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| 8-K - 8-K - HEARTLAND PAYMENT SYSTEMS INC | hpy8kearnings2014.htm |
Exhibit 99.1
Heartland Payment Systems 90 Nassau Street
Princeton, NJ 08542 888.798.3131
HeartlandPaymentSystems.com
HEARTLAND PAYMENT SYSTEMS REPORTS SECOND QUARTER RESULTS
Record New Margin Installed Leads to Acceleration in Rate of Growth of Card Transaction Processing Volume and Net Revenue
Agreement to Acquire TouchNet Information Systems, Inc. will establish Heartland as the leader in
the higher education payments market
Princeton, NJ -August 1, 2014 - Heartland Payment Systems (NYSE: HPY), one of the nation's largest payment processors and leading provider of merchant business solutions, today announced Adjusted Net Income and Adjusted Earnings per Share of $21.0 million and $0.58, respectively, for the quarter ended June 30, 2014, compared to Adjusted Net Income and Adjusted Earnings per Share of $23.1 million and $0.62, respectively, for the quarter ended June 30, 2013. GAAP net income for the quarter ended June 30, 2014 was $17.5 million, or $0.48 per share, compared to Net Income and Earnings per Share of $19.7 million and $0.53, respectively, for the quarter ended June 30, 2013. Adjusted Net Income and Adjusted Earnings per Share are non-GAAP measures that are detailed later in this press release in the section “Reconciliation of Non-GAAP Financial Measures.”
In July, Heartland announced its agreement to acquire TouchNet Information Systems, Inc., a pioneer in delivering innovative payments solutions, which will make the Company the largest provider of commerce solutions to the higher education market.
Highlights for the second quarter of 2014 include:
• | The seventh consecutive quarter of new margin installed growth, up 18.7% from a year ago to $20.8 million |
• | Record Small and Mid-Sized Enterprise (SME) quarterly transaction processing volume of $20.4 billion, up 5.6% from the second quarter of 2013 |
• | Record Quarterly Net Revenue of $159.4 million, up 6.4% from the second quarter of 2013 |
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• | Operating Margin on Net Revenue of 18.8% compared to 22.3% for the same quarter in 2013. Excluding the impact of Leaf discussed below, the operating margin was 20.6% in this year’s second quarter |
• | Same store sales rose 2.4% and volume attrition was 12.6% in this year’s second quarter |
• | One time impact of a prior period billing error reduced operating margin by 140 basis points and Earnings per Share by $0.04. |
Robert O. Carr, Chairman and CEO, said, “Second quarter results were led by an acceleration in the rate of growth in card transaction processing volume and revenue as a result of our strong new business momentum. New margin installed set another record this quarter, for the first time exceeding $20 million in a quarter, a clear sign that our value proposition is resonating with merchants and our sales efficiency is continuing to improve. Transaction processing volume and card revenue growth were also aided by a rebound in same store sales growth. And, our non-card businesses continued to deliver growth rates that help propel the Company forward. The operating margin continues to reflect our investment in both Leaf and other new growth initiatives broadly across the organization. In a year that is focused on capitalizing on the emerging opportunities of an industry that is increasingly integral to the economy, we are making significant progress developing new products that will guide our future growth, while simultaneously achieving attractive current returns."
SME card processing volume for the three months ended June 30, 2014 was $20.4 billion, a 5.6% improvement compared to the year-ago period and the fastest rate of processing volume growth since the third quarter of 2012. The increase in the processing volume growth rate represents the cumulative effect of the growth in new margin installed over the past year, strong same store sales and improved retention of our customers. The increase in total net revenue in the quarter was primarily attributable to strong organic card and non-card revenue growth. Compared to a year ago, operating margins include the loss attributable to the Company's investment in Leaf, as well as the additional investment spending on growth initiatives budgeted for this year. In the quarter, Leaf’s results reduced the operating margin by 180 basis points and earnings by $0.05 per share. Since we cannot deduct Leaf’s loss, taxes had to be accrued at a 43.1% rate in the quarter. Also, the operating income was reduced by $2.3 million as a result of a billing error that occurred in the prior year in our Heartland School Solutions business. This reduced our operating margin in the current quarter by 140 basis points and our Earnings per Share by $0.04.
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Mr. Carr continued, “This quarter we achieved the acceleration in the rate of transaction processing volume and card revenue growth that could be naturally anticipated from our consecutive quarters of record new margin installed. The strength of our core card transaction processing operations is providing the foundation for our wider participation in the growth opportunities emerging as a result of the rapid expansion of the entire electronic payments industry. In July, we announced our agreement to acquire TouchNet, consistent with our strategy to expand horizontally into adjacent and complementary markets that leverage our core capabilities, and offer outstanding growth opportunities. TouchNet will be integrated into our Campus Solutions business where we will now be the largest provider of integrated commerce solutions to the higher education market. In addition to its ideal fit with Campus Solutions, TouchNet also shares Heartland's philosophy of transparency and merchant advocacy, which will further strengthen our franchise and build value for shareholders."
SIX MONTH RESULTS:
Adjusted Net Income from continuing operations and related earnings per share for the first half of fiscal 2014 was $40.6 million or $1.09 per share, compared to Adjusted Net Income from continuing operations of $42.5 million or $1.12 per share, respectively, in the first half of fiscal 2013. Net revenue for the first half of 2014 was $314.9 million, up 6.2% compared to $296.6 million for the first half of 2013. For the first six months of 2014, GAAP net income was $33.2 million, or $0.89 per share, compared to GAAP net income from continuing operations of $35.3 million or $0.93 per share for the first half of 2013. Year-to-date 2014, share-based compensation and acquisition related amortization expense have reduced net income by $7.4 million, or $0.20 per share, compared to $7.2 million, or $0.19 per share, in the first half of 2013.
FULL YEAR 2014 GUIDANCE:
For full year 2014, we expect Net Revenue to grow 8% to 10% to between approximately $645 million and $660 million, and adjusted EPS to be in the range of $2.33 - $2.37. Guidance assumes after-tax share-based compensation and acquisition-related amortization expenses, before TouchNet amortization, reduce earnings per share by $0.41 for the year and an effective tax rate above 40%, due to the non-deductibility of the Company's proportionate share of Leaf's operating losses. Guidance for the year reflects a reduction of $0.17 per share for Leaf’s operating losses. Guidance does not reflect any benefits from the acquisition of TouchNet. The anticipated impact from the acquisition of TouchNet over the balance of 2014, including associated transaction costs, is expected to be slightly accretive on an adjusted basis.
BOARD DECLARES QUARTERLY DIVIDEND; SHARE REPURCHASE PROGRAM UPDATE
The Company also announced that on July 31, 2014, the Board of Directors declared a quarterly dividend of $0.085 per common share payable September 15, 2014 to shareholders of record on August 25, 2014. In the second
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quarter, the Company repurchased approximately 652,000 shares for $25.8 million, completing the $75 million share repurchase plan authorized by the Board in May 2013.
CONFERENCE CALL:
Heartland Payment Systems, Inc. will host a conference call on August 1, 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 be accessed by calling (888)-317-6003. Please provide the operator with PIN number 7969889. The webcast will be archived on the Company's website within two hours of the live call.
About Heartland Payment Systems
Heartland Payment Systems, Inc. (NYSE:HPY), the fifth largest payments processor in the United States, delivers credit/debit/prepaid card processing, mobile commerce, e-commerce, marketing solutions, security technology, payroll solutions, and related business solutions and services to more than 275,000 business and educational locations nationwide. A FORTUNE 1000 company, Heartland is the founding supporter of The Merchant Bill of Rights, a public advocacy initiative that educates merchants about fair credit and debit card processing practices. Heartland also established The Sales Professional Bill of Rights to advocate for the rights of sales professionals everywhere. More detailed information can be found at 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, 2013. 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 June 30, | Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
Total revenues | $ | 582,859 | $ | 546,624 | $ | 1,106,142 | $ | 1,047,863 | |||||||
Costs of services: | |||||||||||||||
Interchange | 367,773 | 345,233 | 685,869 | 652,305 | |||||||||||
Dues, assessments and fees | 55,686 | 51,649 | 105,354 | 98,981 | |||||||||||
Processing and servicing | 67,048 | 58,376 | 135,657 | 117,773 | |||||||||||
Customer acquisition costs | 12,368 | 9,983 | 22,618 | 20,716 | |||||||||||
Depreciation and amortization | 6,679 | 4,522 | 12,491 | 8,612 | |||||||||||
Total costs of services | 509,554 | 469,763 | 961,989 | 898,387 | |||||||||||
General and administrative | 43,374 | 43,531 | 87,860 | 89,371 | |||||||||||
Total expenses | 552,928 | 513,294 | 1,049,849 | 987,758 | |||||||||||
Income from operations | 29,931 | 33,330 | 56,293 | 60,105 | |||||||||||
Other income (expense): | |||||||||||||||
Interest income | 30 | 32 | 62 | 66 | |||||||||||
Interest expense | (1,258 | ) | (1,269 | ) | (2,308 | ) | (2,503 | ) | |||||||
Other, net | 420 | (70 | ) | 288 | (160 | ) | |||||||||
Total other expense | (808 | ) | (1,307 | ) | (1,958 | ) | (2,597 | ) | |||||||
Income from continuing operations before income taxes | 29,123 | 32,023 | 54,335 | 57,508 | |||||||||||
Provision for income taxes | 12,552 | 12,342 | 22,852 | 22,182 | |||||||||||
Net income from continuing operations | 16,571 | 19,681 | 31,483 | 35,326 | |||||||||||
Income from discontinued operations, net of income tax of $—, $—, $— and $2,135 | — | — | — | 3,970 | |||||||||||
Net income | 16,571 | 19,681 | 31,483 | 39,296 | |||||||||||
Less: Net (loss) income attributable to noncontrolling interests | |||||||||||||||
Continuing operations | (881 | ) | — | (1,709 | ) | — | |||||||||
Discontinued operations | — | — | — | 56 | |||||||||||
Net income attributable to Heartland | $ | 17,452 | $ | 19,681 | $ | 33,192 | $ | 39,240 | |||||||
Amounts attributable to Heartland: | |||||||||||||||
Net income from continuing operations, net of noncontrolling interests | $ | 17,452 | $ | 19,681 | $ | 33,192 | $ | 35,326 | |||||||
Income from discontinued operations, net of income tax and noncontrolling interests | — | — | — | 3,914 | |||||||||||
Net income attributable to Heartland | $ | 17,452 | $ | 19,681 | $ | 33,192 | $ | 39,240 | |||||||
Basic earnings per share: | |||||||||||||||
Income from continuing operations | $ | 0.49 | $ | 0.54 | $ | 0.91 | $ | 0.96 | |||||||
Income from discontinued operations | — | — | — | 0.11 | |||||||||||
Basic earnings per share | $ | 0.49 | $ | 0.54 | $ | 0.91 | $ | 1.07 | |||||||
Diluted earnings per share: | |||||||||||||||
Income from continuing operations | $ | 0.48 | $ | 0.53 | $ | 0.89 | $ | 0.93 | |||||||
Income from discontinued operations | — | — | — | 0.10 | |||||||||||
Diluted earnings per share | $ | 0.48 | $ | 0.53 | $ | 0.89 | $ | 1.03 | |||||||
Weighted average number of common shares outstanding: | |||||||||||||||
Basic | 35,936 | 36,153 | 36,350 | 36,698 | |||||||||||
Diluted | 36,734 | 37,439 | 37,250 | 38,108 | |||||||||||
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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income
(In thousands)
(unaudited)
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
Net income | $ | 16,571 | $ | 19,681 | $ | 31,483 | $ | 39,296 | |||||||
Other comprehensive income (loss): | |||||||||||||||
Reclassification of gains on investments net of income tax of $103, $—, $103 and $— | (164 | ) | — | (164 | ) | — | |||||||||
Unrealized gains on investments, net of tax of income tax $1, $—, $10 and $4 | 2 | 1 | 14 | 4 | |||||||||||
Unrealized gains on derivative financial instruments, net of income tax of $27, $53, $55 and $96 | 48 | 83 | 95 | 163 | |||||||||||
Foreign currency translation adjustment | — | — | — | (54 | ) | ||||||||||
Comprehensive income | 16,457 | 19,765 | 31,428 | 39,409 | |||||||||||
Less: Comprehensive (loss) income attributable to noncontrolling interests | (881 | ) | — | (1,709 | ) | 40 | |||||||||
Comprehensive income attributable to Heartland | $ | 17,338 | $ | 19,765 | $ | 33,137 | $ | 39,369 | |||||||
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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except share data)
(unaudited)
June 30, 2014 | December 31, 2013 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 53,839 | $ | 71,932 | |||
Funds held for customers | 131,448 | 127,375 | |||||
Receivables, net | 212,559 | 200,040 | |||||
Investments | 4,112 | 4,101 | |||||
Inventory | 10,351 | 11,087 | |||||
Prepaid expenses | 17,898 | 15,284 | |||||
Current tax assets | 17,789 | 10,426 | |||||
Current deferred tax assets, net | 7,715 | 9,548 | |||||
Total current assets | 455,711 | 449,793 | |||||
Capitalized customer acquisition costs, net | 66,433 | 61,027 | |||||
Property and equipment, net | 155,770 | 147,388 | |||||
Goodwill | 204,737 | 190,978 | |||||
Intangible assets, net | 50,103 | 49,857 | |||||
Deposits and other assets, net | 1,206 | 1,262 | |||||
Total assets | $ | 933,960 | $ | 900,305 | |||
Liabilities and Equity | |||||||
Current liabilities: | |||||||
Due to sponsor banks | $ | 58,774 | $ | 19,109 | |||
Accounts payable | 70,767 | 70,814 | |||||
Customer fund deposits | 131,448 | 127,375 | |||||
Processing liabilities | 107,108 | 130,871 | |||||
Current portion of accrued buyout liability | 12,901 | 13,943 | |||||
Accrued expenses and other liabilities | 28,941 | 49,861 | |||||
Total current liabilities | 409,939 | 411,973 | |||||
Deferred tax liabilities, net | 43,910 | 40,600 | |||||
Reserve for unrecognized tax benefits | 6,739 | 5,633 | |||||
Long-term borrowings | 200,000 | 150,000 | |||||
Long-term portion of accrued buyout liability | 28,367 | 25,436 | |||||
Total liabilities | 688,955 | 633,642 | |||||
Commitments and contingencies | — | — | |||||
Equity | |||||||
Common stock, $0.001 par value, 100,000,000 shares authorized, 35,936,313 and 37,485,486 shares issued at June 30, 2014 and December 31, 2013; 35,936,313 and 36,950,886 outstanding at June 30, 2014 and December 31, 2013 | 36 | 37 | |||||
Additional paid-in capital | 240,209 | 245,055 | |||||
Accumulated other comprehensive loss | (143 | ) | (88 | ) | |||
Retained earnings | 424 | 35,960 | |||||
Treasury stock, at cost (534,600 shares at December 31, 2013) | — | (20,489 | ) | ||||
Total stockholders’ equity | 240,526 | 260,475 | |||||
Noncontrolling interests | 4,479 | 6,188 | |||||
Total equity | 245,005 | 266,663 | |||||
Total liabilities and equity | $ | 933,960 | $ | 900,305 | |||
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Heartland Payment Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(In thousands)
(unaudited)
Six Months Ended June 30, | |||||||
2014 | 2013 | ||||||
Cash flows from operating activities | |||||||
Net income | $ | 31,483 | $ | 39,296 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Amortization of capitalized customer acquisition costs | 24,930 | 22,478 | |||||
Other depreciation and amortization | 20,854 | 16,268 | |||||
Addition to loss reserves | 2,057 | 1,282 | |||||
Provision (recoveries) for doubtful receivables | 2,003 | (187 | ) | ||||
Deferred taxes | 7,260 | 5,447 | |||||
Share-based compensation | 7,542 | 7,138 | |||||
Gain on sale of assets | (259 | ) | (3,786 | ) | |||
Write off of fixed assets and other | 479 | 133 | |||||
Changes in operating assets and liabilities: | |||||||
Increase in receivables | (14,197 | ) | (56,662 | ) | |||
Decrease (increase) in inventory | 740 | (272 | ) | ||||
Payment of signing bonuses, net | (18,179 | ) | (12,080 | ) | |||
Increase in capitalized customer acquisition costs | (12,157 | ) | (10,121 | ) | |||
Increase in prepaid expenses | (2,524 | ) | (2,085 | ) | |||
Increase in current tax assets | (3,969 | ) | (7,336 | ) | |||
Decrease (increase) in deposits and other assets | 36 | (692 | ) | ||||
Excess tax benefits on employee share-based compensation | (3,394 | ) | (6,536 | ) | |||
Increase in reserve for unrecognized tax benefits | 1,106 | 748 | |||||
Increase (decrease) in due to sponsor banks | 39,665 | (36,904 | ) | ||||
(Decrease) increase in accounts payable | (51 | ) | 6,494 | ||||
Decrease in accrued expenses and other liabilities | (25,271 | ) | (14,026 | ) | |||
(Decrease) increase in processing liabilities | (25,821 | ) | 82,188 | ||||
Payouts of accrued buyout liability | (7,956 | ) | (10,450 | ) | |||
Increase in accrued buyout liability | 9,845 | 8,359 | |||||
Net cash provided by operating activities | 34,222 | 28,694 | |||||
Cash flows from investing activities | |||||||
Purchase of investments | (16,017 | ) | (1,224 | ) | |||
Sales of investments | 2,215 | — | |||||
Maturities of investments | — | 816 | |||||
Increase in funds held for customers | 9,736 | 21,096 | |||||
Increase (decrease) in customer fund deposits | 4,073 | (21,089 | ) | ||||
Proceeds from sale of business | — | 19,343 | |||||
Acquisitions of businesses, net of cash acquired | (20,493 | ) | — | ||||
Capital expenditures | (25,952 | ) | (23,445 | ) | |||
Net cash used in investing activities | (46,438 | ) | (4,503 | ) | |||
Cash flows from financing activities | |||||||
Proceeds from borrowings | 60,000 | 9,000 | |||||
Principal payments on borrowings | (10,000 | ) | (10,000 | ) | |||
Proceeds from exercise of stock options | 1,337 | 7,809 | |||||
Excess tax benefits on employee share-based compensation | 3,394 | 6,536 | |||||
Repurchases of common stock | (54,455 | ) | (34,217 | ) | |||
Dividends paid on common stock | (6,153 | ) | (5,151 | ) | |||
Net cash used in financing activities | (5,877 | ) | (26,023 | ) | |||
Net decrease in cash | (18,093 | ) | (1,832 | ) | |||
Effect of exchange rates on cash | — | 1 | |||||
Cash at beginning of year | 71,932 | 50,581 | |||||
Cash at end of period | $ | 53,839 | $ | 48,750 | |||
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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 six months ended June 30, 2014 and 2013 follows (in thousands except per share data):
Three Months Ended June 30, 2014 | GAAP | Acquisition- related Amortization | Share-based Compensation | Adjusted Non-GAAP | |||||||||||
Income from Operations | $ | 29,931 | $ | 2,600 | $ | 3,704 | $ | 36,235 | |||||||
Operating Margin (a) | 18.8 | % | 22.7 | % | |||||||||||
Net Income From Continuing Operations | $ | 17,452 | $ | 1,479 | $ | 2,108 | $ | 21,039 | |||||||
Diluted Earnings Per Share From Continuing Operations | $ | 0.48 | $ | 0.04 | $ | 0.06 | $ | 0.58 | |||||||
Diluted Shares Used in Computing Earnings Per Share From Continuing Operations | 36,734 | 36,734 | |||||||||||||
Three Months Ended June 30, 2013 | GAAP | Acquisition- related Amortization | Share-based Compensation | Adjusted Non-GAAP | |||||||||||
Income from Operations | $ | 33,330 | $ | 2,254 | $ | 3,272 | $ | 38,856 | |||||||
Operating Margin (a) | 22.3 | % | 25.9 | % | |||||||||||
Net Income From Continuing Operations | $ | 19,681 | $ | 1,385 | $ | 2,011 | $ | 23,077 | |||||||
Diluted Earnings Per Share From Continuing Operations | $ | 0.53 | $ | 0.04 | $ | 0.05 | $ | 0.62 | |||||||
Diluted Shares Used in Computing Earnings Per Share From Continuing Operations | 37,439 | 37,439 | |||||||||||||
Six Months Ended June 30, 2014 | GAAP | Acquisition- related Amortization | Share-based Compensation | Adjusted Non-GAAP | |||||||||||
Income from Operations | $ | 56,293 | $ | 4,910 | $ | 7,542 | $ | 68,745 | |||||||
Operating Margin (a) | 17.9 | % | 21.8 | % | |||||||||||
Net Income From Continuing Operations | $ | 33,192 | $ | 3,005 | $ | 4,378 | $ | 40,575 | |||||||
Diluted Earnings Per Share From Continuing Operations | $ | 0.89 | $ | 0.08 | $ | 0.12 | $ | 1.09 | |||||||
Diluted Shares Used in Computing Earnings Per Share From Continuing Operations | 37,250 | 37,250 | |||||||||||||
Six Months Ended June 30, 2013 | GAAP | Acquisition- related Amortization | Share-based Compensation | Adjusted Non-GAAP | |||||||||||
Income from Operations | $ | 60,105 | $ | 4,531 | $ | 7,138 | $ | 71,774 | |||||||
Operating Margin (a) | 20.3 | % | 24.2 | % | |||||||||||
Net Income From Continuing Operations | $ | 35,326 | $ | 2,783 | $ | 4,384 | $ | 42,493 | |||||||
Diluted Earnings Per Share From Continuing Operations | $ | 0.93 | $ | 0.07 | $ | 0.12 | $ | 1.12 | |||||||
Diluted Shares Used in Computing Earnings Per Share From Continuing Operations | 38,108 | 38,108 | |||||||||||||
(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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