Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - ACI WORLDWIDE, INC. | d300041d8k.htm |
| EX-99.1 - PRESS RELEASE - ACI WORLDWIDE, INC. | d300041dex991.htm |
 February 14,
2012 December 31, 2011 Quarterly and Year End
Results Presentation
1
Exhibit 99.2 |
 2
This presentation contains forward-looking statements based on current
expectations that involve a number of risks and uncertainties. The
forward- looking statements are made pursuant to safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. A discussion of
these forward- looking statements and risk factors that may affect
them is set forth at the end
of this presentation. The Company assumes no obligation to update any
forward-looking statement in this presentation, except as required by
law. Private Securities Litigation Reform Act of 1995
Safe Harbor For Forward-Looking Statements |
 Annual
Overview and S1 Acquisition Phil Heasley
Chief Executive Officer
3 |
 4
2011 Year in Review
•
Exceeded full year guidance targets
•
Record sales bookings of $556 million
•
Solid backlog growth
•
Strong revenue growth of 11%
•
Good Operating Free Cash Flow generation
•
Expanded operating income margin
•
Improved Adjusted EBITDA margin
•
Visibility into forward revenue and profitability attainment
•
Closed the exchange offer for S1 Corporation on Friday February 10, 2012
|
 5
ACI / S1 -
Compelling Strategic Rationale
•
Combination
creates
an
industry
leader
in
financial
and
payments
software
serving
financial institutions (“FI”), Processors and Merchant Retailers worldwide
•
Summary pro forma financials are compelling
–
Approximately
$700
million
in
combined
2012E
Revenue
(1)
–
Approximately
$165
million
in
combined
2012E
Adj.
EBITDA,
including
cost
synergies
(1)
–
Annual cost synergies of $30 million
•
Complementary products and customers expand breadth and features/functions
•
Enhanced global product capabilities to expand growth opportunities
•
Greater scale and cost synergies to drive margin expansion and earnings accretion
Note:
(1) 2012E pro forma combined ACI + S1 financial results are before one-time transaction
expenses. |
 Financial
Review Scott Behrens
Chief Financial Officer
6 |
 Key Takeaways from
the Fourth Quarter Solid Sales Performance in line with prior-year quarter
•
Strength in new add-on sales across the geographies
Strong revenue quarter
•
Strong recurring revenue
•
Timing of ‘go-live’
events resulted in lower non-recurring revenues from backlog
versus prior-year quarter
Operating Expenses flat with prior-year quarter
•
Excluding $3.2 million of professional fees related to the S1 acquisition, operating
expenses decreased $3.6 million or 4%
Strong Operating Income and Adjusted EBITDA
Strong Cash Quarter
•
OFCF of $30.0 million essentially in line with $28.0 million in Q4 2010
7 |
 ACI Organic Key
Takeaways from the Year Record sales year with $556 million in bookings
•
Sales rise of $31 million over prior-year led by solid add-on business
•
Full-year sales growth of 6%, new sales growth of 5%
•
Excluding
FDC
deal,
overall
growth
was
16%,
new
sales
growth
was
12%
60-Month Backlog growth of $62 million to $1,617 million
Strong Revenue Growth, up 11% over prior year
•
Stable base of recurring revenues, representing 67% of total revenue
Expense Growth Drivers
•
$6.7 million related to acquisition of S1 Corporation
•
Higher selling & marketing expenses
•
Higher R&D expense to invest in accelerated product development
8
•
Strong growth in all revenue categories and geographies |
 ACI Organic Key
Takeaways from the Year (cont) Operating Free Cash Flow of $67.2 million
•
Up $4.4 million or 7% over prior year
•
Ended the year with $197.1 million in cash
Strong growth in operating income
•
Up $12.6 million or 24% over prior-year
•
Up $19.3 million or 36%, excluding S1 acquisition related expenses
Strong growth in Adjusted EBITDA
•
Up $18.1 million or 21% over prior-year
•
Up $24.8 million or 28%, excluding S1 acquisition related expenses
Lower effective tax rate
•
Favorable
impact
of
$3.1
million
liability
release
related
to
our
IP
transfer
and
$2.2 million release of tax reserves
9 |
 2011 Achieved
Strong Performance vs Guidance •
Revenue was greater than range for the year due to strong sales
•
Operating Income and Adjusted EBITDA higher than expectations
*Operating
Income
and
Adjusted
EBITDA
exclude
$6.7
million
in
S1
Corporation-related
acquisition costs incurred in 2011
10
Key Metrics
2010 Actuals
2011 Range
2011 Actuals ex
Trans Fees
Revenue
$418.4
$450-460
$465.1
Operating Income*
$53.6
$65-69
$72.9
Adjusted EBITDA*
$87.8
$101-104
$112.6 |
 2012 Organic
Guidance 11
•
Revenue
-
Revenue growth rate in the mid to high single digit range
-
Revenue and margin phasing consistent with prior-year
-
Beginning 12-month backlog of $424 million represents 85% of mid-point revenue
guidance
•
Operating Income
-
Growth rate of 3x revenue growth rate
•
Adjusted EBITDA
-
Growth rate of 2x revenue growth rate
-
Depreciation and amortization flat over prior year
-
Non-cash compensation expense consistent with prior-year at $11-12 million
Notes: FX rates as of December 31, 2011
* Operating Income and Adjusted EBITDA exclude $6.7 million in S1
Corporation-related acquisition costs incurred in 2011 Key Metrics
2011 Actuals
2012 Low
2012 High
Revenue
$465.1
$490
$500
Operating Income*
$72.9
$84
$89
Adjusted EBITDA*
$112.6
$124
$129 |
 ACI /
S1 12 |
 13
ACI / S1 -
Transaction Update
•
Closed
S1
exchange
offer
on
Friday
February
10
,
2012
•
Integration plan underway
–
Annual cost synergies of $30 million to be achieved by end of Q1
–
Additional cost synergies, including data center and facilities consolidation, to be provided
in Q2
–
S1’s Large FIs (LFIN) and Payments segments will be integrated immediately into
ACI‘s global operating structure, methodologies and processes
–
S1’s Community FIs (CFIN) segment, a new market for ACI, will be managed as a separate
business unit over the near-term until we complete assessment and fit within
ACI’s operating structure
–
Status and progress of the S1 integration to be updated quarterly
•
Strong
financial
profile
with
approximately
$183
million
in
cash
post-closing
and
2.2x
leverage ratio
th |
    14
ACI / S1 -
Pro Forma 2011
($ in Millions)
•
S1
2011E
Revenue
and
Adjusted
EBITDA
represents
midpoint
of
2011
Guidance
•
ACI and S1 2011E Adjusted EBITDA exclude one-time transaction expenses
•
S1 60-Month Backlog (as of 12/31/11) is a preliminary estimate, subject to
verification Stand-alone
Stand-alone
Illustrative
ACI
S1
(1)
Combined
Revenue
465
$
245
$
710
$
Adjusted EBITDA
(2) (3)
113
$
29
$
142
$
Margin %
24%
12%
20%
60-Month Backlog
1,617
$
685
$
2,302
$
Notes:
(1) S1 2011 Guidance: Revenue $240-$250M; Adj. EBITDA $27-$31M.
(2) ACI Adjusted EBITDA excludes $6.7M in S1 transaction exps incurred in 2011.
(3) S1 Adjusted EBITDA excludes $8.6M in FNDT & ACI transaction exps incurred in
2011. |
 15
ACI / S1 –
Combined 2012 Guidance
($ in Millions)
•
ACI 2012E represents midpoint of organic Guidance
•
Combined Guidance before one-time transaction expenses:
–
Represents 10½
months of financial results of S1
–
State Farm custom project completed in 2011 (revenue of ~$17 million in 2011)
–
Includes annual cost synergies of $23 million to be realized in 2012
–
Includes estimates for non-cash purchase accounting adjustments (assumes deferred revenue
haircut of $12M)
•
Before purchase accounting, combined adjusted EBITDA margin in-line with ACI organic
margins •
Fully diluted shares outstanding of approximately 40 million at close
Note:
(1) See Appendix for purchase accounting adjustments and one-time transaction expenses
detail. Standalone
ACI
Revenue
495
$
696
$
-
706
$
Adjusted EBITDA
127
$
165
$
-
170
$
Margin %
26%
24%
24%
Operating Income
87
$
99
$
-
104
$
Margin %
17%
14%
15%
Combined Guidance before
One-Time Trans. Exps. |
 16
ACI / S1 -
Pro Forma Credit Statistics 12/31/2011
($ in Millions)
•
$370M in funded debt at close with interest rate of
L+200 bps
–
$250M 5-year revolver with $80M in availability
–
$200M 5-year term loan
•
Free cash flow priorities
–
Reduce leverage
–
Fund growth
–
Buy-back shares ($75M authorization)
Notes:
(1) S1 12/31/11 cash balance is a preliminary estimate.
(2) Illustrative ACI includes $30M of cost synergies.
Stand-alone
Stand-alone
Trans.
Illustrative
ACI
S1
(1)
Adjustments
Combined
Cash
197
$
96
$
(110)
$
183
$
Revolver
75
$
-
$
95
$
170
$
Term Loan
-
-
200
200
Total Debt
75
$
-
$
295
$
370
$
Total Debt / PF 2011 Adj. EBITDA
(2)
0.7x
NM
2.2x
Net
Debt
/
PF
2011
Adj.
EBITDA
(2)
NM
NM
1.1x |
 Appendix
17 |
 18
ACI / S1 –
Combined 2012 Guidance
($ in Millions)
•
ACI 2012E represents midpoint of standalone
Guidance
•
Includes cost synergies of $23M to be realized in 2012
•
S1 2012E represents 10½
months of financial results
–
State
Farm
custom
project
completed
in
2011
(revenue
of
~$17M
in
2011)
•
Non-cash purchase accounting adjustments and one-time transaction expenses are
estimates
and
subject
to
revisions
once
3
party
valuation
complete
Standalone
Cost
Purchase
One-Time
ACI
Synergies
Acct. Adj.
Trans. Exps.
Revenue
495
$
213
$
-
223
$
-
$
(12)
$
696
$
-
706
$
-
$
696
$
-
706
$
Adjusted EBITDA
127
$
28
$
-
33
$
23
$
(12)
$
165
$
-
170
$
(16)
$
149
$
-
154
$
Margin %
26%
13%
15%
24%
24%
21%
22%
Operating Income
87
$
15
$
-
20
$
23
$
(24)
$
99
$
-
104
$
(16)
$
83
$
-
88
$
Margin %
17%
7%
9%
14%
15%
12%
13%
Incremental
Combined before
Combined after
S1
One-Time Trans. Exps.
One-Time Trans. Exps.
rd |
 19
ACI / S1 -
Pro Forma 2012E Purchase Accounting and
One-Time Transaction Expenses Assumptions
($ in Millions)
•
Synergies reflect amount to be realized in 2012 (75% of $30M)
•
Non-cash
deferred
revenue
adjustment
estimated
at
40%
of
S1
deferred
revenue
balance
with
2/3
rd
recognized in 2012 and 1/3
rd
in 2013
(1)
•
Non-cash,
incremental
intangible
asset
amortization
estimated
at
30%
premium
over
tangible
book
value
with
7-year
life
offset
by
S1
non-cash
stock
compensation
benefit
(1)
•
One-time ACI transaction expenses represent investment banking, legal, and filing fees to
be incurred in closing the acquisition
Note:
(1) 3 party valuation related non-cash purchase accounting adjustments
to be completed by end of Q1 2012. Purchase
One-Time
Adjustments:
Acct. Adj.
Trans. Exps.
Non-Cash Deferred Revenue Writedown
(12)
$
-
$
(12)
$
Non-Cash Intangibles Amortization & Non-Cash Cash Comp.
(12)
-
(12)
Change in Control / Severance Payments
-
(10)
(10)
One-Time ACI Transaction Expenses
-
(6)
(6)
Total
(24)
$
(16)
$
(40)
$
Total
2012E Adjustments
rd |
   20
Historic Sales By Quarter 2010-2011
New Accounts / New
Applications
3/31/2010
$81,142
$5,758
$35,066
$40,318
7%
43%
50%
6/30/2010
$107,985
$1,224
$68,474
$38,287
1%
63%
35%
9/30/2010
$161,269
$11,290
$89,364
$60,615
7%
55%
38%
12/30/2010
$174,827
$43,988
$59,622
$71,217
25%
34%
41%
3/31/2011
$122,904
$13,695
$50,305
$58,904
11%
41%
48%
6/30/2011
$146,956
$19,730
$54,174
$73,052
13%
37%
50%
9/30/2011
$115,089
$17,356
$57,611
$40,123
15%
50%
35%
12/31/11
$171,385
$12,906
$104,460
$54,019
8%
61%
32%
New Accounts / New
Applications
DEC YTD 11
$556,334
$63,687
$266,550
$226,098
DEC YTD 10
$525,222
$62,259
$252,526
$210,438
Variance
$31,112
$1,428
$14,024
$15,660
Quarter-End
Sales
Term Extension
Add-on Business
inc. Capacity
Upgrades &
Term Extension
Add-on Business
inc. Capacity
Upgrades &
Total Economic Value of
Sales
Sales Mix by Category |
 21
Sales Composition
Product Focus
Qtr Ended
Dec 11
Qtr Ended
Dec 10
Online Banking
19,881
19,757
0.6%
Retail
&
Wholesale
Payments
121,671
131,393
-7.4%
Fraud Detection
7,889
7,172
10.0%
Application & Tools
21,944
16,504
33.0%
Total Sales
171,385
174,827
-2.0%
Product Division
($MM)
Qtr Ended
Dec 11
Qtr Ended
Dec 10
New Accounts /
New Applications
$12,906
$43,988
-70.7%
Add-on Business
104,460
59,622
75.2%
New Sales
117,366
103,609
13.3%
Term Extension
54,019
71,217
-24.1%
Total ACI Sales
$171,385
$174,827
-2.0%
Total Sales
Product Focus
CY 2011
CY 2010
Online Banking
76,297
44,576
71.2%
381,615
381,888
-0.1%
Fraud Detection
22,631
29,571
-23.5%
Application & Tools
75,792
69,187
9.5%
Total Sales
556,335
525,222
5.9%
Product Division
($MM)
Year Ended
Dec 11
Year Ended
Dec 10
New Accounts /
New Applications
$63,687
$62,259
2.3%
Add-on Business
266,550
252,525
5.6%
New Sales
330,236
314,784
4.9%
Term Extension
226,099
210,438
7.4%
Total ACI Sales
$556,335
$525,222
5.9%
Total Sales
Retail
&
Wholesale
Payments
% Growth or
Decline
% Growth or
Decline
% Growth or
Decline
%Growth or
Decline |
   Sales By Region by
Quarter and Year Channel
Qtr Ended
Dec 11
Qtr Ended
Dec 10
% Growth or
Decline
Americas
$85,545
$75,451
13.4%
EMEA
60,804
76,824
-20.9%
Asia-Pacific
25,035
22,552
11.0%
Total Sales
$171,385
$174,827
-2.0%
Total Sales
Channel
Yr Ended Dec
11
Yr Ended Dec
10
% Growth or
Decline
Americas
$313,876
$263,292
19.2%
EMEA
186,595
211,986
-12.0%
Asia-Pacific
55,862
49,944
11.8%
Total Sales
$556,333
$525,222
5.9%
Total Sales
22 |
  Backlog as a
Contributor of Quarterly Revenue •
Backlog from monthly recurring revenues and project go-lives
continues to drive current quarter GAAP revenue, leading to
predictable quarterly performance
•
We expect backlog to contribute a similar percentage of 2012
revenue led by recurring revenue and project go-live events
23
Revenue
Qtr Ended
Dec 11
Qtr Ended
Dec 10
% Growth or
Decline
Revenue from Backlog
$122,374
130,927
-6.5%
Revenue from Sales
12,662
10,314
22.8%
Total Revenue
$135,036
$141,241
-4.4%
Revenue from Backlog
91%
93%
Revenue from Sales
9%
7%
Revenue |
 Operating Free
Cash Flow ($ millions) 24
Quarter Ended
December 31,
Year Ended
December 31,
2011
2010
2011
2010
Net cash provided by operating activities
$31.2
$32.2
$83.5
$81.3
Adjustments:
Net after-tax payments associated with
S1 acquisition costs
3.3
-
3.7
-
Net after-tax payments associated with
IBM IT Outsourcing Transition costs
0.2
0.2
0.9
0.9
Less capital expenditures
(3.1)
(2.6)
(19.0)
(13.2)
Less Alliance technical enablement
expenditures
(1.6)
(1.8)
(1.9)
(6.2)
Operating Free Cash Flow*
$30.0
$28.0
$67.2
$62.8
*OFCF is defined as net cash provided (used) by operating activities, less net after-tax
payments associated with S1 acquisition costs and IBM IT outsourcing transition costs,
capital expenditures and plus or minus net proceeds from IBM.
|
 60-Month
Backlog ($ millions) 25
Quarter Ended
December 31,
September 30,
December 31,
2011
2011
2010
Americas
$912
$894
$866
EMEA
514
520
501
Asia/Pacific
191
189
188
Backlog 60-Month
$1,617
$1,603
$1,555
Deferred Revenue
$166
$156
$153
Other
1,451
1,447
1,402
Backlog 60-Month
$1,617
$1,603
$1,555 |
 Revenues by
Channel ($ millions) 26
Quarter Ended December 31,
2011
2010
Revenues:
United States
$59.1
$54.8
Americas International
16.5
20.3
Americas
$75.6
$75.1
EMEA
42.2
53.1
Asia/Pacific
17.2
13.0
Revenues
$135.0
$141.2 |
 Monthly Recurring
Revenue ($ millions) 27
Quarter Ended December 31,
2011
2010
Monthly Software License Fees
$26.1
$32.5
Maintenance Fees
38.3
34.4
Processing Services
14.3
13.7
Monthly Recurring Revenue
$78.7
$80.6 |
 Deferred Revenue
and Expense ($ millions) 28
Quarter Ended
December 31,
September 30,
December 31,
September 30,
2011
2011
2010
2010
Short Term Deferred
Revenue
$133.0
$123.9
$121.9
$131.5
Long Term Deferred
Revenue
32.7
32.5
31.0
35.7
Total Deferred Revenue
$165.7
$156.4
$152.9
$167.2
Total Deferred Expense
$12.2
$11.7
$11.1
$14.6 |
 Non-Cash
Compensation, Acquisition Intangibles and Software
29
Quarter ended
December 31, 2011
Quarter ended
December 31, 2010
EPS Impact*
$ in Millions
EPS Impact*
$ in Millions
Amortization of acquisition-
related intangibles
$0.03
$0.9
$0.03
$1.0
Amortization of acquisition-
related software
0.03
0.9
0.03
0.9
Non-cash equity-based
compensation
0.09
3.0
0.04
1.5
Total:
$0.15
$4.8
$0.10
$3.4
* Tax Effected at 35% |
 Other Income /
Expense ($ millions) 30
Quarter Ended
December 31,
2011
September 30,
2011
December 31,
2010
September 30,
2010
Interest Income
$0.7
$0.2
$0.2
$0.2
Interest Expense
($1.0)
($0.4)
($0.5)
($0.4)
FX Gain / Loss
($0.8)
($0.1)
($0.1)
($1.5)
Other
$0.1
$0.0
$0.0
($0.1)
Total Other Income
(Expense)
($1.0)
($0.3)
($0.4)
($1.8) |
 Adjusted
EBITDA Quarter Ended
December 31,
Year Ended
December 31, 2011
2011
2010
2011
2010
Net Income
$23.9
$27.1
$45.9
$27.2
Plus:
Income Tax Expense
12.1
15.3
18.5
21.5
Net Interest Expense
0.3
0.3
1.1
1.3
Net Other Expense
0.7
0.1
0.8
3.6
Depreciation Expense
2.0
1.6
7.5
6.7
Amortization Expense
5.0
5.0
20.8
19.7
Non-Cash Compensation
Expense
4.6
2.3
11.3
7.8
Adjusted EBITDA
$48.6
$51.7
$105.9
$87.8
31 |
 Non-GAAP
Financial Measures 32
ACI is presenting operating free cash flow, which is defined as net cash provided
(used) by operating activities, less net after-tax payments associated with S1
acquisition costs, net after-tax payments associated with IBM IT outsourcing
transition costs, and capital expenditures and plus or minus net proceeds from
IBM. Operating free cash flow is considered a non-GAAP financial measure as
defined by SEC Regulation G. We utilize this non-GAAP financial measure, and
believe it is useful to investors, as an indicator of cash flow available for debt
repayment and other investing activities, such as capital investments and
acquisitions. We utilize operating free cash flow as a further indicator of
operating performance and for planning investing activities. Operating free cash
flow should be considered in addition to, rather than as a substitute for, net cash
provided (used) by operating activities. A limitation of operating free cash flow
is that it does not represent the total increase or decrease in the cash balance for
the period. This measure also does not exclude mandatory debt service
obligations and, therefore, does not represent the residual cash flow available for
discretionary expenditures. We believe that operating free cash flow is useful to
investors to provide disclosures of our operating results on the same basis as
that used by our management. We also believe that this measure can assist
investors in comparing our performance to that of other companies on a
consistent basis without regard to certain items, which do not directly affect our
ongoing cash flow.
|
 Non-GAAP
Financial Measures 33
ACI also includes backlog estimates which are all software license fees,
maintenance fees and services specified in executed contracts, as well as
revenues from assumed contract renewals to the extent that we believe
recognition of the related revenue will occur within the corresponding backlog
period. We have historically included assumed renewals in backlog estimates
based upon automatic renewal provisions in the executed contract and our
historic experience with customer renewal rates.
Backlog is considered a non-GAAP financial measure as defined by SEC
Regulation G. Our 60-month backlog estimate represents expected revenues
from existing customers using the following key assumptions: Maintenance fees are assumed to exist for the duration of the license term for those
contracts in which the committed maintenance term is less than the committed license
term.
License and facilities management arrangements are assumed to renew at the end of their
committed term at a rate consistent with our historical experiences. Non-recurring license arrangements are assumed to renew as recurring revenue streams. Foreign currency exchange rates are assumed to remain constant over the 60-month
backlog period for those contracts stated in currencies other than the U.S. dollar. Our pricing policies and practices are assumed to remain constant over the 60-month
backlog period.
|
 Non-GAAP
Financial Measures 34
Estimates of future financial results are inherently unreliable. Our backlog estimates require
substantial judgment and are based on a number of assumptions as described above. These
assumptions may turn out to be inaccurate or wrong, including for reasons outside of
management’s control. For example, our customers may attempt to renegotiate or
terminate their contracts for a number of reasons, including mergers, changes in their
financial condition, or general changes in economic conditions in the customer’s
industry or geographic location, or we may experience delays in the development or
delivery of products or services specified in customer contracts which may cause the
actual renewal rates and amounts to differ from historical experiences. Changes
in foreign currency exchange rates may also impact the amount of revenue actually
recognized in future periods. Accordingly, there can be no assurance that
contracts included in backlog estimates will actually generate the specified revenues
or that the actual revenues will be generated within the corresponding 60-month
period. Backlog should be considered in addition to, rather than as a substitute for, reported
revenue and deferred revenue.
ACI also includes Adjusted EBITDA, which is defined as net income plus income tax expense,
net interest expense, net other expenses, depreciation, amortization and non-cash
compensation. Adjusted EBITDA is considered a non-GAAP financial measure as
defined by SEC Regulation G. Adjusted EBITDA should be considered in addition to,
rather than as a substitute for, net income. |
 Non-GAAP
Financial Measures 35
The presentation of these non-GAAP financial measures should be considered
in addition to our GAAP results and is not intended to be considered in
isolation or as a substitute for the financial information prepared and
presented in accordance with GAAP.
Management generally compensates for limitations in the use of non-GAAP
financial measures by relying on comparable GAAP financial measures and
providing investors with a reconciliation of non-GAAP financial measures only
in addition to and in conjunction with results presented in accordance with
GAAP. We believe that these non-GAAP financial measures reflect an
additional way of viewing aspects of our operations that, when viewed with
our GAAP results, provide a more complete understanding of factors and
trends affecting our business.
|
 Forward-Looking Statements
36
This presentation contains forward-looking statements based on current expectations that
involve a number of risks and uncertainties. Generally, forward-looking statements do
not relate strictly to historical or current facts and may include words or phrases such
as “believes,” “ will,” “expects,” “anticipates,”
“intends,” and words and phrases of similar impact. The forward-looking
statements are made pursuant to safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements in this presentation include, but are not limited to, statements
regarding: Our belief that we have visibility into forward revenue and profitability attainment; Expectations and assumptions regarding the recent acquisition of S1 relating to (i) creating a
worldwide industry leader in financial and payments software serving FIs, processors and
merchant retailers, (ii) creating compelling pro forma financials, (iii) complementary
products and customers expand breadth and features/ functions, (iv) enhanced global
product capabilities to expand growth opportunities (v) greater scale and cost synergies
to drive margin expansion and earnings accretion and (vi) strong financial cash profile
post closing and leverage ratio;
The company’s 12-month and 60-month backlog estimates and assumptions, including
(i) our belief that backlog from monthly recurring revenues and project go-lives will
continue to drive current quarter GAAP revenue and lead to predictable quarterly
performance, and (ii) expectations for backlog to contribute a similar percentage of 2012
revenue led by recurring revenue and project go-live events as it did in 2011;
and Expectations and assumptions regarding (i) ACI organic and ACI/S1 combined 2012 financial
guidance related to revenue, operating income and adjusted EBITDA and (ii) expectations
and assumptions regarding other factors impacting our 2012 financial guidance.
|
 Forward-Looking Statements
37
All of the foregoing forward-looking statements are expressly qualified by the risk factors
discussed in our filings with the Securities and Exchange Commission. Such factors
include but are not limited to, risks related to the global financial crisis and the
continuing decline in the global economy; volatility and disruption of the capital and
credit markets and adverse changes in the global economy; consolidations and failures in the financial
services industry; increased competition; restrictions and other financial covenants in our
credit facility; the restatement of our financial statements; the accuracy of
management’s backlog estimates; impairment of our goodwill or intangible assets;
exposure to unknown tax liabilities; risks from operating internationally; our offshore
software development activities; customer reluctance to switch to a new vendor; the performance of
our strategic product, BASE24-eps; our strategy to migrate customers to our next generation
products; ratable or deferred recognition of certain revenue associated with customer
migrations and the maturity of certain of our products; demand for our products; failure
to obtain renewals of customer contracts or to obtain such renewals on favorable terms;
delay or cancellation of customer projects or inaccurate project completion estimates;
business interruptions or failure of our information technology and communication
systems; our alliance with International Business Machines Corporation (“IBM”); the
complexity of our products and services and the risk that they may contain hidden defects
or be subjected to security breaches or viruses; compliance of our products with
applicable legislation, governmental regulations and industry standards; our compliance
with privacy regulations; the protection of our intellectual property in intellectual
property litigation; future acquisitions, strategic partnerships and investments and litigation;
the risk that expected synergies, operational efficiencies and cost savings from our
recent acquisition of S1 Corporation (“S1”) may not be fully realized or
realized within the expected timeframe; the cyclical nature of our revenue and earnings
and the accuracy of forecasts due to the concentration of revenue generating activity during the
final weeks of each quarter; and volatility in our stock price. For a detailed discussion
of these risk factors, parties that are relying on the forward-looking statements
should review our filings with the Securities and Exchange Commission, including our most
recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q
and 8-K. |
 ACI’s
software underpins electronic payments throughout retail and
wholesale banking, and commerce all
the time, without fail.
www.aciworldwide.com |