Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
TSS > SEC Filings for TSS > Form 10-Q on 7-Aug-2009All Recent SEC Filings

Show all filings for TOTAL SYSTEM SERVICES INC | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for TOTAL SYSTEM SERVICES INC


7-Aug-2009

Quarterly Report


Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations Financial Overview
Total System Services, Inc.'s (TSYS' or the Company's) revenues are derived from providing electronic payment processing and related services to financial and nonfinancial institutions, generally under long-term processing contracts. TSYS Total Debt Management, Inc. (TDM) was reported under the North America Services operating segment prior to the Company reflecting it in discontinued operations.
For a detailed discussion regarding the Company's Operations, see "Item 7:
Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K for the year ended December 31, 2008.
A summary of the financial highlights for 2009, as compared to 2008, is provided below:

                                                              Three months ended June 30,                      Six months ended June 30,
(in millions, except per share data and employees)      2009          2008        Percent Change        2009          2008        Percent Change
Revenues before reimbursable items                   $   350.7         363.1             (3.4 )%     $   696.2         716.2             (2.8 )%
Total revenues                                           412.0         429.6             (4.1 )          820.9         849.5             (3.4 )
Operating income                                          82.8          96.8            (14.5 )          160.9         182.9            (12.1 )
Net income attributable to TSYS                           53.4          63.1            (15.3 )          100.0         119.7            (16.5 )

Basic earnings per share (EPS)(1):
Income from continuing operations                         0.27          0.32            (16.4 )           0.52          0.60            (13.8 )
Net income                                                0.27          0.32            (14.9 )           0.51          0.60            (16.0 )
Diluted EPS(1):
Income from continuing operations                         0.27          0.32            (16.2 )           0.52          0.60            (13.7 )
Net income                                                0.27          0.32            (14.8 )           0.51          0.60            (15.9 )
Cash flows from operating activities                     120.4          74.5             61.6            219.1         174.5             25.6
Other:
Average accounts on file                                 347.9         371.6             (6.4 )          348.9         370.9             (5.9 )
Cardholder transactions processed                      1,793.5       1,951.2             (8.1 )        3,522.3       3,758.2             (6.3 )
Average full-time equivalent employees (FTE)             8,040         7,572              6.2            8,048         7,388              8.9

(1) Basic and diluted EPS is computed based on the two-class method in accordance with FSP EITF 03-6-1. The impact on the first six months of 2009 and 2008 EPS (as recast to show retroactive adoption of FSP EITF 03-6-1) does not change basic or diluted EPS.

Significant highlights for 2009 include:
Corporate
• Announced that TDM, a wholly owned subsidiary involved in the late stage collection and bankruptcy business, was moved from continuing operations to discontinued operations pending the closing of the sale of this subsidiary.

North America
• Renewed a longstanding relationship with Navy Federal Credit Union to continue offering credit card processing products to members, as a major component of Navy Federal's consumer and credit card lending operation.

• Signed an agreement with Unicard Mexico, a wholly owned subsidiary of Unibanco Brasil, one of the world's top 20 banks and TSYS' first TS2 card issuing client in Mexico.

• Incurred a one-time expense related to resolution of a client issue at TDM.

International
• Announced that TSYS has signed a multi-year contract with Banco Carrefour S.A., to process its hybrid and private label card business in Brazil. The agreement includes an initial launch of a new MasterCard hybrid card in June 2009 which will be followed by the conversion of the existing six million private label cards in early 2010. TSYS will process the cards on its TS Prime multi-client payments processing platform.


Table of Contents

• Reached an agreement with Travel Bank, Inc., a financial services company that is a part of the JTB Group, to process Japan's first Visa branded Prepaid card in July 2009. Consumers can use the cards to make payments at Visa merchants when traveling overseas or to withdraw cash from Visa ATMs.

• Began offering merchant payment services to PaySquare in the Benelux, which is TSYS' first acquirer-processing client to go live in Europe.

• Announced China UnionPay Data Services Co., Ltd. (CUP Data) (TSYS' joint venture with China UnionPay) signed two processing agreements. One agreement was with China Postal Savings Bank, China's fifth largest bank. The other agreement was with Bank of East Asia, Hong Kong's largest local independent bank and the first foreign bank to launch a card program in China.

• Introduced its market-leading CentreSuite product to Europe. The commercial card management tool was first launched in North America in 2002 and is now employed by more than 140,000 businesses.

Merchant
• Responded to Bank of America's announcement on June 29, 2009 that Bank of America and other parties are forming a new joint venture that will provide merchant processing services. TSYS provides accounting, settlement, authorization and other services to Bank of America pursuant to a contract that will expire in April 2010. Bank of America has indicated to TSYS that it is in the process of formulating its plans with respect to changes in its merchant processing relationship with TSYS but has not yet communicated to TSYS the timing or extent of the deconversion from TSYS' systems.

• Announced availability of two new all-in-one point-of-sale (POS) solutions to help small- and mid-sized retailers integrate store operations with the point of purchase. Offered as a complete business-in-a-box, each solution includes quality hardware components and award winning Microsoft software to help retailers manage every aspect of their business.

• Agreed to partner with mPay Gateway(TM) and Nova Libra to provide point-of-sale payment solutions that meet the needs of healthcare providers and their patients, as well as pharmacies and drug stores.

Financial Review
This Financial Review provides a discussion of critical accounting policies and estimates, related party transactions and off-balance sheet arrangements. This Financial Review also discusses the results of operations, financial position, liquidity and capital resources of TSYS and outlines the factors that have affected its recent earnings, as well as those factors that may affect its future earnings.
Critical Accounting Policies and Estimates The Company's financial position, results of operations and cash flows are impacted by the accounting policies the Company has adopted. In order to gain a full understanding of the Company's financial statements, one must have a clear understanding of the accounting policies employed.
Factors that could affect the Company's future operating results and cause actual results to vary materially from expectations are set forth in the Company's forward-looking statements. Negative developments in these or other risk factors could have a material adverse effect on the Company's financial position, results of operations and cash flows. For a detailed discussion regarding the Company's risk factors, see "Item 1A: Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2008.
For a detailed discussion regarding the Company's critical accounting policies and estimates, see "Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K for the year ended December 31, 2008. There have been no material changes to the Company's critical accounting policies, estimates and assumptions or the judgments affecting the application of those estimates and assumptions in 2009.
Related Party Transactions
The Company believes the terms and conditions of transactions between the Company and its equity investments, Total System Services de M้xico, S.A. de. C.V. (TSYS de M้xico) and CUP Data, are comparable to those which could have been obtained in


Table of Contents

transactions with unaffiliated parties. The Company's margins with respect to related party transactions are comparable to margins recognized in transactions with unrelated third parties.
Off-Balance Sheet Arrangements
Operating Leases: As a method of funding its operations, TSYS employs noncancelable operating leases for computer equipment, software and facilities. These leases allow the Company to provide the latest technology while avoiding the risk of ownership. Neither the assets nor obligations related to these leases are included on the balance sheet.
Contractual Obligations: The total liability (with state amounts tax effected) for uncertain tax positions under FIN 48 at June 30, 2009 is $4.6 million. Refer to Note 10 in the Notes to Unaudited Condensed Consolidated Financial Statements for more information on income taxes. The Company is not able to reasonably estimate the amount by which the liability will increase or decrease over time; however, at this time, the Company does not expect a significant payment related to these obligations within the next year.
As indicated in the Company's 2008 Annual Report on Form 10-K, total contractual cash obligations at December 31, 2008 were estimated at $458.0 million. These contractual cash obligations include lease payments and software arrangements.
Results of Operations
The following table sets forth certain income statement captions as a percentage of total revenues and the percentage increases or decreases in those items for the three months ended June 30, 2009 and 2008, respectively:

                                                                                                Percent Change
                                                              % of Total Revenues             in Dollar Amounts
                                                             2009              2008             2009 vs. 2008
Revenues:
Electronic payment processing services                         57.3 %           57.6 %                    (4.7 )%
Merchant acquiring services                                    16.9             15.3                       6.2
Other services                                                 10.9             11.6                      (9.8 )

Revenues before reimbursable items                             85.1             84.5                      (3.4 )
Reimbursable items                                             14.9             15.5                      (8.0 )

Total revenues                                                100.0            100.0                      (4.1 )

Expenses:
Salaries and other personnel expenses                          36.0             33.6                       2.9
Net technology and facilities expenses                         17.7             17.3                      (1.7 )
Spin-related expenses                                             พ              0.3                    (100.0 )
Other operating expenses                                       11.3             10.8                       0.2

Expenses before reimbursable items                             65.0             62.0                       0.7
Reimbursable items                                             14.9             15.5                      (8.0 )

Total expenses                                                 79.9             77.5                      (1.1 )

Operating income                                               20.1             22.5                     (14.5 )
Nonoperating expenses                                          (0.6 )           (0.1 )                      nm

Income from continuing operations before income
taxes and equity in income of equity investments               19.5             22.4                     (16.5 )
Income taxes                                                    7.1              7.9                     (14.0 )

Income from continuing operations before equity in
income of equity investments                                   12.4             14.5                     (17.9 )
Equity in income of equity investments                          0.4              0.3                      46.7

Income from continuing operations, net of tax                  12.8             14.8                     (16.8 )
Income from discontinued operations, net of tax                 0.3              0.1                        nm

Net income                                                     13.1             14.9                     (15.3 )
Net income attributable to the noncontrolling
interests                                                      (0.1 )           (0.2 )                   (18.1 )

Net income attributable to TSYS                                13.0 %           14.7 %                   (15.3 )%

nm = not meaningful


Table of Contents

The following table sets forth certain income statement captions as a percentage of total revenues and the percentage increases or decreases in those items for the six months ended June 30, 2009 and 2008, respectively:

                                                                                                Percent Change
                                                              % of Total Revenues             in Dollar Amounts
                                                             2009              2008             2009 vs. 2008
Revenues:
Electronic payment processing services                         57.0 %           58.1 %                    (5.1 )%
Merchant acquiring services                                    16.5             15.0                       6.2
Other services                                                 11.3             11.3                      (2.9 )

Revenues before reimbursable items                             84.8             84.4                      (2.8 )
Reimbursable items                                             15.2             15.6                      (6.4 )

Total revenues                                                100.0            100.0                      (3.4 )

Expenses:
Salaries and other personnel expenses                          35.7             34.1                       1.1
Net technology and facilities expenses                         17.9             17.2                       0.3
Spin-related expenses                                             -              1.0                    (100.0 )
Other operating expenses                                       11.6             10.5                       7.2

Expenses before reimbursable items                             65.2             62.8                       0.4
Reimbursable items                                             15.2             15.7                      (6.4 )

Total expenses                                                 80.4             78.5                      (1.0 )

Operating income                                               19.6             21.5                     (12.1 )
Nonoperating (expenses) income                                 (0.5 )            0.1                        nm

Income from continuing operations before income
taxes and equity in income of equity investments               19.1             21.6                     (14.5 )
Income taxes                                                    6.9              7.9                     (15.3 )

Income from continuing operations before equity in
income of equity investments                                   12.2             13.7                     (14.0 )
Equity in income of equity investments                          0.3              0.4                     (18.4 )

Income from continuing operations, net of tax                  12.5             14.1                     (14.1 )
(Loss) income from discontinued operations, net of
tax                                                            (0.3 )            0.1                        nm

Net income                                                     12.2             14.2                     (16.3 )
Net income attributable to the noncontrolling
interests                                                      (0.1 )           (0.1 )                     4.0

Net income attributable to TSYS                                12.1 %           14.1 %                   (16.5 )%

nm = not meaningful

Revenues
The Company generates revenues from the fees that it charges customers for providing transaction processing and other payment-related services. The Company's pricing for transactions and services is complex. Each category of revenue has numerous fee components depending on the types of transactions or services provided. TSYS reviews its pricing and implements pricing changes on an ongoing basis. In addition, standard pricing varies among its regional businesses, and such pricing can be customized further for customers through tiered pricing of various thresholds for volume activity. TSYS' revenues are based upon transactional information accumulated by its systems or reported by its customers. The Company's revenue growth was moderated by currency translation impact of foreign operations, as well as doing business in a competitive landscape. Of the total revenue changes of 4.1% for the second quarter of 2009, the Company estimates revenues decreased by a net 4.6% due to foreign currency exposure and pricing, and increased 0.5% for volume changes. Of the total revenue changes of 3.4% for the first six months of 2009, the Company estimates revenues decreased by a net 5.5% due to foreign currency exposure and pricing, and increased 2.2% for volume changes.
Total revenues decreased $17.6 million and $28.5 million, or 4.1% and 3.4%, during the three and six months ended June 30, 2009, respectively, compared to the same periods in 2008. The decrease in revenues for the three and six months ended June 30, 2009 includes a decrease of $17.8 million and $40.4 million, respectively, related to the effects of currency translation of its foreign-based subsidiaries and branches. Excluding reimbursable items, revenues decreased $12.3 million and $20.0 million, or 3.4% and 2.8%, during the three and six months ended June 30, 2009, respectively, compared to the same periods in 2008.
International Revenues
TSYS provides services to its clients worldwide and plans to continue to expand its service offerings internationally in the future.


Table of Contents

Total revenues from clients domiciled outside the United States for the three and six months ended June 30, 2009 and 2008 are summarized below:

                         Three months ended June 30,                       Six months ended June 30,
(in millions)      2009           2008        Percent Change        2009          2008        Percent Change
Europe          $     60.7          68.3                (11.1 )   $   118.5        127.2                 (6.8 )
Canada                33.5          31.3                  7.1          64.1         62.9                  1.9
Japan                 11.1           8.1                 36.0          22.2         15.6                 42.3
Mexico                 2.0           4.0                (49.3 )         4.2          7.7                (45.4 )
Other                  7.3           6.0                 21.4          14.0         11.9                 17.9

Totals          $    114.6         117.7                 (2.6 )   $   223.0        225.3                 (1.0 )

Note: The Company has two equity investments located in Mexico and China that are accounted for under the equity method of accounting, and therefore, TSYS does not include the revenues of its equity investments in consolidated revenues.
Revenues from clients in certain countries decreased as a result of pricing compression and portfolio deconversions.
TSYS expects to continue to grow its international revenues in the future through acquisitions, business expansion, new client signings and internal growth.
Value Added Products and Services
The Company's revenues are impacted by the use of optional value added products and services of TSYS' processing systems. Value added products and services are optional features to which each client can choose to subscribe in order to potentially increase the financial performance of its portfolio. Value added products and services include: risk management tools and techniques, such as credit evaluation, fraud detection and prevention, and behavior analysis tools; revenue enhancement tools and customer retention programs; and data warehouse services. These revenues can increase or decrease from period to period as clients subscribe to or cancel these services. Value added products and services are included primarily in electronic payment processing services revenue. For the three months ended June 30, 2009 and 2008, value added products and services represented 11.9% and 12.8%, respectively, of total revenues. For the six months ended June 30, 2009 and 2008, value added products and services represented 11.8% and 12.5%, respectively, of total revenues. Major Customers
A significant amount of the Company's revenues is derived from long-term contracts with large clients, including its major customers. TSYS derives revenues from providing various processing, merchant acquiring and other services to these clients, including processing of consumer and commercial accounts, as well as revenues for reimbursable items. Refer to Note 11 in the Notes to Unaudited Condensed Consolidated Financial Statements for more information regarding major customers. The loss of these clients, or any significant client, could have a material adverse effect on the Company's financial position, results of operations and cash flows.
On June 29, 2009, Bank of America announced that it and other parties are forming a new joint venture that will provide merchant processing services. TSYS provides accounting, settlement, authorization and other services to Bank of America pursuant to a contract that will expire in April 2010, which services accounted for approximately 4.0% of TSYS' total revenues for 2008 and approximately 4.8% of TSYS' total revenues for the second quarter of 2009.
Bank of America has indicated to TSYS that it is in the process of formulating its plans with respect to changes in its merchant processing relationship with TSYS but has not yet communicated to TSYS the timing or extent of the deconversion from TSYS' systems. TSYS provides a number of additional services to Bank of America, including commercial card processing, small business card processing and card production services.
Approximately 29% and 31% of the total revenues derived from providing merchant processing services to Bank of America are attributable to reimbursable items for 2008 and the second quarter of 2009, respectively.
TSYS will operate under the current contract until Bank of America informs TSYS of the changes to the merchant processing relationships. TSYS expects that the merchant processing business associated with Bank of America will contribute approximately $0.02 per share to TSYS' projected earnings per share in 2009. The potential loss of Bank of America as a merchant processing client is not expected to have a material adverse effect on TSYS' financial position, results of operations or cash flows.


Table of Contents

Revenues from major customers for the periods reported are primarily attributable to the North America Services segment and Merchant Services segment.

Accounts on File (AOF) Data

                                                  At June 30,         Percent
             (in millions)                     2009        2008       Change
                                               349.5       372.9        (6.3 )
             Quarter-to-date (QTD) Average     347.9       371.6        (6.4 )
             Year-to-date (YTD) Average        348.9       370.9        (5.9 )


AOF by Portfolio Type

                                                 At June 30,
                                        2009                    2008             Percent
          (in millions)            AOF          %          AOF          %        Change
          Consumer                191.2        54.7       211.9        56.8        (9.8 )
          Retail                   51.7        14.8        58.6        15.7       (11.6 )
          Stored value             34.4         9.9        31.2         8.4        10.1
          Commercial               44.4        12.7        41.7        11.2         6.4
          Government services      22.4         6.4        24.5         6.6        (8.6 )
          Debit                     5.4         1.5         5.0         1.3         7.7

          Total                   349.5       100.0       372.9       100.0        (6.3 )



AOF by Geographic Area

                                              At June 30,
                                     2009                    2008             Percent
             (in millions)      AOF          %          AOF          %        Change
             U.S.              261.2        74.7       289.0        77.5        (9.6 )
             Outside U.S.       88.3        25.3        83.9        22.5         5.2

             Total             349.5       100.0       372.9       100.0        (6.3 )

Note: The accounts on file distinction between U.S. and outside U.S. is based on the geographic domicile of the Company's processing clients.

Activity in AOF

                                                June 2008 to     June 2007 to
         (in millions)                           June 2009        June 2008
         Beginning balance                            372.9            439.2
         Internal growth of existing clients           30.6             39.5
         New clients                                   23.1             30.1
         Purges/Sales                                 (37.0 )          (13.3 )
         Deconversions                                (40.1 )         (122.6 )

         Ending balance                               349.5            372.9

Electronic Payment Processing Services
Electronic payment processing services revenues are generated primarily from charges based on the number of accounts on file, transactions and authorizations processed, statements mailed, cards embossed and mailed, and other processing services for cardholder accounts on file. Cardholder accounts on file include active and inactive consumer credit, retail, debit, stored value, government services and commercial card accounts. Revenues from electronic payment processing services decreased $11.5 million and $25.1 million, or 4.7% and 5.1%, for the three and six months ended June 30, 2009, respectively, compared to the same periods in 2008. The


Table of Contents

decrease for the three and six months is attributable to negative foreign . . .

  Add TSS to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for TSS - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2010 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.