XBP Europe Holdings, Inc. (“XBP Europe” or the “Company”) (NASDAQ:
XBP), a pan-European integrator of bills, payments, and related
solutions and services seeking to enable the digital transformation
of its clients, announced today its financial results for the first
quarter ended March 31, 2024.
“We are excited to report results for our first full quarter as
a public company. Our focus on sales execution is paying off, as
evidenced by our recently announced transformation project win for
HMPO in the UK. As a result of improved operating leverage and
revenue mix shifting towards more technology, we continue to see
solid expansion of our gross margins. We are off to an encouraging
start in 2024 and well-positioned to execute on our growth
objectives,” said Andrej Jonovic, Chief Executive Officer of XBP
Europe.
● Revenue: Total Revenue was $40.4
million, a decline of 5.7% compared to $42.8 million in 1Q 2023,
primarily due to a large one-time license sale in 1Q 2023, as well
as completion of one-time projects, lower volumes, and client
contract ends, offset by positive impact of new business.
- Bills & Payments segment revenue was $28.9
million, a decline of 14.0% year-over-year, due to completion of
projects, lower volumes, and client contract ends, offset by
positive impact of newly won business, some of which is in early
stage of ramp.
- Technology segment revenue was $11.5 million,
an increase of 24.3% year-over-year, led by higher volume of
software licenses sold and an increase in technology implementation
and professional services revenue, partially offset by lower
hardware revenues and a large one-time license sale in 1Q
2023.
- Technology segment revenue was 28.4% of total revenues, an
increase from 21.6% in 1Q 2023 and 27.1% in 4Q 2023.
● Operating Income: Operating income
was $0.1 million, compared with operating loss of $1.0 million in
1Q 2023. This improvement was driven by favorable mix shift given
higher operating margins in the Technology segment, coupled with
SG&A cost optimization, which included reduced operating lease
and facility expenses in the quarter.
● Net Loss: Net loss was $2.2
million, compared with a net loss of $2.5 million in 1Q 2023. The
year-over-year decrease was primarily driven by improved operating
profit, partially offset by higher FX losses in the quarter.
● Adjusted
EBITDA(1):
Adjusted EBITDA was $1.8 million, a decrease of 23.4% compared to
$2.4 million in 1Q 2023. Adjusted EBITDA margin was 4.5%, a
decrease of 105 basis points from 5.6% in 1Q 2023.
● Capital Expenditures: Capital
expenditures were 0.1% of revenue compared to 1.5% of revenue in 1Q
2023, with the reduction primarily due to less investment in
PP&E during the quarter versus a year ago. The Company expects
to spend approximately $1.5 to $2.5 million on capital expenditures
and capitalizable contracts set-up cost over the next 12
months.
● Adequate Liquidity: The Company’s cash
and cash equivalents totaled $3.5 million as of March 31, 2024. To
fund our growth, our Secured Borrowing Facility (amended factoring
agreement) provides for sale of new receivables up to a funding
limit of €15.0 million.
Operational Highlights:
● HMPO Contract: As announced on May 2,
2024, XBP Europe was selected by His Majesty’s Passport Office
(“HMPO”) as its technology and services partner on a nationwide
project, which aims to make documents dating back to 1837 digitally
available to the General Register Office (“GRO”). The multi-year
contract in the UK has an approximate Total Contract Value (“TCV”)
of $40 million and is expected to go live by the summer of
2024.
Segment Revenue and Profitability:
|
Three months ended March 31, 2024 |
|
Bills & Payments |
|
Technology |
|
Total |
Revenue, net |
$ |
28,874 |
|
$ |
11,476 |
|
$ |
40,350 |
Cost of revenue |
25,317 |
|
5,097 |
|
30,414 |
Segment
Gross Profit |
3,557 |
|
6,379 |
|
9,936 |
|
|
|
|
|
|
|
Three months ended March 31, 2023 |
|
Bills & Payments |
|
Technology |
|
Total |
Revenue, net |
$ |
33,568 |
|
$ |
9,233 |
|
$ |
42,801 |
Cost of revenue |
28,725 |
|
4,616 |
|
33,341 |
Segment
Gross Profit |
4,843 |
|
4,617 |
|
9,460 |
Below is the note
referenced above:
(1) Adjusted EBITDA is a
non-GAAP measure. A reconciliation of Adjusted EBITDA is attached
to this release.
Supplemental Investor Presentation An investor
presentation relating to our first quarter 2024 performance is
available at investors.xbpeurope.com. This
information has also been furnished to the SEC in a current report
on Form 8-K.
About Non-GAAP Financial MeasuresThis press
release includes constant currency, EBITDA and Adjusted EBITDA,
each of which is a financial measure that is not prepared in
accordance with U.S. generally accepted accounting principles
(“GAAP”). XBP Europe believes that the presentation of these
non-GAAP financial measures will provide useful information to
investors in assessing our financial performance, results of
operations and liquidity and allows investors to better understand
the trends in our business and to better understand and compare our
results. XBP Europe’s board of directors and management use
constant currency, EBITDA and Adjusted EBITDA to assess XBP
Europe’s financial performance, because it allows them to compare
XBP Europe’s operating performance on a consistent basis across
periods by removing the effects of XBP Europe’s capital structure
(such as varying levels of debt and interest expense, as well as
transaction costs resulting from the combination with CF
Acquisition Corp. VIII. on November 29, 2023). Adjusted EBITDA also
seeks to remove the effects of restructuring and related expenses
and other similar non-routine items, some of which are outside the
control of our management team. Restructuring expenses are
primarily related to the implementation of strategic actions and
initiatives related to right sizing of the business. All of these
costs are variable and dependent upon the nature of the actions
being implemented and can vary significantly driven by business
needs. Accordingly, due to that significant variability, we exclude
these charges since we do not believe they truly reflect our past,
current or future operating performance. The constant currency
presentation excludes the impact of fluctuations in foreign
currency exchange rates. We calculate constant currency revenue on
a constant currency basis by converting our current-period local
currency revenue using the exchange rates from the corresponding
prior-period and compare these adjusted amounts to our
corresponding prior period reported results. XBP Europe does not
consider these non-GAAP measures in isolation or as an alternative
to liquidity or financial measures determined in accordance with
GAAP. A limitation of these non-GAAP financial measures is that
they exclude significant expenses and income that are required by
GAAP to be recorded in XBP Europe’s financial statements. In
addition, they are subject to inherent limitations as they reflect
the exercise of judgments by management about which expenses and
income are excluded or included in determining these non-GAAP
financial measures and therefore the basis of presentation for
these measures may not be comparable to similarly-titled measures
used by other companies. These non-GAAP financial measures are not
required to be uniformly applied, are not audited and should not be
considered in isolation or as substitutes for results prepared in
accordance with GAAP. Net loss is the GAAP measure most directly
comparable to the non-GAAP measures presented here. For
reconciliation of the comparable GAAP measures to these non-GAAP
financial measures, see the schedules attached to this release.
Forward-Looking Statements This press release
contains certain “forward-looking statements” within the meaning of
the United States Private Securities Litigation Reform Act of 1995,
Section 27A of the Securities Act of 1933, as amended (the
“Securities Act”), and Section 21E of the Exchange Act, including
certain financial forecasts and projections. All statements other
than statements of historical fact contained in this press release,
including statements as to future results of operations and
financial position, revenue and other metrics planned products and
services, business strategy and plans, objectives of management for
future operations of XBP Europe, market size and growth
opportunities, competitive position and technological and market
trends, are forward-looking statements. Some of these
forward-looking statements can be identified by the use of
forward-looking words, including “may,” “should,” “expect,”
“intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,”
“plan,” “targets,” “projects,” “could,” “would,” “continue,”
“forecast” or the negatives of these terms or variations of them or
similar expressions. All forward-looking statements are subject to
risks, uncertainties, and other factors which could cause actual
results to differ materially from those expressed or implied by
such forward-looking statements. All forward-looking statements are
based upon estimates, forecasts and assumptions that, while
considered reasonable by XBP Europe and its management, as the case
may be, are inherently uncertain and many factors may cause the
actual results to differ materially from current expectations which
include, but are not limited to: (1) the outcome of any legal
proceedings that may be instituted against XBP Europe or others and
any definitive agreements with respect thereto; (2) the inability
to meet the continued listing standards of Nasdaq or another
securities exchange; (3) the risk that the business combination
disrupts current plans and operations of XBP Europe and its
subsidiaries; (4) the inability to recognize the anticipated
benefits of the business combination, which may be affected by,
among other things, competition, the ability of XBP Europe and its
subsidiaries to grow and manage growth profitably, maintain
relationships with customers and suppliers and retain its
management and key employees; (5) costs related to the business
combination; (6) changes in applicable laws or regulations; (7) the
possibility that XBP Europe or any of its subsidiaries may be
adversely affected by other economic, business and/or competitive
factors; (8) risks related to XBP Europe’s potential inability to
achieve or maintain profitability and generate cash; (9) the impact
of the COVID-19 pandemic, including any mutations or variants
thereof, and its effect on business and financial conditions; (10)
volatility in the markets caused by geopolitical and economic
factors; (11) the ability of XBP Europe to retain existing clients;
(12) the potential inability of XBP Europe to manage growth
effectively; (13) the ability to recruit, train and retain
qualified personnel, and (14) other risks and uncertainties set
forth in the sections entitled “Risk Factors” and “Cautionary Note
Regarding Forward-Looking Statements” in the Annual Reports on Form
10-K filed on April 1, 2024 and, our subsequent quarterly reports
on Form 10-Q and our current reports on Form 8-K as filed with the
Securities and Exchange Commission (the “SEC”). These filings
identify and address other important risks and uncertainties that
could cause actual events and results to differ materially from
those contained in the forward-looking statements. Nothing in this
press release should be regarded as a representation by any person
that the forward-looking statements set forth herein will be
achieved or that any of the contemplated results of such
forward-looking statements will be achieved. Readers should not
place undue reliance on forward-looking statements, which speak
only as of the date they are made. XBP Europe gives no assurance
that either XBP Europe or any of its subsidiaries will achieve its
expected results. XBP Europe undertakes no duty to update these
forward-looking statements, except as otherwise required by
law.
About XBP EuropeXBP Europe is a pan-European
integrator of bills, payments and related solutions and services
seeking to enable digital transformation of its more than 2,000
clients. The Company’s name – ‘XBP’ stands for ‘exchange for bills
and payments’ and reflects the Company’s strategy to connect buyers
and suppliers, across industries, including banking, healthcare,
insurance, utilities and the public sector, to optimize clients’
bills and payments and related digitization processes. The Company
provides business process management solutions with proprietary
software suites and deep domain expertise, serving as a technology
and services partner for its clients. Its cloud-based structure
enables it to deploy its solutions across the European market,
along with the Middle East and Africa. The physical footprint of
XBP Europe spans 15 countries and 32 locations and a team of
approximately 1,500 individuals. XBP Europe believes its business
ultimately advances digital transformation, improves market wide
liquidity by expediting payments, and encourages sustainable
business practices. For more information, please visit:
www.xbpeurope.com.
For more XBP Europe news, commentary, and industry
perspectives, visit: https://www.xbpeurope.com/
And please follow us on social: X:
https://X.com/XBPEurope LinkedIn:
https://www.linkedin.com/company/xbp-europe/
The information posted on XBP Europe's website and/or via its
social media accounts may be deemed material to investors.
Accordingly, investors, media and others interested in XBP Europe
should monitor XBP Europe’s website and its social media accounts
in addition to XBP Europe’s press releases, SEC filings and public
conference calls and webcasts. Investor and/or Media Contacts:
investors@xbpeurope.com
XBP Europe
Holdings, Inc.Condensed Consolidated Balance
SheetsAs of March 31, 2024 and December 31,
2023(in thousands of United States dollars except share
and per share amounts)
|
|
|
|
|
|
|
|
|
March 31, |
|
December 31, |
|
|
2024 |
|
2023 |
ASSETS |
|
|
|
|
|
|
Current
assets |
|
|
|
|
|
|
Cash and cash
equivalents |
|
$ |
3,501 |
|
$ |
6,905 |
Accounts
receivable, net of allowance for credit losses of $1,489 and
$1,272, respectively |
|
|
30,945 |
|
|
30,795 |
Inventories,
net |
|
|
4,738 |
|
|
4,740 |
Prepaid
expenses and other current assets |
|
|
8,488 |
|
|
7,427 |
Total current assets |
|
|
47,672 |
|
|
49,867 |
Property,
plant and equipment, net of accumulated depreciation of $42,840 and
$42,990, respectively |
|
|
13,338 |
|
|
13,999 |
Operating
lease right-of-use assets, net |
|
|
6,940 |
|
|
6,865 |
Goodwill |
|
|
22,383 |
|
|
22,910 |
Intangible
assets, net |
|
|
1,285 |
|
|
1,498 |
Deferred
income tax assets |
|
|
6,686 |
|
|
6,861 |
Other
noncurrent assets |
|
|
831 |
|
|
739 |
Total assets |
|
$ |
99,135 |
|
$ |
102,739 |
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
Current
liabilities |
|
|
|
|
|
|
Accounts
payable |
|
$ |
15,599 |
|
$ |
14,414 |
Related party
payables |
|
|
11,766 |
|
|
13,350 |
Accrued
liabilities |
|
|
23,319 |
|
|
24,742 |
Accrued
compensation and benefits |
|
|
16,288 |
|
|
16,583 |
Customer
deposits |
|
|
329 |
|
|
536 |
Deferred
revenue |
|
|
6,403 |
|
|
6,004 |
Current
portion of finance lease liabilities |
|
|
538 |
|
|
638 |
Current
portion of operating lease liabilities |
|
|
1,950 |
|
|
1,941 |
Current
portion of long-term debts |
|
|
4,650 |
|
|
3,863 |
Total current liabilities |
|
|
80,842 |
|
|
82,071 |
Related party
notes payable |
|
|
1,518 |
|
|
1,542 |
Long-term
debt, net of current maturities |
|
|
12,607 |
|
|
12,763 |
Finance lease
liabilities, net of current portion |
|
|
8 |
|
|
23 |
Pension
liabilities |
|
|
11,627 |
|
|
12,208 |
Operating
lease liabilities, net of current portion |
|
|
5,178 |
|
|
5,065 |
Other
long-term liabilities |
|
|
1,563 |
|
|
1,635 |
Total liabilities |
|
$ |
113,343 |
|
$ |
115,307 |
Commitments
and Contingencies (Note 12) |
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
Preferred
stock, par value of $0.0001 per share; 10,000,000 shares
authorized; none issued and outstanding as of
March 31, 2024 and December 31, 2023,
respectively |
|
|
— |
|
|
— |
Common Stock,
par value of $0.0001 per share; 160,000,000 shares authorized;
30,166,102 shares issued and outstanding as of
March 31, 2024 and December 31, 2023,
respectively |
|
|
30 |
|
|
30 |
Accumulated
deficit |
|
|
(13,547) |
|
|
(11,339) |
Accumulated
other comprehensive loss: |
|
|
|
|
|
|
Foreign
currency translation adjustment |
|
|
(1,138) |
|
|
(1,416) |
Unrealized
pension actuarial gains, net of tax |
|
|
447 |
|
|
157 |
Total
accumulated other comprehensive loss |
|
|
(691) |
|
|
(1,259) |
Total stockholders’ deficit |
|
|
(14,208) |
|
|
(12,568) |
Total liabilities and stockholders’ deficit |
|
$ |
99,135 |
|
$ |
102,739 |
XBP Europe
Holdings, Inc.Condensed Consolidated
Statements of OperationsFor the three months
ended March 31, 2024 and 2023(in thousands of
United States dollars except share and per share amounts)
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
|
|
2024 |
|
2023 |
Revenue,
net |
|
$ |
40,284 |
|
$ |
42,778 |
Related party
revenue, net |
|
|
66 |
|
|
23 |
Cost of revenue
(exclusive of depreciation and amortization) |
|
|
30,396 |
|
|
33,290 |
Related party
cost of revenue |
|
|
18 |
|
|
51 |
Selling,
general and administrative expenses (exclusive of depreciation and
amortization) |
|
|
7,946 |
|
|
8,414 |
Related party
expense |
|
|
962 |
|
|
1,165 |
Depreciation
and amortization |
|
|
957 |
|
|
910 |
Operating profit (loss) |
|
|
71 |
|
|
(1,029) |
Other
expense (income), net |
|
|
|
|
|
|
Interest
expense, net |
|
|
1,427 |
|
|
1,253 |
Related party
interest income, net |
|
|
19 |
|
|
45 |
Foreign
exchange losses, net |
|
|
832 |
|
|
279 |
Changes in fair
value of warrant liability |
|
|
(37) |
|
|
— |
Pension income,
net |
|
|
(422) |
|
|
(192) |
Net
loss before income taxes |
|
|
(1,748) |
|
|
(2,414) |
Income tax
expense |
|
|
460 |
|
|
92 |
Net
loss |
|
$ |
(2,208) |
|
$ |
(2,506) |
Loss
per share: |
|
|
|
|
|
|
Basic and diluted |
|
$ |
(0.07) |
|
$ |
(0.11) |
XBP Europe
Holdings, Inc.Condensed Consolidated
Statements of Cash FlowsFor the three months
ended March 31, 2024 and 2023(in thousands of United
States dollars)
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
|
|
2024 |
|
2023 |
Cash
flows from operating activities |
|
|
|
|
|
|
Net loss |
|
$ |
(2,208) |
|
$ |
(2,506) |
Adjustments to
reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
Depreciation |
|
|
776 |
|
|
814 |
Amortization of intangible assets |
|
|
181 |
|
|
130 |
Credit loss expense |
|
|
217 |
|
|
29 |
Changes in fair value of warrant liability |
|
|
(37) |
|
|
— |
Unrealized foreign currency losses |
|
|
759 |
|
|
592 |
Change in deferred income taxes |
|
|
44 |
|
|
45 |
|
|
|
|
|
|
|
Change in operating assets and liabilities |
|
|
|
|
|
|
Accounts receivable |
|
|
(1,160) |
|
|
2,114 |
Inventories |
|
|
(102) |
|
|
323 |
Prepaid expense and other assets |
|
|
(1,342) |
|
|
(822) |
Accounts payable |
|
|
1,463 |
|
|
(2,488) |
Related parties payable |
|
|
(1,711) |
|
|
(1,473) |
Accrued expenses and other liabilities |
|
|
(791) |
|
|
(2,416) |
Deferred revenue |
|
|
492 |
|
|
1,550 |
Customer deposits |
|
|
(191) |
|
|
(639) |
|
|
|
|
|
|
|
Net cash
used in operating activities |
|
|
(3,610) |
|
|
(4,747) |
|
|
|
|
|
|
|
Cash
flows from investing activities |
|
|
|
|
|
|
Purchase of property, plant and equipment |
|
|
(385) |
|
|
(622) |
|
|
|
|
|
|
|
Net cash
used in investing activities |
|
|
(385) |
|
|
(622) |
|
|
|
|
|
|
|
Cash
flows from financing activities |
|
|
|
|
|
|
Borrowings under secured borrowing facility |
|
|
37 |
|
|
32,080 |
Principal repayment on borrowings under secured borrowing
facility |
|
|
— |
|
|
(31,325) |
Principal payments on long-term obligations |
|
|
(235) |
|
|
(225) |
Proceeds from Secured Credit Facility |
|
|
976 |
|
|
— |
Principal payments on finance leases |
|
|
(100) |
|
|
(196) |
|
|
|
|
|
|
|
Net cash
provided by financing activities |
|
|
678 |
|
|
334 |
|
|
|
|
|
|
|
Effect of
exchange rates on cash and cash equivalents |
|
|
(87) |
|
|
(158) |
Net
decrease in cash and cash equivalents |
|
|
(3,404) |
|
|
(5,193) |
|
|
|
|
|
|
|
Cash and
equivalents, beginning of period |
|
|
6,905 |
|
|
7,473 |
Cash and
equivalents, end of period |
|
$ |
3,501 |
|
$ |
2,280 |
|
|
|
|
|
|
|
Supplemental cash flow data: |
|
|
|
|
|
|
Income tax
payments, net of refunds received |
|
|
(16) |
|
|
493 |
Interest
paid |
|
|
534 |
|
|
433 |
XBP Europe Holdings,
Inc.Schedule 1: Reconciliation of Adjusted EBITDA
and constant currency revenues
Reconciliation of Non-GAAP Financial Measures to GAAP
Measures |
|
|
|
|
|
|
|
Non-GAAP constant currency revenue
reconciliation |
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, |
($ in thousands) |
|
2024 |
|
2023 |
|
|
|
|
|
Revenues, as reported (GAAP) |
|
40,350 |
|
42,801 |
Foreign
currency exchange impact (1) |
|
(673) |
|
|
Revenues, at constant currency (Non-GAAP) |
|
39,677 |
|
42,801 |
|
|
|
|
|
|
|
|
|
|
Reconciliation of Adjusted EBITDA |
|
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, |
($ in thousands) |
|
2024 |
|
2023 |
|
|
|
|
|
Net
loss (GAAP) |
|
(2,208) |
|
(2,506) |
Income tax
expenses |
|
460 |
|
92 |
Interest expense including related party interest expense, net |
1,446 |
|
1,298 |
Depreciation
and amortization |
|
957 |
|
910 |
EBITDA
(Non-GAAP) |
|
655 |
|
(206) |
Restructuring
and related expenses (2) |
|
332 |
|
818 |
Related party
management fee and royalties |
|
- |
|
401 |
Foreign
exchange losses, net |
|
832 |
|
279 |
Changes in
fair value of warrant liability |
|
(37) |
|
- |
Transaction
Fees (3) |
|
49 |
|
1,099 |
Adjusted EBITDA (Non-GAAP)
(4) |
|
1,831 |
|
2,391 |
(1) Constant currency excludes the impact of
foreign currency fluctuations and is computed by applying the
average exchange rates for the quarter ended March 31, 2023, to the
revenues during the corresponding period in
2024.(2) Adjustment represents costs associated
with restructuring, including employee severance and vendor and
lease termination costs.(3) Represents transaction
costs incurred as part of the Business
Combination.(4) Supplemental financial measures
that are not required by, or presented in accordance with,
accounting principles generally accepted in the United States
(“GAAP”). These non-GAAP financial measures should not be
considered as alternatives to operating or net income or cash flows
from operating activities, in each case determined in accordance
with GAAP. These non-GAAP financial measures are among the
indicators used by management to measure the performance of the
Company’s operations, and also among the criteria upon which
performance-based compensation may be based. Adjusted EBITDA also
is used by our lenders for debt covenant compliance
purposes.Similar non-GAAP financial measures may be calculated
differently by other companies, including other companies in our
industry, limiting their usefulness as comparative measures.
Because of these limitations, you should consider the non-GAAP
financial measures alongside other performance measures and
liquidity measures, including operating income, various cash flow
metrics, net income and our other GAAP results.
Source: XBP Europe Holdings, Inc.
XBP Europe (NASDAQ:XBPEW)
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