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8-K - 8-K - HEARTLAND PAYMENT SYSTEMS INChpy8kearnings.htm


Exhibit 99.1
                   
 
 
 
 
 
 
 
Heartland Payment Systems
 
90 Nassau Street
 
 
Princeton, NJ 08542
 
 
888.798.3131
 
 
HeartlandPaymentSystems.com



HEARTLAND PAYMENT SYSTEMS REPORTS 22% INCREASE IN FOURTH QUARTER
AND FULL YEAR ADJUSTED EARNINGS PER SHARE

Full Year GAAP Earnings a Record $1.96 Per Share


Princeton, NJ - February 5, 2014 - Heartland Payment Systems, Inc. (NYSE: HPY), one of the nation's largest payment processors, today announced Adjusted Net Income and Adjusted Earnings per share from continuing operations of $20.5 million and $0.55 per share, respectively, for the quarter ended December 31, 2013. Adjusted Net Income and Adjusted Earnings per share from continuing operations were $17.7 million and $0.45, respectively, for the quarter ended December 31, 2012. GAAP net income was $17.4 million, or $0.46 per share, for the three months ended December 31, 2013. Adjusted Net Income and Adjusted Earnings per share from continuing operations are non-GAAP measures that are detailed later in this press release in the section “Reconciliation of Non-GAAP Financial Measures.”

Highlights for the fourth quarter of 2013 include:
Same store sales rose 2.4%, the highest growth in seven quarters, while volume attrition fell to12.9% in the fourth quarter, a 20 basis point sequential improvement from the preceding quarter

Record quarterly and full year new margin installed of $19.2 million and $71.1 million, respectively, up 33% for the fourth quarter and 22% for the year

Small and Mid-Sized Enterprise (SME) quarterly transaction processing volume of $18.3 billion, up 4.0% from the fourth quarter of 2012

Quarterly Net Revenue of $149.2 million, up 12.8% from the fourth quarter of 2012

Operating Margin on Net Revenue of 20.9% compared to 19.1% for the fourth quarter in 2012

The combination of share-based compensation and acquisition-related amortization reduced earnings by $5.4 million pre-tax, or approximately $0.09 per share, compared with $5.3 million pre-tax, or $0.08 per share in the fourth quarter of 2012

Charges associated with our investment in Leaf reduced earnings by $0.03 per share in the fourth
quarter


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Robert O. Carr, Chairman and CEO, said, For the second consecutive year, Heartland Payment Systems reported record earnings and net revenue. We achieved strong performance in both our card and non-card businesses as well as strong momentum in new business activity, particularly new margin installed, which has been steadily increasing since the third quarter of 2012 and is a leading indicator of future growth. New Margin Installed reached record levels in the fourth quarter as well as for the full year. This growth is attributable to successfully adding new relationship managers and providing them with innovative new tools and products that continue to enhance productivity across our sales organization. Non-card business growth remains strong, with both Payroll and Campus Solutions revenues more than doubling in 2013 from 2012 levels reflecting both organic growth and strategic acquisitions. Our expansion is being managed prudently, and we continue to make productivity enhancements a priority, which contributed to an expansion in operating margins for both the fourth quarter and for the full year. Cash flow also remains strong. Reflecting our confidence in the future, the Board authorized a 21% increase in the quarterly dividend, and continues to support the repurchase of shares to reward shareholders. Over the past several years, our performance has been very consistent. The business has been growing and margins have been expanding, providing the resources to invest for the future. This has enabled us to strengthen our market presence and enhance our value proposition, all of which build value for our shareholders."
 
SME card processing volume for the three months ended December 31, 2013 increased 4.0% from the year-ago quarter to $18.3 billion, benefitting from a 2.4% increase in same store sales and 30% increase in new margin installed, while volume attrition was held to 12.9%. Led by Payroll and Campus Solutions, non-card businesses continued their strong growth, helping drive a 12.8% increase in total net revenue for the quarter. The fourth quarter 2013 operating margin expanded to 20.9% of net revenue from 19.1% in the year ago quarter, as general and administrative expenses rose just 5.5% in the quarter. Reflecting continued productivity and efficiency enhancements, we were able to increase the fourth quarter operating margin despite funding $1.8 million of operating losses attributable to Leaf in the quarter.

Mr. Carr continued, Heartland continues to successfully penetrate the SME market. We are increasingly seen as a resource that merchants can trust when considering card, payroll and gift/loyalty solutions. This is a position of respect we have earned over the years through our investment in the industry's largest employee sales organization and their efforts to understand the challenges facing small and mid-sized merchants. At the same time, we continue to achieve success by providing outsourcing solutions, including payments, for K-12 and higher education clients, and in emerging micropayments opportunities. For these reasons, we continue to invest heavily in our organization and selectively add to our capabilities through strategic acquisitions and partnerships. Our commitment to innovation has consistently provided merchants with tools that are ideally suited to their unique needs, and builds value for shareholders.







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FULL YEAR 2013 RESULTS:
For the full year of 2013, net revenue was $599.0 million, up 13.0% from $530.0 million in 2012, and Adjusted Net Income from continuing operations and related earnings was $88.1 million or $2.32 per share, compared to $76.2 million, or $1.90 per share, in the prior year. GAAP net income from continuing operations was $74.7 million, or $1.96 per share, compared to $64.4 million or $1.60 per share, for 2012. Full year 2013 share-based compensation expense and acquisition-related amortization expense reduced pre-tax earnings by $22.0 million, or $0.36 per share in 2013, compared to $19.4 million, or $0.30 per share, in 2012. Both full year GAAP and adjusted per share earnings from continuing operations were reduced by $0.04 in 2013 from our investment in Leaf.

FULL YEAR 2014 GUIDANCE:
For full year 2014, we expect Net Revenue to grow 8% to 10% to be between approximately $645 million and $660 million, and adjusted EPS to be in the range of $2.37- $2.41. Guidance assumes after-tax share-based compensation and acquisition-related amortization expenses reduce earnings per share by $0.41 for the year and an approximately 40% tax rate, due to the non-deductibility of the company's proportionate share of Leaf's operating losses. The earnings reduction from our investment in Leaf, which is reflected in this guidance, is expected to be $0.14 in 2014.

BOARD RAISES DIVIDEND 21%, SETS RECORD AND PAYMENT DATE; SHARE REPURCHASE PROGRAM UPDATE:
The Company also announced that the Board of Directors voted to raise the quarterly dividend by 21% to $0.085 per common share. The new, higher dividend is payable March 14, 2014 to shareholders of record on March 3, 2014. In the fourth quarter, the Company utilized approximately $10.1 million in cash to repurchase approximately 237,000 shares at an average cost of $42.54 per share, raising the amount of cash used to repurchase shares to over $50 million in 2013. At the end of the quarter, approximately $54 million remained outstanding on the Company's existing repurchase authorization.

CONFERENCE CALL:
Heartland Payment Systems, Inc. will host a conference call on February 5, 2014 at 8:30 a.m. Eastern Time to discuss financial results and business highlights. Heartland Payment Systems invites all interested parties to listen to its conference call, broadcast through a webcast on the Company's website. To access the call, please visit the Investor Relations portion of the Company's website at: www.heartlandpaymentsystems.com. The conference call may also be accessed by calling (888) 317-6003. Please provide the operator with PIN number 2573348. The webcast will be archived on the Company's website within two hours of the live call.






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About Heartland Payment Systems
Heartland Payment Systems, Inc. (NYSE: HPY), the sixth largest payments processor in the United States, delivers credit/debit/prepaid card processing, school solutions, loyalty marketing services, campus solutions, payroll and related business solutions and services to more than 250,000 business and education locations nationwide. A FORTUNE 1000 company, Heartland is the founding supporter of The Merchant Bill of Rights, (www.merchantbillofrights.org), a public advocacy initiative that educates merchants about fair credit and debit card processing practices. The company is also a leader in the development of end-to-end encryption technology designed to protect cardholder data, rendering it useless to cybercriminals. For more detailed information, visit www.HeartlandPaymentSystems.com or follow the company on Twitter @HeartlandHPY and Facebook at facebook.com/HeartlandHPY.

Forward-looking Statements
This press release contains statements of a forward-looking nature which represent our management's beliefs and assumptions concerning future events. Forward-looking statements involve risks, uncertainties and assumptions and are based on information currently available to us. Actual results may differ materially from those expressed in the forward-looking statements due to many factors, including risks and additional factors that are described in the Company's Securities and Exchange Commission filings, including but not limited to the Company's annual report on Form 10-K for the year ended December 31, 2012. We undertake no obligation to update any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

Contact:
Joe Hassett
Gregory FCA Communications
27 West Athens Ave.
Ardmore, PA 19003
Tel: 610-228-2110
Email: Heartland_ir@gregoryfca.com



TABLES FOLLOW

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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(In thousands, except per share data)
(unaudited)
 
Three Months Ended December 31,
 
Year Ended
December 31,
 
2013
 
2012
 
2013
 
2012
Total revenues
$
530,380

 
$
499,965

 
$
2,135,372

 
$
2,013,436

Costs of services:
 
 
 
 
 
 
 
Interchange
332,448

 
318,720

 
1,335,487

 
1,284,038

Dues, assessments and fees
48,757

 
49,009

 
200,903

 
199,503

Processing and servicing
59,264

 
50,953

 
237,232

 
216,863

Customer acquisition costs
10,555

 
10,201

 
42,109

 
43,547

Depreciation and amortization
5,909

 
5,582

 
19,975

 
19,750

Total costs of services
456,933

 
434,465

 
1,835,706

 
1,763,701

General and administrative
42,326

 
40,289

 
173,568

 
139,934

Total expenses
499,259

 
474,754

 
2,009,274

 
1,903,635

Income from operations
31,121

 
25,211

 
126,098

 
109,801

Other income (expense):
 
 
 
 
 
 
 
Interest income
29

 
32

 
124

 
201

Interest expense
(1,683
)
 
(902
)
 
(5,429
)
 
(3,446
)
Provision for processing system intrusion costs
(101
)
 
(35
)
 
(353
)
 
(563
)
Other, net
(70
)
 
(24
)
 
112

 
(949
)
Total other expense
(1,825
)
 
(929
)
 
(5,546
)
 
(4,757
)
Income from continuing operations before income taxes
29,296

 
24,282

 
120,552

 
105,044

Provision for income taxes
12,411

 
9,798

 
46,450

 
40,691

Net income from continuing operations
16,885

 
14,484

 
74,102

 
64,353

Income from discontinued operations, net of income tax
of $— , $248, $2,135 and $803

 
673

 
3,970

 
2,185

Net income
16,885

 
15,157

 
78,072

 
66,538

Less: Net income (loss) attributable to noncontrolling interests
 
 
 
 
 
 
 
     Continuing operations
(520
)
 

 
(610
)
 

     Discontinued operations

 
203

 
56

 
649

Net income attributable to Heartland
$
17,405

 
$
14,954

 
$
78,626

 
$
65,889

 
 
 
 
 
 
 
 
Amounts Attributable to Heartland:
 
 
 
 
 
 
 
Net income from continuing operations,
net of noncontrolling interests
$
17,405

 
$
14,484

 
$
74,712

 
$
64,353

Income from discontinued operations,
net of income tax and noncontrolling interests

 
470

 
3,914

 
1,536

Net income attributable to Heartland
$
17,405

 
$
14,954

 
$
78,626

 
$
65,889

 
 
 
 
 
 
 
 
Basic earnings per share:
 
 
 
 
 
 
 
      Income from continuing operations
$
0.47

 
$
0.39

 
$
2.03

 
$
1.67

      Income from discontinued operations

 
0.01

 
0.11

 
0.04

      Basic earnings per share
$
0.47

 
$
0.40

 
$
2.14

 
$
1.71

 
 
 
 
 
 
 
 
Diluted earnings per share:
 
 
 
 
 
 
 
      Income from continuing operations
$
0.46

 
$
0.37

 
$
1.96

 
$
1.60

      Income from discontinued operations

 
0.01

 
0.10

 
0.04

      Diluted earnings per share
$
0.46

 
$
0.38

 
$
2.06

 
$
1.64

 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
 
Basic
36,906

 
37,386

 
36,791

 
38,468

Diluted
37,972

 
38,878

 
38,053

 
40,058


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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income
(In thousands)
(unaudited)
 
Three Months Ended December 31,
 
Year Ended
December 31,
 
2013
 
2012
 
2013
 
2012
Net income
$
16,885

 
$
15,157

 
$
78,072

 
$
66,538

Other comprehensive income (loss):
 
 
 
 
 
 
 
Unrealized gains on investments,
      net of income tax of $4, $2, $8 and 21
8

 
3

 
12

 
33

Unrealized (losses) gains on derivative financial instruments,
      net of tax of ($38), $49, $153 and $29
(61
)
 
79

 
254

 
51

Foreign currency translation adjustment

 
(183
)
 
(54
)
 
281

Comprehensive income
16,832

 
15,056

 
78,284

 
66,903

Less: Net (loss) income attributable to noncontrolling interests
(520
)
 
148

 
(570
)
 
733

Comprehensive income attributable to Heartland
$
17,352

 
$
14,908

 
$
78,854

 
$
66,170


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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except share data)
(unaudited)
 
December 31,
Assets
2013
 
2012
Current assets:
 
 
 
Cash and cash equivalents
$
71,932

 
$
48,440

Funds held for customers
127,375

 
131,405

Receivables, net
200,040

 
180,448

Investments
4,101

 
1,199

Inventory
11,087

 
9,694

Prepaid expenses
15,284

 
10,421

Current tax assets
10,426

 

Current deferred tax assets, net
9,548

 
10,475

Assets held for sale

 
17,044

Total current assets
449,793

 
409,126

Capitalized customer acquisition costs, net
61,027

 
56,425

Property and equipment, net
147,388

 
125,031

Goodwill
190,978

 
168,062

Intangible assets, net
49,857

 
53,594

Deposits and other assets, net
1,262

 
1,176

Total assets
$
900,305

 
$
813,414

 
 
 
 
Liabilities and Equity
 
 
 
Current liabilities:
 
 
 
Due to sponsor banks
$
19,109

 
$
37,586

Accounts payable
70,814

 
64,065

Customer fund deposits
127,375

 
131,405

Processing liabilities
130,871

 
95,273

Current portion of accrued buyout liability
13,943

 
10,478

Accrued expenses and other liabilities
49,861

 
47,817

Current portion of borrowings

 
102,001

Current tax liabilities

 
4,323

Liabilities related to assets held for sale

 
1,672

Total current liabilities
411,973

 
494,620

Deferred tax liabilities, net
40,600

 
29,632

Reserve for unrecognized tax benefits
5,633

 
3,069

Long-term portion of borrowings
150,000

 
50,000

Long-term portion of accrued buyout liability
25,436

 
24,932

Total liabilities
633,642

 
602,253

Commitments and contingencies

 

 
 
 
 
Equity
 
 
 
Common stock, $0.001 par value, 100,000,000 shares authorized, 37,485,486 and 37,571,708 shares issued at December 31, 2013 and December 31, 2012; 36,950,886 and 36,855,908 outstanding at December 31, 2013 and December 31, 2012
37

 
38

Additional paid-in capital
245,055

 
222,705

Accumulated other comprehensive loss
(88
)
 
(399
)
Retained earnings
35,960

 
7,629

Treasury stock, at cost (534,600 and 715,800 shares at December 31, 2013 and December 31, 2012)
(20,489
)
 
(20,187
)
Total stockholders’ equity
260,475

 
209,786

Noncontrolling interests
6,188

 
1,375

Total equity
266,663

 
211,161

Total liabilities and equity
$
900,305

 
$
813,414


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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flow
(In thousands)
(unaudited)
 
Year Ended December 31,
 
2013
 
2012
Cash flows from operating activities
 
 
 
Net income
$
78,072

 
$
66,538

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Amortization of capitalized customer acquisition costs
45,648

 
45,125

Other depreciation and amortization
35,389

 
28,213

Addition to loss reserves
2,711

 
2,595

Provision for doubtful receivables
195

 
1,043

Deferred taxes
8,403

 
5,136

Share-based compensation
12,838

 
14,187

Gain on sale of business
(3,786
)
 

Write off of fixed assets and other
1,034

 
1,066

Changes in operating assets and liabilities:
 
 
 
Increase in receivables
(19,693
)
 
(665
)
(Increase) decrease in inventory
(1,343
)
 
1,460

Payment of signing bonuses, net
(29,091
)
 
(29,320
)
Increase in capitalized customer acquisition costs
(21,159
)
 
(17,216
)
Increase in prepaid expenses
(2,664
)
 
(612
)
(Increase) decrease in current tax assets
(3,138
)
 
9,118

Increase in deposits and other assets
(1,118
)
 
(451
)
Excess tax benefits on employee share-based compensation
(11,596
)
 
(5,954
)
Increase in reserve for unrecognized tax benefits
2,564

 
1,251

Decrease in due to sponsor banks
(18,477
)
 
(26,295
)
Increase in accounts payable
2,136

 
11,840

Decrease in accrued expenses and other liabilities
(1,605
)
 
(964
)
Increase in processing liabilities
32,837

 
61,993

Payouts of accrued buyout liability
(13,651
)
 
(11,886
)
Increase in accrued buyout liability
17,620

 
15,638

Net cash provided by operating activities
112,126

 
171,840

Cash flows from investing activities
 
 
 
Purchase of investments
(5,262
)
 
(6,556
)
Maturities of investments
2,000

 
4,714

Decrease (increase) in funds held for customers
4,040

 
(88,839
)
(Decrease) increase in customer fund deposits
(4,030
)
 
88,893

Proceeds from sale of business
19,343

 

Acquisitions of businesses, net of cash acquired
(15,182
)
 
(103,470
)
Purchases of property and equipment
(52,924
)
 
(34,549
)
Net cash used in investing activities
(52,015
)
 
(139,807
)
Cash flows from financing activities
 
 
 
Proceeds from borrowings, net
156,416

 
133,000

Principal payments on borrowings
(161,001
)
 
(66,003
)
Proceeds from exercise of stock options
14,174

 
18,303

Excess tax benefits on employee share-based compensation
11,596

 
5,954

Repurchases of common stock
(49,625
)
 
(103,774
)
Dividends paid on common stock
(10,321
)
 
(9,238
)
Net cash used in financing activities
(38,761
)
 
(21,758
)
 
 
 
 
Net increase in cash
21,350

 
10,275

Effect of exchange rates on cash
1

 
5

Cash at beginning of year
50,581

 
40,301

Cash at end of year
$
71,932

 
$
50,581


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Reconciliation of Non-GAAP Financial Measures And Regulation G Disclosure
To supplement its consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company provides additional measures of its operating results on a continuing operations basis, namely income from operations, operating margin, net income and earnings per share, which exclude acquisition-related amortization expense and share-based compensation expense. These measures meet the definition of a non-GAAP financial measure. The Company believes that application of these non-GAAP financial measures is appropriate to enhance understanding of its historical performance as well as prospects for its future performance.

This press release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. Pursuant to Regulation G, a reconciliation of these non-GAAP financial measures with the comparable financial measures calculated in accordance with GAAP for the three and twelve months ended December 31, 2013 and 2012 follows (in thousands except per share data):
Three Months Ended December 31, 2013
GAAP
 
Acquisition-
related
Amortization
 
Share-based
Compensation
 
Adjusted
Non-GAAP
Income from Operations
$
31,121

 
$
2,339

 
$
3,075

 
$
36,535

Operating Margin (a)
20.9
%
 
 
 
 
 
24.5
%
Net Income From Continuing Operations Attributable to Heartland
$
17,405

 
$
1,348

 
$
1,772

 
$
20,525

Diluted Earnings Per Share From Continuing Operations
$
0.46

 
$
0.04

 
$
0.05

 
$
0.55

Diluted Shares Used in Computing Earnings Per Share
      From Continuing Operations
37,972

 
 
 
 
 
37,972

Three Months Ended December 31, 2012
GAAP
 
Acquisition-
related
Amortization
 
Share-based
Compensation
 
Adjusted
Non-GAAP
Income from Operations
$
25,211

 
$
1,544

 
$
3,775

 
$
30,530

Operating Margin (a)
19.1
%
 
 
 
 
 
23.1
%
Net Income From Continuing Operations Attributable to Heartland
$
14,484

 
$
921

 
$
2,252

 
$
17,657

Diluted Earnings Per Share From Continuing Operations
$
0.37

 
$
0.02

 
$
0.06

 
$
0.45

Diluted Shares Used in Computing Earnings Per Share
      From Continuing Operations
38,878

 
 
 
 
 
38,878

Twelve Months Ended December 31, 2013
GAAP
 
Acquisition-
related
Amortization
 
Share-based
Compensation
 
Adjusted
Non-GAAP
Income from Operations
$
126,098

 
$
9,112

 
$
12,838

 
$
148,048

Operating Margin (a)
21.1
%
 
 
 
 
 
24.7
%
Net Income From Continuing Operations Attributable to Heartland
$
74,712

 
$
5,577

 
$
7,857

 
$
88,146

Diluted Earnings Per Share From Continuing Operations
$
1.96

 
$
0.15

 
$
0.21

 
$
2.32

Diluted Shares Used in Computing Earnings Per Share
      From Continuing Operations
38,053

 
 
 
 
 
38,053

Twelve Months Ended December 31, 2012
GAAP
 
Acquisition-
related
Amortization
 
Share-based
Compensation
 
Adjusted
Non-GAAP
Income from Operations
$
109,801

 
$
5,249

 
$
14,187

 
$
129,237

Operating Margin (a)
20.7
%
 
 
 
 
 
24.4
%
Net Income From Continuing Operations Attributable to Heartland
$
64,353

 
$
3,209

 
$
8,681

 
$
76,243

Diluted Earnings Per Share From Continuing Operations
$
1.60

 
$
0.08

 
$
0.22

 
$
1.90

Diluted Shares Used in Computing Earnings Per Share
      From Continuing Operations
40,058

 
 
 
 
 
40,058

 
 
 
 
 
 
 
 
(a) Operating Margin is measured as Income from Operations divided by Net Revenue. Net Revenue is defined as total revenues less
      interchange fees and dues, assessments and fees.


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