2013 Annual Report and Form 10-K 1 a Letter from the CEO
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Contents Financial Metrics 1 Letter from the CEO 2 Cardtronics At A Glance 4 Infographic: A Cashless Society? 5 Traditionally Strong 6 Transformative Acquisitions 8 Enterprising ATM Estate 10 Executive Leadership 12 Inside Back Contact Information and Notices Cover Where Cash Meets Commerce Financial Metrics Total Revenue (in millions) 2009 493.4 2010 532.1 +12% vs. 2012 2011 624.6 2012 780.4 2013 876.5 218.8 1.93 1.61 +15% 189.5 +20% vs. 2012 vs. 2012 1.37 156.3 130.8 1.00 110.4 0.68 2009 2010 2011 2012 2013 2009 2010 2011 2012 2013 Adjusted EBITDA* Adjusted Diluted Earnings per Share* (in millions) 2009 30.2% 2009 74.9 2010 32.3% +1.8% 2010 105.2 +34.6% 2011 32.7% vs. 2012 2011 113.3 vs. 2012 2012 31.3% 2012 136.4 2013 33.1%* 2013 183.6 Adjusted Gross Profit Margin* Operating Cash Flows (in millions) *For details on the calculation of Adjusted EBITDA, Adjusted Diluted Earnings per Share and Adjusted Gross Profit Margin, please see the reconciliation included in the Form 10-K. 2013 Annual Report and Form 10-K www.cardtronics.com 1 A Letter From the CEO Dear Cardtronics Shareholders, 2013 proved to be a productive blend of solid execution, growth, strategic investment and creation of shareholder value. Our model for investors emphasizes steady, reliable growth. And on that note, we are pleased with our performance. In 2013, solid performance from our traditional core drivers melded together with two transformative acquisitions and a series of strategic investments and realignments that will drive our future growth — including creation of the Enterprise Growth Group, whose sole charge is to deliver the most valuable consumer ATM experience. In a world that is still finding its way vis–à–vis securing electronic payments, we believe cash continues to dispense value and security for the consumer and retailer as no electronic payment can. The proof is in the way we deliver for our investors, our clients and the countless consumers who continue to rely on cash. The upshot: we’ve recorded 20 consecutive quarters of year-over-year growth in adjusted net income per share. BUILDING ON FOUR YEARS OF GROWTH The first four years I have led Cardtronics have sped by. Since February 2010, a lot has changed. We have achieved a great deal, including: • Growth of nearly 130 percent in the number of ATMs we support, from 35,000 to more than 80,000. Since we typically operate one ATM in a location, this translates into a force of 80,000 locations, a powerful asset that enables us to communicate with roughly 45 million consumers each month. • Global transaction volumes that have increased from 392 million to nearly 1 billion. • An increase in the number of countries we operate in from three to five — with the new entries being Canada and Germany — and a rise in the number of our offices from seven to 20. • More than doubling our team from approximately 460 to more than 1,000. • The acquisition of 13 companies, including our largest transaction to date. • A tripling in the stock market capitalization of Cardtronics, from $450 million to more than $1.7 billion. Much of what we have accomplished in 2013 specifically has laid the groundwork for future sustainable growth. Let’s look at that next. EXPANDING AND ENHANCING: THE CARDPOINT & I-DESIGN EFFECT Two major acquisitions — which I invite you to read more about in the Transformative Acquisitions section of this report — in Europe in 2013 already are delivering enhanced opportunities for us. In August, we completed the acquisition of Cardpoint Ltd., an ATM services provider that operates under the names Cashzone in the United Kingdom and Cardpoint in Germany. This transaction grew our U.K. portfolio of ATMs by 7,100 and opened the door into Germany with 800 ATMs. With this transaction, we also introduced a new corporate identity for our European operations: Cardtronics Europe. This is a region where we see significant potential for increasing bottom-line contributions. In March, we acquired i-design, a company in Scotland that provides marketing and advertising services for ATM owners. Its capabilities range from remembering consumer preferences to delivering targeted marketing and advertising messages while customers wait for their cash, as well as enabling interactive on-screen customer surveys. With i-design, we are now immersed in the world of digital advertising and marketing, but in a way that complements our core ATM capabilities. We see great potential for these capabilities to provide a more rewarding consumer experience, transforming ATMs into interfaces for customer loyalty. Ultimately, we believe they will help drive in-store sales activities for retailers and cross-sales for financial institutions – creating unique value for Cardtronics’ clients. We plan to roll out i-design across strategically located segments of our global fleet of ATMs over the next several years. The i-design acquisition also provides another pathway for us to grow internationally, because i-design actively sells in more countries today than does Cardtronics. 2 2013 Annual Report and Form 10-K www.cardtronics.com A Letter From the CEO OUR ENTERPRISE GROWTH TEAM led to the creation of a dedicated chief information security officer To us, enterprise growth means just that: a focus on sustainable, top- role on our management team. It is held by our former CIO, Jerry line revenue growth that drives shareholder value. We expect our Garcia, a senior information security and technology expert. new internal Enterprise Growth Group to give us that opportunity, by building the most productive ATM estate in the world. The group is REFLECTIONS AND RECOGNITIONS concentrating on identifying and putting strategic initiatives in place We are strong and getting stronger — thanks to the dedicated that drive more value to our retailer and financial services clients people that call Cardtronics their professional home. It is from this — leveraging and extending our strengths to generate profitable position of strength that we have launched a year of significant growth. opportunity in 2014. Our future together continues to look bright. In David Dove, the 30-year payments and retail financial services I tend to look at four pipelines for signs of what’s ahead — sales, veteran who joined our team full-time in 2013 to head the group, renewals, product and acquisition. Each is in a healthy stage. We will we’ve identified a leader who can help drive the company forward. continue to develop and deliver on the core drivers of our strategic The group will develop new products, some of which are profiled business model that have performed so well, historically. We also in the upcoming Enterprising ATM Estate section, that enhance the have the opportunity to build upon our transformative acquisitions consumer experience, as well as lead the charge on strategic mergers to further diversify and enhance our revenues. and acquisitions. Already, the team is adding product- and software- development muscle to deliver more transactions across our existing We are well on our way to establishing a unique position in the fleet. The Enterprise Growth Group will also work to increase ATM marketplace with our capabilities. As we progress, we will not – and branding penetration into our company-owned North American must not – forget that people still want the freedom to choose their portfolio and drive hard to continue the double-digit transaction payment options and countless of them worldwide choose cash. volume growth in our Allpoint Network. We wish to thank our shareholders for supporting our continual CIO/CISO: OUR NEXT-GENERATION CARDTRONICS efforts to provide the best avenues for the public to access their INFRASTRUCTURE cash and — as you’ll see in the months ahead — realize value at a In 2013, we retooled our development and technology areas under Cardtronics ATM that they simply can’t get anywhere else. our new chief information officer, Mike McCarthy, who is truly a payments technology / processing veteran. He drives the build of the products and services that support our new Enterprise Growth Group. Sincerely, And at a time when consumers consider privacy and the security of their personal information most important — especially as cyber- attacks mount at financial services institutions and retailers — we Steve Rathgaber are proactively fortifying our information security program. Our Chief Executive Officer commitment to being a model of excellence in information security 2013 Annual Report and Form 10-K www.cardtronics.com 3 Cardtronics At A Glance Greater Convenience WHO WE ARE & Relevance By making ATM cash access convenient where people shop, work and live, Cardtronics is at the convergence of retailers, financial institutions and the customers they share. Cardtronics operates over 80,000 strategically located retail ATMs in the U.S., U.K., Mexico, Canada, Germany and the Caribbean. Whether Cardtronics is driving WHERE CASH MEETS COMMERCE foot traffic for America’s most relevant retailers, enhancing ATM brand presence for card issuers or expanding cardholders’ surcharge-free cash access on the local, national or international scene, Cardtronics is convenient access to cash, when and where consumers need it. WHERE WE DO BUSINESS Increased Traffic Expanded Reach and Service Total transacting ATMs worldwide (owned and/or and Sales operated): Approximately 80,000 COMMUNITY BASED ON VALUE AND LOYALTY Cardtronics ATMs by country (owned and/or operated OUR NETWORK as of 12/31/13): -owned and/or operated- • United States: 64,300 • United Kingdom: 11,500 • Canada: 1,900 • Mexico: 2,000 • Germany: 850 ATMs in our Allpoint surcharge-free ATM network: 55,000 64,300 11,500 1,900 2,000 850 North American bank-branded ATMs: 20,400 United States United Kingdom Canada Mexico Germany Our innovative strategy is supported by a vast network of trusted client relationships that includes: OUR RELATIONSHIPS • 7 out of the top 10 U.S.