
Total liabilities | 79,863 | |||
Shareholders' equity | 393,456 | |||
Total liabilities and shareholders’ equity | 473,319 | |||
Issuer | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 137,449 | |||
Accounts and notes receivable, net | 46,387 | |||
Restricted cash | 106,913 | |||
Other current assets | 30,061 | |||
Total current assets | 320,810 | 299,489 | ||
Property and equipment, net | 245,575 | |||
Operating lease assets | 31,608 | |||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 17,467 | |||
Goodwill | 445,046 | |||
Investments in and advances to subsidiaries | 324,975 | |||
Intercompany receivable | 510,398 | |||
Deferred tax assets, net | 0 | |||
Prepaid expenses, deferred costs, and other noncurrent assets | 16,509 | |||
Total assets | 1,912,388 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 5,000 | |||
Accounts payable and accrued liabilities | 328,772 | |||
Total current liabilities | 333,772 | 310,477 | ||
Long-term debt | 772,693 | |||
Intercompany payable | 316,948 | |||
Asset retirement obligations | 23,853 | |||
Deferred tax liabilities, net | 53,611 | |||
Operating lease liabilities | 37,325 | |||
Other long-term liabilities | 16,719 | |||
Total liabilities | 1,554,921 | |||
Shareholders' equity | 357,467 | |||
Total liabilities and shareholders’ equity | 1,912,388 | |||
Guarantors | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 39,534 | |||
Accounts and notes receivable, net | 22,016 | |||
Restricted cash | 2,477 | |||
Other current assets | 2,281 | |||
Total current assets | 66,308 | 72,391 | ||
Property and equipment, net | 50,613 | |||
Operating lease assets | 2,330 | |||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 37,400 | |||
Goodwill | 152,505 | |||
Investments in and advances to subsidiaries | 179,526 | |||
Intercompany receivable | 625,003 | |||
Deferred tax assets, net | (1,014) | |||
Prepaid expenses, deferred costs, and other noncurrent assets | 1,583 | |||
Total assets | 1,114,254 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 0 | |||
Accounts payable and accrued liabilities | 70,254 | |||
Total current liabilities | 70,254 | 68,326 | ||
Long-term debt | 0 | |||
Intercompany payable | 634,751 | |||
Asset retirement obligations | 1,966 | |||
Deferred tax liabilities, net | 1,490 | |||
Operating lease liabilities | 1,584 | |||
Other long-term liabilities | 1,911 | |||
Total liabilities | 711,956 | |||
Shareholders' equity | 402,298 | |||
Total liabilities and shareholders’ equity | 1,114,254 | |||
Non-Guarantors | Reportable Legal Entities | ||||
ASSETS | ||||
Cash and cash equivalents | 20,308 | |||
Accounts and notes receivable, net | 19,367 | |||
Restricted cash | 32,469 | |||
Other current assets | 24,206 | |||
Total current assets | 96,350 | 90,046 | ||
Property and equipment, net | 116,673 | |||
Operating lease assets | 22,496 | |||
Intangible assets, net net of accumulated amortization of $460,841 and $454,533 as of March 31, 2021 and December 31, 2020 , respectively | 20,383 | |||
Goodwill | 163,260 | |||
Investments in and advances to subsidiaries | 53,387 | |||
Intercompany receivable | 265,162 | |||
Deferred tax assets, net | 17,676 | |||
Prepaid expenses, deferred costs, and other noncurrent assets | 5,096 | |||
Total assets | 760,483 | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||
Current portion of long-term liabilities | 0 | |||
Accounts payable and accrued liabilities | 97,104 | |||
Total current liabilities | 97,104 | $ 110,592 | ||
Long-term debt | 0 | |||
Intercompany payable | 383,338 | |||
Asset retirement obligations | 31,040 | |||
Deferred tax liabilities, net | 370 | |||
Operating lease liabilities | 14,772 | |||
Other long-term liabilities | 3,256 | |||
Total liabilities | 529,880 | |||
Shareholders' equity | 230,603 | |||
Total liabilities and shareholders’ equity | $ 760,483 |
Supplemental Guarantor Financ_5
Supplemental Guarantor Financial Information - Prior Year Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | $ 267,834 | $ 306,602 | $ 1,093,999 |
(Loss) income from operations | 23,470 | 15,748 | 53,788 |
Net income | 5,873 | 5,749 | 19,137 |
Net income (loss) attributable to controlling interests and available to common shareholders | 5,876 | $ 5,755 | 19,144 |
Total current assets | 483,540 | 462,013 | |
Total noncurrent assets | 1,369,432 | ||
Total current liabilities | 475,812 | 475,985 | |
Total noncurrent liabilities | 976,044 | ||
Eliminations | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | (17,979) | (70,791) | |
(Loss) income from operations | 12 | 871 | |
Net income | (9,413) | (31,555) | |
Net income (loss) attributable to controlling interests and available to common shareholders | (9,410) | (31,548) | |
Total current assets | 0 | 0 | |
Total noncurrent assets | (2,359,658) | ||
Total current liabilities | (27,902) | (17,705) | |
Total noncurrent liabilities | (1,386,816) | ||
Parent | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 0 | 0 | |
(Loss) income from operations | (6,079) | (34,392) | |
Net income | 5,873 | 19,137 | |
Net income (loss) attributable to controlling interests and available to common shareholders | 5,873 | 19,137 | |
Total current assets | 72 | 87 | |
Total noncurrent assets | 444,012 | ||
Total current liabilities | 2,584 | 4,295 | |
Total noncurrent liabilities | 60,388 | ||
Issuer | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 156,803 | 614,090 | |
(Loss) income from operations | 9,115 | 14,968 | |
Net income | 7,821 | 12,467 | |
Net income (loss) attributable to controlling interests and available to common shareholders | 7,821 | 12,467 | |
Total current assets | 320,810 | 299,489 | |
Total noncurrent assets | 1,531,788 | ||
Total current liabilities | 333,772 | 310,477 | |
Total noncurrent liabilities | 1,211,466 | ||
Guarantors | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 73,740 | 281,752 | |
(Loss) income from operations | 21,205 | 76,556 | |
Net income | 4,128 | 14,897 | |
Net income (loss) attributable to controlling interests and available to common shareholders | 4,128 | 14,897 | |
Total current assets | 66,308 | 72,391 | |
Total noncurrent assets | 1,060,252 | ||
Total current liabilities | 70,254 | 68,326 | |
Total noncurrent liabilities | 645,420 | ||
Non-Guarantors | Reportable Legal Entities | |||
Condensed Consolidated Statements of Comprehensive (Loss) Income | |||
Revenues | 55,270 | 268,948 | |
(Loss) income from operations | (783) | (4,215) | |
Net income | (2,536) | 4,191 | |
Net income (loss) attributable to controlling interests and available to common shareholders | (2,536) | 4,191 | |
Total current assets | 96,350 | 90,046 | |
Total noncurrent assets | 693,038 | ||
Total current liabilities | $ 97,104 | 110,592 | |
Total noncurrent liabilities | $ 445,586 |
Concentration Risk (Details)
Concentration Risk (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Mar. 31, 2021 | |
Weighted Average | Customer Contracts | ||
Concentration Risk [Line Items] | ||
Useful life | 2 years 4 months 24 days | |
Customer Concentration Risk | Sales Revenue, Net | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 6.00% | |
Customer Concentration Risk | Top Five Merchants | Sales Revenue, Net | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 23.00% |