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ACI Worldwide(ACIW) - 2025 Q2 - Quarterly Report

PART I – FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS (unaudited) This section presents ACI Worldwide's unaudited condensed consolidated financial statements, including balance sheets, income statements, cash flows, and detailed notes Condensed Consolidated Balance Sheets The condensed consolidated balance sheets show the company's financial position as of June 30, 2025, compared to December 31, 2024, highlighting changes in assets, liabilities, and stockholders' equity | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------------- | :----------------------------- | :------------------------------- | | Total Assets | $3,138,283 | $3,025,293 | | Total Liabilities | $1,744,785 | $1,600,966 | | Total Stockholders' Equity | $1,393,498 | $1,424,327 | - Total assets increased by $112.99 million, primarily driven by an increase in current assets, notably settlement assets - Total liabilities increased by $143.82 million, mainly due to higher current liabilities, particularly settlement liabilities - Total stockholders' equity decreased by $30.83 million, influenced by treasury stock repurchases partially offset by retained earnings growth Condensed Consolidated Statements of Operations The condensed consolidated statements of operations detail the company's revenues, operating expenses, and net income for the three and six months ended June 30, 2025, compared to the same periods in 2024 | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change (YoY) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (YoY) | | :-------------------- | :--------------------------- | :--------------------------- | :----------- | :--------------------------- | :--------------------------- | :----------- | | Total Revenues | $401,258 | $373,479 | +7.44% | $795,823 | $689,498 | +15.42% | | Operating Income | $34,858 | $53,701 | -35.09% | $93,374 | $63,261 | +47.61% | | Net Income | $12,202 | $30,887 | -60.49% | $71,072 | $23,136 | +207.11% | | Basic EPS | $0.12 | $0.29 | -58.62% | $0.68 | $0.22 | +209.09% | | Diluted EPS | $0.12 | $0.29 | -58.62% | $0.67 | $0.22 | +204.55% | - Net income for the three months ended June 30, 2025, decreased significantly by 60.49% year-over-year, while for the six months, it increased by 207.11% year-over-year16 - Total revenues showed consistent growth, increasing by 7.44% for the three-month period and 15.42% for the six-month period16 Condensed Consolidated Statements of Comprehensive Income (Loss) This statement presents the net income and other comprehensive income (loss) components, primarily foreign currency translation adjustments, to arrive at total comprehensive income for the three and six months ended June 30, 2025 and 2024 | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change (YoY) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (YoY) | | :-------------------- | :--------------------------- | :--------------------------- | :----------- | :--------------------------- | :--------------------------- | :----------- | | Net Income | $12,202 | $30,887 | -60.49% | $71,072 | $23,136 | +207.11% | | Foreign Currency Translation Adjustments | $14,651 | $(2,208) | +763.54% | $22,530 | $(4,612) | +588.55% | | Comprehensive Income | $26,853 | $28,679 | -6.43% | $93,602 | $18,524 | +405.31% | - Foreign currency translation adjustments significantly improved, moving from a loss in 2024 to a gain in 2025 for both three and six-month periods, positively impacting comprehensive income18 Condensed Consolidated Statements of Stockholders' Equity These statements detail the changes in each component of stockholders' equity, including common stock, additional paid-in capital, retained earnings, treasury stock, and accumulated other comprehensive loss, for the three and six months ended June 30, 2025 and 2024 | Metric (in thousands) | Balance as of Dec 31, 2024 | 6 Months Ended June 30, 2025 | Balance as of June 30, 2025 | | :-------------------- | :------------------------- | :--------------------------- | :-------------------------- | | Common Stock | $702 | $0 | $702 | | Additional Paid-in Capital | $731,927 | $1,615 | $733,542 | | Retained Earnings | $1,598,085 | $71,072 | $1,669,157 | | Treasury Stock | $(784,914) | $(126,046) | $(910,960) | | Accumulated Other Comprehensive Loss | $(121,473) | $22,530 | $(98,943) | | Total Stockholders' Equity | $1,424,327 | $(30,829) | $1,393,498 | - The company repurchased 2,713,799 shares of common stock for $134.656 million during the six months ended June 30, 2025, contributing to the decrease in total stockholders' equity23 - Net income of $71.072 million for the six months ended June 30, 2025, increased retained earnings23 Condensed Consolidated Statements of Cash Flows The condensed consolidated statements of cash flows provide a summary of cash generated from or used in operating, investing, and financing activities for the six months ended June 30, 2025, compared to the same period in 2024 | Metric (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (YoY) | | :-------------------- | :--------------------------- | :--------------------------- | :----------- | | Net Cash Flows from Operating Activities | $128,018 | $178,258 | -28.18% | | Net Cash Flows from Investing Activities | $29,553 | $(23,978) | +223.24% | | Net Cash Flows from Financing Activities | $(129,543) | $(170,273) | +23.92% | | Net Increase (Decrease) in Cash and Cash Equivalents | $33,937 | $(14,703) | +331.09% | | Cash and Cash Equivalents, End of Period | $298,955 | $224,118 | +33.39% | - Cash flows from operating activities decreased by $50.24 million, primarily due to lower customer receipt collections and higher income taxes paid, partially offset by improved profitability27190 - Cash flows from investing activities significantly improved, turning from a net outflow of $23.98 million in 2024 to a net inflow of $29.55 million in 2025, driven by proceeds from the sale of an equity investment27193 - Cash flows from financing activities showed a reduced net outflow, primarily due to proceeds from the revolving credit facility and term loans, partially offset by the redemption of 2026 Notes and common stock repurchases27195 Notes to Condensed Consolidated Financial Statements This section provides detailed notes on accounting policies, revenue, debt, intangible assets, stock compensation, segment information, and income taxes 1. Condensed Consolidated Financial Statements This note outlines the basis of presentation for the unaudited financial statements, including accounting policies, estimates, and the sale of an equity investment | Other Current Liabilities (in thousands) | June 30, 2025 | December 31, 2024 | | :--------------------------------------- | :------------ | :---------------- | | Vendor financed licenses | $16,155 | $14,462 | | Operating lease liabilities | $8,559 | $9,265 | | Income taxes payable | $3,347 | $3,284 | | Accrued interest | $1,124 | $8,810 | | Other | $35,441 | $37,987 | | Total other current liabilities | $64,626 | $73,808 | - The company sold its 30% equity interest in an Indian payment technology company for $46.0 million in March 2025, recognizing a gain of $25.9 million41 - Goodwill balance as of June 30, 2025, was $1.2 billion, allocated $809.0 million to Payment Software and $417.0 million to Biller, following a realignment of reporting units39 2. Revenue This note details the company's revenue recognition policies in accordance with ASC 606, including the composition of total receivables, changes in deferred revenue, and revenue allocated to remaining performance obligations | Receivables (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------------- | :------------ | :---------------- | | Billed receivables, net | $172,985 | $196,728 | | Current accrued receivables, net | $225,179 | $217,671 | | Long-term accrued receivables, net | $345,608 | $360,079 | | Total receivables, net | $743,772 | $774,478 | | Deferred Revenue (in thousands) | Amount | | :------------------------------ | :----- | | Balance, December 31, 2024 | $94,723 | | Deferral of revenue | $62,708 | | Recognition of deferred revenue | $(70,348) | | Foreign currency translation | $2,540 | | Balance, June 30, 2025 | $89,623 | - Revenue allocated to remaining performance obligations was $724.0 million as of June 30, 2025, with approximately 52% expected to be recognized over the next 12 months48 3. Debt This note provides details on the company's debt structure, including the Credit Agreement, Senior Notes, and an overdraft facility. It highlights the redemption of the 2026 Notes and the issuance of an Incremental Term Loan | Debt (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------ | :------------ | :---------------- | | Term loans | $643,750 | $462,500 | | Revolving credit facility | $260,000 | $70,000 | | 5.750% Senior notes, due August 2026 | $0 | $400,000 | | Debt issuance costs | $(5,729) | $(7,923) | | Total debt | $898,021 | $924,577 | - On June 18, 2025, the company redeemed in full its outstanding 5.750% Senior Notes due 2026, which had a principal amount of $400.0 million3761 - An Incremental Term Loan of $200.0 million was entered into on June 18, 2025, under the Credit Facility53 - The company was in compliance with all financial debt covenants as of June 30, 202562 4. Software and Other Intangible Assets This note provides information on the carrying amounts and accumulated amortization of the company's software and other intangible assets, along with estimated future amortization expenses | Asset Category (in thousands) | June 30, 2025 Net Balance | December 31, 2024 Net Balance | | :---------------------------- | :------------------------ | :-------------------------- | | Software for internal use | $88,574 | $92,893 | | Customer relationships | $156,538 | $165,377 | | Amortization Expense (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :---------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Software for internal use | $15,600 | $15,800 | $31,200 | $31,300 | | Other intangible assets | $5,300 | $8,200 | $10,500 | $16,700 | - Estimated future amortization expense for software and other intangible assets totals $88.574 million and $156.538 million, respectively, as of June 30, 202568 5. Stock-Based Compensation Plans This note details the company's stock-based compensation plans, including activity for employee stock purchase plans, stock options, performance share awards (TSRs), and restricted share units (RSUs), along with associated compensation expenses | Stock-Based Compensation Expense (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :---------------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Stock-based compensation expense | $16,400 | $10,700 | $28,000 | $18,800 | | Corresponding tax benefits | $2,600 | $1,700 | $4,400 | $3,100 | - Unrecognized compensation expense as of June 30, 2025, was $77.6 million for RSUs (weighted average period of 2.2 years) and $30.2 million for TSRs (weighted average period of 1.7 years)74 - During the six months ended June 30, 2025, 507,754 TSRs granted in fiscal 2022 vested at a 200% payout rate, and 674,034 RSUs vested7273 6. Common Stock and Treasury Stock This note outlines the company's stock repurchase program, including the number of shares repurchased and the remaining authorized amount - The company repurchased 2,713,799 shares for $134.7 million during the six months ended June 30, 202577 - As of June 30, 2025, the maximum remaining amount authorized for purchase under the stock repurchase program was $223.5 million77 - Since the program's inception, the company has repurchased 65,581,636 shares for approximately $1.2 billion77 7. Earnings Per Share This note provides the reconciliation of weighted average shares outstanding used to compute basic and diluted earnings per share | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Basic weighted average shares outstanding | 104,376 | 105,395 | 104,860 | 106,097 | | Dilutive effect of stock options, RSUs, and contingently issuable shares | 727 | 771 | 1,100 | 718 | | Diluted weighted average shares outstanding | 105,103 | 106,166 | 105,960 | 106,815 | - The diluted EPS computation excluded 2.0 million and 1.7 million anti-dilutive options, RSUs, and contingently issuable shares for the three and six months ended June 30, 2025, respectively80 8. Other, Net This note details the components of 'Other, net' income or expense, primarily foreign currency transaction gains/losses, gain on sale of equity investment, and loss on extinguishment of debt | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Foreign currency transaction gains (losses) | $(5,300) | $16 | $(7,487) | $(2,019) | | Gain on sale of equity investment | $0 | $0 | $25,927 | $0 | | Loss on extinguishment of debt | $(1,093) | $0 | $(1,093) | $0 | | Equity investment earnings | $0 | $1,140 | $0 | $1,150 | | Total other, net | $(6,393) | $1,156 | $17,347 | $(869) | - A significant gain of $25.9 million from the sale of an equity investment contributed to a positive 'Other, net' for the six months ended June 30, 202582 - A $1.1 million loss on extinguishment of debt was recorded due to the redemption of the 2026 Notes82 9. Segment Information This note details the company's segment reporting structure, which was realigned in 2025 into two operating segments: Payment Software and Biller. It provides financial data, including revenue and Segment Adjusted EBITDA, for each segment - In 2025, the company realigned its segment reporting to Payment Software (including bank and merchant customers) and Biller, with the CEO acting as the chief operating decision maker8384 | Segment Revenue (in thousands) | 3 Months Ended June 30, 2025 Revenue | 3 Months Ended June 30, 2024 Revenue | 6 Months Ended June 30, 2025 Revenue | 6 Months Ended June 30, 2024 Revenue | | :----------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Payment Software | $179,343 | $181,666 | $380,068 | $322,823 | | Biller | $221,915 | $191,813 | $415,755 | $366,675 | | Total Revenue | $401,258 | $373,479 | $795,823 | $689,498 | | Segment Adjusted EBITDA (in thousands) | 3 Months Ended June 30, 2025 Adj. EBITDA | 3 Months Ended June 30, 2024 Adj. EBITDA | 6 Months Ended June 30, 2025 Adj. EBITDA | 6 Months Ended June 30, 2024 Adj. EBITDA | | :------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Payment Software | $83,278 | $94,587 | $189,839 | $146,876 | | Biller | $39,785 | $37,435 | $70,680 | $68,172 | | Total Segment Adjusted EBITDA | $123,063 | $132,022 | $260,519 | $215,048 | - Payment Software Segment Adjusted EBITDA decreased by $11.3 million for the three months ended June 30, 2025, but increased by $43.0 million for the six months, driven by revenue growth in license and capacity178180 - Biller Segment Adjusted EBITDA increased by $2.4 million for the three months and $2.5 million for the six months ended June 30, 2025, primarily due to revenue increases offset by higher payment card interchange and processing fees179181 10. Income Taxes This note provides information on the company's effective tax rates, unrecognized tax benefits, and the potential impact of new tax legislation | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :----- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Effective Tax Rate | 32% | 23% | 21% | 30% | - The effective tax rate for the three months ended June 30, 2025, was 32%, compared to 23% in the prior year, while for the six months, it was 21% compared to 30%99100 - Unrecognized tax benefits for uncertain tax positions were $21.0 million as of June 30, 2025, with a potential decrease of $0.8 million within the next 12 months102 - The company is assessing the impact of the recently enacted One Big Beautiful Bill Act (OBBBA) on its consolidated financial statements103 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This section provides management's analysis of the company's financial condition, operational results, liquidity, and critical accounting estimates Forward-Looking Statements This subsection provides a cautionary statement regarding forward-looking statements in the report, emphasizing that actual results may differ materially due to various risks and uncertainties - Forward-looking statements are based on current expectations and involve risks and uncertainties, and actual future results may vary materially105106 - The company disclaims any obligation to update forward-looking statements, except as required by law106 Overview This section provides an overview of ACI Worldwide's global payments technology business and key market trends influencing its operations - ACI Worldwide delivers software solutions for intelligent payments orchestration, serving banks, merchants, and billers globally109110 - Key trends impacting strategies include increasing digital payment transaction volumes, adoption of real-time payments (e.g., FedNow, UPI), cloud technology adoption, payments intelligence/fraud prevention, omni-commerce, and open banking113114115116117118 - The company aims for growth through organic sources, partnerships, alliances, and strategic acquisitions119 Backlog This section presents the company's 60-month backlog estimate, categorized into Committed and Renewal Backlog, and outlines the key assumptions and exclusions used in its calculation | Backlog (in millions) | June 30, 2025 | March 31, 2025 | December 31, 2024 | | :-------------------- | :------------ | :------------- | :---------------- | | Payment Software | $3,333 | $3,142 | $3,102 | | Biller | $3,712 | $3,597 | $3,604 | | Total | $7,045 | $6,739 | $6,706 | | Backlog Type (in millions) | June 30, 2025 | March 31, 2025 | December 31, 2024 | | :------------------------- | :------------ | :------------- | :---------------- | | Committed | $2,321 | $2,257 | $2,413 | | Renewal | $4,724 | $4,482 | $4,293 | | Total | $7,045 | $6,739 | $6,706 | - Total 60-month backlog increased to $7,045 million as of June 30, 2025, from $6,706 million at December 31, 2024, driven by growth in both Payment Software and Biller segments, particularly in Renewal Backlog124 RESULTS OF OPERATIONS This section analyzes the company's financial performance, comparing revenues, expenses, and net income for the three and six months ended June 30, 2025 and 2024 Three Month Period Ended June 30, 2025 Compared to the Three Month Period Ended June 30, 2024 This subsection analyzes the financial results for the three months ended June 30, 2025, compared to the same period in 2024, detailing changes in revenue streams, operating expenses, and net income | Metric (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | :--------- | | Total Revenues | $401,258 | $373,479 | $27,779 | 7% | | Operating Income | $34,858 | $53,701 | $(18,843) | (35)% | | Net Income | $12,202 | $30,887 | $(18,685) | (60)% | - Total revenue increased by $27.8 million (7%) year-over-year, with a $1.4 million positive impact from foreign currency strengthening128 - Operating income decreased by $18.8 million (35%) and net income decreased by $18.7 million (60%), primarily due to higher operating expenses, including cost reduction strategies and increased personnel/professional fees127142151 Revenues (Three Months) Revenue analysis for the three months ended June 30, 2025, showing growth in SaaS/PaaS and Maintenance, offset by decreases in License and Services revenue | Revenue Type (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------------- | :------------ | :------------ | :--------- | :--------- | | SaaS and PaaS | $271,258 | $235,399 | $35,859 | 15% | | License | $56,711 | $65,582 | $(8,871) | (14)% | | Maintenance | $50,421 | $48,733 | $1,688 | 3% | | Services | $22,868 | $23,765 | $(897) | (4)% | - SaaS and PaaS revenue increased by $35.9 million (15%), driven by new customer go-lives and higher transaction volumes130135 - License revenue decreased by $8.9 million (14%) due to license renewal timing and the relative size of new license and capacity events133 - Maintenance revenue increased by $1.7 million (3%), primarily due to consumer price index uplifts on contracted maintenance134136 Operating Expenses (Three Months) Analysis of operating expenses for the three months ended June 30, 2025, showing increases in Cost of Revenue, R&D, Selling and Marketing, and General and Administrative, partially offset by a decrease in Depreciation and Amortization | Expense Type (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------------- | :------------ | :------------ | :--------- | :--------- | | Cost of Revenue | $234,800 | $203,238 | $31,562 | 16% | | Research and Development | $41,107 | $35,410 | $5,697 | 16% | | Selling and Marketing | $28,741 | $28,551 | $190 | 1% | | General and Administrative | $37,651 | $24,993 | $12,658 | 51% | | Depreciation and Amortization | $24,101 | $27,586 | $(3,485) | (13)% | - Cost of revenue increased by $31.6 million (16%), mainly due to higher payment card interchange and personnel expenses141143 - General and administrative expenses surged by $12.7 million (51%), including $5.1 million for cost reduction strategies and higher personnel and professional fees148151 - Depreciation and amortization decreased by $3.5 million (13%) due to fully amortized intangibles149 Other Income and Expense (Three Months) Review of other income and expense items for the three months ended June 30, 2025, including interest expense, interest income, and other net items | Metric (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | :--------- | | Interest Expense | $(14,527) | $(18,471) | $3,944 | (21)% | | Interest Income | $3,934 | $3,953 | $(19) | 0% | | Other, Net | $(6,393) | $1,156 | $(7,549) | (653)% | - Interest expense decreased by $3.9 million (21%) due to lower comparative debt balances and decreased interest rates152 - Other, net shifted from an income of $1.2 million in 2024 to an expense of $6.4 million in 2025, primarily due to foreign currency transaction losses and a $1.1 million loss on extinguishment of debt154 Income Taxes (Three Months) Brief reference to income tax details provided in Note 10 of the financial statements - Income tax expense for the three months ended June 30, 2025, was $5.67 million, down from $9.45 million in the prior year127 - The effective tax rate for the three months ended June 30, 2025, was 32%99 Six Month Period Ended June 30, 2025 Compared to the Six Month Period Ended June 30, 2024 This subsection analyzes the financial results for the six months ended June 30, 2025, compared to the same period in 2024, detailing changes in revenue streams, operating expenses, and net income | Metric (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | :--------- | | Total Revenues | $795,823 | $689,498 | $106,325 | 15% | | Operating Income | $93,374 | $63,261 | $30,113 | 48% | | Net Income | $71,072 | $23,136 | $47,936 | 207% | - Total revenue increased by $106.3 million (15%) year-over-year, with foreign currency impact being not meaningful158 - Operating income increased by $30.1 million (48%) and net income significantly increased by $47.9 million (207%), driven by strong revenue growth and a positive shift in 'Other, net' income157175 Revenues (Six Months) Revenue analysis for the six months ended June 30, 2025, showing strong growth across all revenue streams, particularly in License revenue | Revenue Type (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------------- | :------------ | :------------ | :--------- | :--------- | | SaaS and PaaS | $508,341 | $451,131 | $57,210 | 13% | | License | $141,204 | $95,555 | $45,649 | 48% | | Maintenance | $99,063 | $96,487 | $2,576 | 3% | | Services | $47,215 | $46,325 | $890 | 2% | - License revenue increased significantly by $45.6 million (48%), driven by the relative size of new license and capacity events160164 - SaaS and PaaS revenue increased by $57.2 million (13%), primarily due to new customer go-lives and higher transaction volumes159164 Operating Expenses (Six Months) Analysis of operating expenses for the six months ended June 30, 2025, showing increases across most categories, particularly Cost of Revenue and General and Administrative, with a decrease in Depreciation and Amortization | Expense Type (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------------- | :------------ | :------------ | :--------- | :--------- | | Cost of Revenue | $448,178 | $394,345 | $53,833 | 14% | | Research and Development | $80,015 | $70,403 | $9,612 | 14% | | Selling and Marketing | $60,927 | $55,301 | $5,626 | 10% | | General and Administrative | $65,243 | $50,993 | $14,250 | 28% | | Depreciation and Amortization | $48,086 | $55,195 | $(7,109) | (13)% | - Cost of revenue increased by $53.8 million (14%), primarily due to higher payment card interchange and personnel expenses166173 - General and administrative expenses increased by $14.3 million (28%), driven by higher personnel and professional fees, including a $6.1 million increase in stock-based compensation169174 - Depreciation and amortization decreased by $7.1 million (13%) due to fully amortized intangibles170 Other Income and Expense (Six Months) Review of other income and expense items for the six months ended June 30, 2025, highlighting a significant gain from the sale of an equity investment | Metric (in thousands) | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | :--------- | | Interest Expense | $(29,210) | $(37,481) | $8,271 | (22)% | | Interest Income | $7,998 | $7,962 | $36 | 0% | | Other, Net | $17,347 | $(869) | $18,216 | 2096% | - Interest expense decreased by $8.3 million (22%) due to lower comparative debt balances and decreased interest rates171 - Other, net significantly improved from an expense of $0.9 million in 2024 to an income of $17.3 million in 2025, primarily driven by a $25.9 million gain on the sale of an equity method investment175 Income Taxes (Six Months) Brief reference to income tax details provided in Note 10 of the financial statements - Income tax expense for the six months ended June 30, 2025, was $18.44 million, up from $9.74 million in the prior year157 - The effective tax rate for the six months ended June 30, 2025, was 21%99 Segment Results This section summarizes the financial performance of the Payment Software and Biller segments, highlighting changes in revenue and Segment Adjusted EBITDA for both the three and six-month periods | Segment (in thousands) | 3 Months Ended June 30, 2025 Revenue | 3 Months Ended June 30, 2024 Revenue | 6 Months Ended June 30, 2025 Revenue | 6 Months Ended June 30, 2024 Revenue | | :--------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Payment Software | $179,343 | $181,666 | $380,068 | $322,823 | | Biller | $221,915 | $191,813 | $415,755 | $366,675 | | Segment (in thousands) | 3 Months Ended June 30, 2025 Adj. EBITDA | 3 Months Ended June 30, 2024 Adj. EBITDA | 6 Months Ended June 30, 2025 Adj. EBITDA | 6 Months Ended June 30, 2024 Adj. EBITDA | | :--------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Payment Software | $83,278 | $94,587 | $189,839 | $146,876 | | Biller | $39,785 | $37,435 | $70,680 | $68,172 | - Payment Software revenue decreased by $2.3 million for the three months but increased by $57.2 million for the six months, primarily due to license and capacity revenue growth178180 - Biller revenue increased by $30.1 million for the three months and $49.1 million for the six months, driving Segment Adjusted EBITDA growth despite increased operating expenses179181 Liquidity and Capital Resources This section discusses the company's liquidity needs, sources of funds, available liquidity, and activities related to its stock repurchase program and cash flows - Primary liquidity needs include funding operating expenses, debt requirements, acquisitions, capital expenditures, and lease payments, expected to be met by cash flow from operations, cash equivalents, and revolving credit facility182 | Available Liquidity (in thousands) | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :---------------- | | Cash and cash equivalents | $189,697 | $216,394 | | Availability under revolving credit facility | $338,100 | $528,100 | | Total liquidity | $527,797 | $744,494 | - Total liquidity decreased by $216.7 million, primarily due to increased borrowings on the revolving credit facility used to redeem the 2026 Notes184 - The company repurchased 2,713,799 shares for $134.7 million during the six months ended June 30, 2025, with $223.5 million remaining authorized under the stock repurchase program187 Cash Flows Detailed analysis of cash flows from operating, investing, and financing activities for the six months ended June 30, 2025, compared to the same period in 2024 | Cash Flow Activity (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | | Operating activities | $128,018 | $178,258 | | Investing activities | $29,553 | $(23,978) | | Financing activities | $(129,543) | $(170,273) | - Operating cash flows decreased by $50.2 million, mainly due to lower customer receipt collections and higher income taxes paid190 - Investing activities generated a net inflow of $29.6 million, a significant improvement from a $24.0 million outflow in the prior year, primarily due to proceeds from the sale of an equity investment193 - Financing activities resulted in a net outflow of $129.5 million, a decrease from $170.3 million in the prior year, influenced by debt redemptions, new borrowings, and stock repurchases195 Contractual Obligations and Commercial Commitments This section states that there have been no material changes to contractual obligations and commercial commitments since the last Form 10-K, other than those disclosed in Note 3, Debt - No material changes to contractual obligations and commercial commitments for the six months ended June 30, 2025, beyond those detailed in Note 3, Debt196 Critical Accounting Estimates This section reiterates the critical accounting policies and estimates, including revenue recognition, intangible assets and goodwill, stock-based compensation, and accounting for income taxes, noting no significant changes during the period - Critical accounting policies and estimates include Revenue Recognition, Intangible Assets and Goodwill, Stock-Based Compensation, and Accounting for Income Taxes198204 - There were no significant changes to critical accounting policies and estimates during the six months ended June 30, 2025198 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK This section discusses the company's exposure to market risks, primarily related to fluctuations in foreign currency exchange rates and interest rates, and quantifies the potential impact of these risks - No material changes to market risk for the six months ended June 30, 2025, excluding the impact of interest rate changes, inflationary pressures, and global financial market uncertainty199 - A hypothetical 10% increase or decrease in effective interest rates would increase or decrease interest income by $0.3 million annually200 - For the $903.8 million outstanding under the Credit Facility (floating rate of 6.17% as of June 30, 2025), a hypothetical 10% increase or decrease in effective interest rates would change interest expense by approximately $5.6 million201 - The company does not engage in foreign currency hedging transactions or hold derivative financial instruments for speculation199 ITEM 4. CONTROLS AND PROCEDURES This section confirms the effectiveness of the company's disclosure controls and procedures and reports no material changes in internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that disclosure controls and procedures were effective as of June 30, 2025202 - There have been no material changes in internal control over financial reporting during the quarter ended June 30, 2025203 PART II – OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS This section states that the company is not currently a party to any legal proceedings that are likely to have a material adverse effect on its financial condition or results of operations - The company is not involved in any legal proceedings that are expected to have a material adverse effect on its financial condition or results of operations205 ITEM 1A. RISK FACTORS This section indicates that there have been no material changes to the risk factors previously disclosed in the company's annual report on Form 10-K - No material changes to the risk factors disclosed in the Form 10-K for the fiscal year ended December 31, 2024206 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS This section provides information on the company's common stock repurchases during the three months ended June 30, 2025, under its authorized stock repurchase program | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--------------------------------- | :----------------------------- | :--------------------------- | | April 1, 2025 through April 30, 2025 | 899,556 | $52.09 | | May 1, 2025 through May 31, 2025 | 1,266,817 | $47.69 | | June 1, 2025 through June 30, 2025 | 543,950 | $46.42 | | Total | 2,710,323 | | - The company repurchased 2,710,323 shares of common stock during the three months ended June 30, 2025207 - As of June 30, 2025, approximately $223.5 million remained authorized for purchase under the stock repurchase program207 ITEM 3. DEFAULTS UPON SENIOR SECURITIES This section states that there are no defaults upon senior securities to report ITEM 4. MINE SAFETY DISCLOSURES This section states that mine safety disclosures are not applicable to the company ITEM 5. OTHER INFORMATION This section provides updates on Rule 10b5-1 plans and changes to equity award agreements for executive leadership - No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the three months ended June 30, 2025211 - The Board approved new forms of Restricted Share Unit (RSU) and Performance Share Award (PSA) agreements for executive leadership, revising the definition of retirement and applying retirement treatment only after six months from the grant date212 - An omnibus amendment was approved for former CFO Scott Behrens's outstanding RSUs and PSAs, incorporating the revised retirement provision and specifying settlement timing214 ITEM 6. EXHIBITS This section lists all exhibits filed as part of the Form 10-Q, including organizational documents, equity award agreements, and certifications - The exhibits include various corporate documents, equity award agreements (e.g., Form of Performance Share Award Agreement, Form of Executive Restricted Share Unit Award Agreement), and certifications (e.g., Section 302 and 906 certifications)216 SIGNATURE This section contains the signature of the registrant, ACI Worldwide, Inc., by its Principal Financial Officer, Robert W. Leibrock, certifying the filing of the report - The report is signed by Robert W. Leibrock, Executive Vice President, Chief Financial Officer, and Chief Accounting Officer of ACI Worldwide, Inc., on August 7, 2025220