8-K
WEX Inc. (WEX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15\(d\) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | February 10, 2022 |
|---|
| WEX Inc. | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Delaware | 001-32426 | 01-0526993 |
| --- | --- | --- |
| (State or other jurisdiction of<br><br> <br>incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 1 Hancock Street,<br> Portland, Maine | 04101 | |
| --- | --- | |
| Address of principal executive offices | Zip Code | |
| Registrant's telephone number, including area code | (207) 773-8171 | |
| --- | --- | |
| (Former name or former address if changes since last report) | ||
| --- |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value | WEX | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On February 10, 2022, WEX Inc. (the “Company”) issued a news release announcing its fourth-quarter and full year 2021 results. A copy of the release is attached as Exhibit 99.1 and is incorporated by reference herein in its entirety.
The information in this item, including Exhibit 99.1, is being furnished, not filed. Accordingly, the information in this item will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified as being incorporated into it by reference.
Item 7.01 Regulation FD Disclosure.
The Company is furnishing under this Item 7.01, a copy of a slide deck presentation to be made available in conjunction with the Company’s earnings call, on February 10, 2022, for the three months and full year ended December 31, 2021. The presentation is incorporated by reference with this Form 8-K and has also been posted to the Company’s website. All information in Exhibit 99.2 is presented as of the particular date or dates referenced in it, and the Company does not undertake any obligation to, and disclaims any duty to, update any of the information provided.
On February 10, 2022, WEX Inc. (the “Company”) issued a news release announcing it will be holding a, investor day, virtually, on March 23, 2022. A copy of the release is attached as Exhibit 99.3 and is incorporated by reference herein in its entirety.
The information in this Current Report on Form 8-K under Item 7.01, including the attached Exhibit 99.2 and Exhibit 99.3, is being “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section. Furthermore, the information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, unless specifically identified as being incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(c) See attached Exhibit Index.
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | News release of WEX Inc. dated February 10,<br> 2022 |
| 99.2 | Investor Earnings Call Slide Deck Presentation |
| 99.3 | News release of WEX Inc. dated February 10,<br> 2022 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WEX INC. | |||
|---|---|---|---|
| Date: | February 10, 2022 | By: | /s/ Jennifer Kimball |
| Jennifer Kimball | |||
| Interim Chief Financial Officer and Chief | |||
| Accounting Officer |
Exhibit 99.1
WEX Inc. Reports Fourth Quarter and Full Year 2021 Financial Results
PORTLAND, Maine--(BUSINESS WIRE)--February 10, 2022--WEX Inc. (NYSE: WEX), a leading financial technology service provider, today reported financial results for the three months and year ended December 31, 2021.
Fourth Quarter and Full Year 2021 Financial Results
Total revenue for the fourth quarter of 2021 increased 25% to $497.5 million from $399.0 million for the fourth quarter of 2020. The $98.5 million increase in revenue in the quarter includes a $47.4 million positive impact from higher average fuel prices and foreign exchange rates.
On a GAAP basis, net loss attributable to shareholders for the fourth quarter of 2021 was $11.8 million, or $0.26 per diluted share, compared to a net loss attributable to shareholders of $234.2 million, or $5.30 per diluted share, for the same period a year ago. The Company's adjusted net income attributable to shareholders, which is a non-GAAP measure, was $116.8 million for the fourth quarter of 2021, or $2.58 per diluted share, up 78% from $64.8 million, or $1.45 per diluted share, for the same period last year. See Exhibit 1 for a full explanation and reconciliation of adjusted net income attributable to shareholders and adjusted net income attributable to shareholders per diluted share to the comparable GAAP measures.
For the full year 2021, revenue increased 19% to $1.85 billion from $1.56 billion in 2020.^^Net income attributable to shareholders on a GAAP basis was breakeven per diluted share in 2021 compared to a net loss attributable to shareholders of $5.56 per diluted share in 2020. On a non-GAAP basis, adjusted net income per diluted share increased 51% to $9.14 from $6.06 in 2020.
“Overall, 2021 was one of the best years in our history, with record revenue and near record adjusted net income per share. We continued to win new customers and expand our relationships with existing partners across the WEX ecosystem, a testament to our compelling suite of solutions, which are underpinned by global scale and reliability, customer-focused innovation, and specialized focus with rich data,” said Melissa Smith, WEX’s Chair and Chief Executive Officer.
“We entered 2022 with significant momentum, underscored by strong sales and a robust open enrollment season in our health business that exceeded our expectations. At our Investor Day in March, I look forward to introducing two new members of the team, Karen Stroup, our Chief Digital Officer and Carlos Carriedo, our Chief Operating Officer, International and sharing more about our strategic progress and how we intend to unlock the benefits of fully integrated customer relationships across our entire product portfolio.”
Fourth Quarter 2021 Performance Metrics
- Total purchase volume across all segments increased 79% year over year to $25 billion.
- Payment processing transactions increased 12% to 132.9 million.
- Total fuel transactions processed increased 9% from the fourth quarter of 2020 to 161.7 million.
- Average number of vehicles serviced was 16.9 million, an increase of 7% from the fourth quarter of 2020.
- Average U.S. retail fuel price increased to $3.42 per gallon from $2.26 per gallon in the fourth quarter of 2020.
- Health and Employee Benefit Solutions' average number of Software-as-a-Service (SaaS) accounts in the U.S. grew 12% to 16.2 million from 14.5 million for the fourth quarter of 2020.
- Travel and Corporate Solutions' purchase volume grew 120% to $10.9 billion from $5.0 billion for the fourth quarter of 2020.
“Both fourth quarter and full year 2021 results exceeded our expectations. Full year revenue was a record high, exceeding 2019 pre-pandemic levels by more than $125 million, driven by growth in each of our segments. We ended 2021 with a great deal of momentum which demonstrates the strength of our organic business,” said Jen Kimball, WEX’s Chief Accounting Officer and Interim Chief Financial Officer. “Looking ahead to 2022, we have high expectations as we continue to drive new customer wins and deepen our existing relationships.”
Financial Guidance
The Company provides revenue guidance on a GAAP basis and earnings guidance on a non-GAAP basis, due to the uncertainty and the indeterminate amount of certain elements that are included in reported GAAP earnings.
- For the first quarter of 2022, the Company expects revenue in the range of $495 million to $505 million and adjusted net income in the range of $117 million to $122 million, or $2.55 to $2.65 per diluted share.
- For the full year 2022, the Company expects revenue in the range of $2.05 billion to $2.09 billion and adjusted net income in the range of $517 million to $536 million, or $11.20 to $11.60 per diluted share.
As previously disclosed in our 3Q 2021 earnings release, a contract change for one customer beginning in the fourth quarter of 2021 moved revenue presentation from gross to net with no impact to operating income. In the first three quarters of 2021, revenue would have been approximately $52 million lower. The full year impact of this accounting change is reflected in the 2022 guidance above. First quarter and full year 2022 guidance is based on an assumed average U.S. retail fuel prices of $3.52 and $3.55 per gallon, respectively. The fuel prices referenced above are based on the applicable NYMEX futures price from the week of January 31, 2022. Our guidance assumes approximately 48 million fully diluted shares outstanding for the full year.
The Company's adjusted net income guidance, which is a non-GAAP measure, excludes unrealized gains and losses on financial instruments, net foreign currency gains and losses, changes in fair value of contingent consideration, acquisition-related intangible amortization, other acquisition and divestiture related items, legal settlement, stock-based compensation, other costs, gains and losses on divestitures, impairment charges, debt restructuring and debt issuance cost amortization, similar adjustments attributable to our non-controlling interests and certain tax related items. We are unable to reconcile our adjusted net income guidance to the comparable GAAP measure without unreasonable effort because of the difficulty in predicting the amounts to be adjusted, including, but not limited to, foreign currency exchange rates, unrealized gains and losses on financial instruments, acquisition and divestiture related items and adjustments to the redemption value of a non-controlling interest, which may have a significant impact on our financial results.
Additional Information
Management uses the non-GAAP measures presented within this earnings release to evaluate the Company's performance on a comparable basis. Management believes that investors may find these measures useful for the same purposes, but cautions that they should not be considered a substitute for, or superior to, disclosure in accordance with GAAP.
To provide investors with additional insight into its operational performance, WEX has included in this earnings release in Exhibit 1, reconciliations of non-GAAP measures referenced in this earnings release; in Exhibit 2, tables illustrating the impact of foreign currency rates and fuel prices for each of our reportable segments for the three and twelve months ended December 31, 2021 and 2020; and in Exhibit 3, a table of selected non-financial metrics for the quarter ended December 31, 2021 and the four preceding quarters. The Company is also providing segment revenue for the three and twelve months ended December 31, 2021 and 2020 in Exhibit 4 and information regarding segment adjusted operating income margin and adjusted operating income margin in Exhibit 5.
Conference Call Details
In conjunction with this announcement, WEX will host a conference call today, February 10, 2022, at 10:00 a.m. (ET). As previously announced, the conference call will be webcast live on the Internet, and can be accessed, along with the accompanying slides, at the Investor Relations section of the WEX website, www.wexinc.com. The live conference call also can be accessed by dialing +1-888-510-2008 or +1-646-960-0306. The Conference ID number is 2237921. A replay of the webcast and the accompanying slides will be available on the Company's website.
About WEX
WEX (NYSE: WEX) is a leading financial technology service provider. We provide payment solutions to businesses of all sizes across a wide spectrum of sectors, including fleet, corporate payments, travel and health. WEX has offices in 14 countries and employs approximately 5,600 people around the world. Learn more at LinkedIn, Facebook, Instagram, Twitter, and our corporate blog. For more information, visit www.wexinc.com.
Forward-Looking Statements
This earnings release contains forward-looking statements, including statements regarding: assumptions underlying the Company's future financial performance, future operations; future growth opportunities and expectations; expectations for future revenue performance, future impacts from areas of investment, expectations for the macro environment; and, expectations for volumes. Any statements that are not statements of historical facts may be deemed to be forward-looking statements. When used in this earnings release, the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “will” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such words. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially, including: the extent to which the coronavirus (COVID-19) pandemic and measures taken in response thereto impact the Company’s employees, business, results of operations and financial condition in excess of current expectations, particularly with respect to demand for worldwide travel; the impact of fluctuations in fuel prices and fuel spreads in the Company’s international markets, including the resulting impact on the Company’s revenues and net income; the failure to maintain or renew key customer and partner agreements and relationships, or to maintain volumes under such agreements; breaches of, or other issues with, the Company’s technology systems or those of its third-party service providers and any resulting negative impact on its reputation, liabilities or relationships with customers or merchants; the actions of regulatory bodies, including banking and securities regulators, or possible changes in banking or financial regulations impacting the Company’s industrial bank, the Company as the corporate parent or other subsidiaries or affiliates; the failure to comply with the applicable requirements of MasterCard or Visa contracts and rules; the effects of general economic conditions, including a decline in demand for fuel, travel related, services, or healthcare services, and payment and transaction processing activity; failure to expand the Company’s technological capabilities and service offerings as rapidly as the Company’s competitors; changes in interest rates and the rate of inflation; the ability to attract and retain employees; limitations on or compression of interchange fees; the impact and size of credit losses; the success of the Company’s recently announced Executive Leadership Team and strategic reorganization; the effects of the Company’s business expansion and acquisition efforts; the failure of corporate investments to result in anticipated strategic value; the failure to comply with the Treasury Regulations applicable to non-bank custodians; potential adverse changes to business or employee relationships, including those resulting from the completion of an acquisition; competitive responses to any acquisitions; uncertainty of the expected financial performance of the combined operations following completion of an acquisition; the failure to complete or successfully integrate the Company’s acquisitions or to realize anticipated synergies and cost savings from such acquisitions; unexpected costs, charges, or expenses resulting from an acquired company or business; the impact of changes to the Company’s credit standards; the impact of foreign currency exchange rates on the Company’s operations, revenue and income; the impact of the future transition from LIBOR as a global benchmark to a replacement rate; the impact of the Company’s debt instruments on the Company’s operations; the impact of leverage on the Company’s operations, results or borrowing capacity generally, and as a result of acquisitions specifically; the impact of sales or dispositions of significant amounts of the Company’s outstanding common stock into the public market, or the perception that such sales or dispositions could occur; the possible dilution to the Company’s stockholders caused by the issuance of additional shares of common stock or equity-linked securities, whether as result of the Company’s convertible notes or otherwise; the incurrence of impairment charges if the Company’s assessment of the fair value of certain of its reporting units changes; the uncertainties of litigation; as well as other risks and uncertainties identified in Item 1A of our annual report for the year ended December 31, 2020, filed on Form 10-K with the Securities and Exchange Commission on March 1, 2021 and Item 1A of our quarterly reports for the quarters ended June 30, 2021 and September 30, 2021, filed on Forms 10-Q with the Securities and Exchange Commission on August 4, 2021 and November 9, 2021, respectively. The Company's forward-looking statements do not reflect the potential future impact of any alliance, merger, acquisition, disposition or stock repurchases. The forward-looking statements speak only as of the date of this earnings release and undue reliance should not be placed on these statements. The Company disclaims any obligation to update any forward-looking statements as a result of new information, future events or otherwise.
| WEX INC.<br><br> <br>CONSOLIDATED STATEMENTS OF OPERATIONS<br><br> <br>(in thousands, except per share data)<br><br> <br>(unaudited) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three months ended December 31, | Year ended December 31, | |||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Revenues | ||||||||||||
| Payment processing revenue | $ | 231,049 | $ | 176,316 | $ | 858,990 | $ | 698,891 | ||||
| Account servicing revenue | 137,514 | 113,720 | 526,858 | 449,456 | ||||||||
| Finance fee revenue | 75,902 | 53,578 | 255,323 | 198,523 | ||||||||
| Other revenue | 53,073 | 55,376 | 209,371 | 212,999 | ||||||||
| Total revenues | 497,538 | 398,990 | 1,850,542 | 1,559,869 | ||||||||
| Cost of services | ||||||||||||
| Processing costs | 135,693 | 111,889 | 482,870 | 419,041 | ||||||||
| Service fees | 13,653 | 12,954 | 52,804 | 47,289 | ||||||||
| Provision for credit losses | 12,966 | 11,592 | 45,114 | 78,443 | ||||||||
| Operating interest | 2,138 | 3,659 | 9,157 | 23,810 | ||||||||
| Depreciation and amortization | 28,293 | 28,477 | 112,164 | 104,592 | ||||||||
| Total cost of services | 192,743 | 168,571 | 702,109 | 673,175 | ||||||||
| General and administrative | 81,418 | 94,677 | 326,878 | 292,109 | ||||||||
| Sales and marketing | 72,901 | 78,566 | 319,078 | 266,684 | ||||||||
| Depreciation and amortization | 42,117 | 38,427 | 160,477 | 157,334 | ||||||||
| Legal settlement | — | 162,500 | — | 162,500 | ||||||||
| Impairment charges | — | 53,378 | — | 53,378 | ||||||||
| Loss on sale of subsidiary | — | — | — | 46,362 | ||||||||
| Operating income (loss) | 108,359 | (197,129 | ) | 342,000 | (91,673 | ) | ||||||
| Financing interest expense | (30,172 | ) | (55,267 | ) | (128,422 | ) | (157,080 | ) | ||||
| Net foreign currency (loss) gain | (964 | ) | 6,190 | (12,339 | ) | (25,783 | ) | |||||
| Change in fair value of contingent consideration | 4,800 | — | (40,100 | ) | — | |||||||
| Other income | — | 491 | 3,617 | 491 | ||||||||
| Net unrealized gains (losses) on financial instruments | 19,720 | 5,079 | 39,190 | (27,036 | ) | |||||||
| Income (loss) before income taxes | 101,743 | (240,636 | ) | 203,946 | (301,081 | ) | ||||||
| Income tax provision (benefit) | 50,883 | (16,745 | ) | 67,807 | (20,597 | ) | ||||||
| Net income (loss) | 50,860 | (223,891 | ) | 136,139 | (280,484 | ) | ||||||
| Less: Net (loss) income from non-controlling interests | (253 | ) | 184 | 846 | 3,466 | |||||||
| Net income (loss) attributable to WEX Inc. | 51,113 | (224,075 | ) | 135,293 | (283,950 | ) | ||||||
| Change in value of redeemable non-controlling interest | (62,873 | ) | (10,125 | ) | (135,156 | ) | 40,312 | |||||
| Net (loss) income attributable to shareholders | $ | (11,760 | ) | $ | (234,200 | ) | $ | 137 | $ | (243,638 | ) | |
| Net (loss) income attributable to shareholders per share: | ||||||||||||
| Basic | $ | (0.26 | ) | $ | (5.30 | ) | $ | — | $ | (5.56 | ) | |
| Diluted | $ | (0.26 | ) | $ | (5.30 | ) | $ | — | $ | (5.56 | ) | |
| Weighted average common shares outstanding: | ||||||||||||
| Basic | 44,880 | 44,210 | 44,718 | 43,842 | ||||||||
| Diluted | 44,880 | 44,210 | 45,312 | 43,842 |
| WEX INC.<br><br> <br>CONDENSED CONSOLIDATED BALANCE SHEETS<br><br> <br>(in thousands)<br><br> <br>(unaudited) | ||||
|---|---|---|---|---|
| December 31, | ||||
| 2021 | 2020 | |||
| Assets | ||||
| Cash and cash equivalents | $ | 588,923 | $ | 852,033 |
| Restricted cash | 667,915 | 477,620 | ||
| Accounts receivable | 2,891,242 | 1,993,329 | ||
| Investment securities | 948,677 | — | ||
| Securitized accounts receivable, restricted | 125,186 | 93,236 | ||
| Prepaid expenses and other current assets | 77,569 | 86,629 | ||
| Total current assets | 5,299,512 | 3,502,847 | ||
| Property, equipment and capitalized software | 179,531 | 188,340 | ||
| Goodwill and other intangible assets | 4,551,353 | 4,240,150 | ||
| Investment securities | 39,650 | 37,273 | ||
| Deferred income taxes, net | 5,635 | 17,524 | ||
| Other assets | 231,147 | 197,227 | ||
| Total assets | $ | 10,306,828 | $ | 8,183,361 |
| Liabilities and Stockholders’ Equity | ||||
| Accounts payable | $ | 1,021,911 | $ | 778,207 |
| Accrued expenses | 476,971 | 362,472 | ||
| Restricted cash payable | 668,014 | 477,620 | ||
| Short-term deposits | 2,026,420 | 911,395 | ||
| Short-term debt, net | 155,769 | 152,730 | ||
| Other current liabilities | 50,614 | 58,429 | ||
| Total current liabilities | 4,399,699 | 2,740,853 | ||
| Long-term debt, net | 2,695,365 | 2,874,113 | ||
| Long-term deposits | 652,214 | 148,591 | ||
| Deferred income taxes, net | 192,965 | 220,122 | ||
| Other liabilities | 273,706 | 164,546 | ||
| Total liabilities | 8,213,949 | 6,148,225 | ||
| Redeemable non-controlling interest | 254,106 | 117,219 | ||
| Stockholders’ Equity | ||||
| Total WEX Inc. stockholders' equity | 1,838,773 | 1,904,895 | ||
| Non-controlling interest | — | 13,022 | ||
| Total stockholders’ equity | 1,838,773 | 1,917,917 | ||
| Total liabilities and stockholders’ equity | $ | 10,306,828 | $ | 8,183,361 |
| Exhibit 1 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Reconciliation of Non - GAAP Measures | ||||||||||||
| Reconciliation of GAAP Net (Loss) Income Attributable to Shareholders to Adjusted Net Income Attributable to Shareholders | ||||||||||||
| (in thousands, except per share data)<br><br> <br>(unaudited) | ||||||||||||
| Three Months Ended December 31, | ||||||||||||
| 2021 | 2020 | |||||||||||
| per diluted share | per diluted share | |||||||||||
| Net (loss) income attributable to shareholders | $ | (11,760 | ) | $ | (0.26 | ) | $ | (234,200 | ) | $ | (5.30 | ) |
| Unrealized gains on financial instruments | (19,720 | ) | (0.44 | ) | (5,079 | ) | (0.11 | ) | ||||
| Net foreign currency loss (gain) | 964 | 0.02 | (6,190 | ) | (0.14 | ) | ||||||
| Acquisition-related intangible amortization | 46,981 | 1.05 | 43,297 | 0.98 | ||||||||
| Other acquisition and divestiture related items | 8,035 | 0.18 | 21,782 | 0.49 | ||||||||
| Legal settlement | — | — | 162,500 | 3.68 | ||||||||
| Stock-based compensation | 13,779 | 0.31 | 20,782 | 0.47 | ||||||||
| Other costs | 7,518 | 0.17 | 5,084 | 0.12 | ||||||||
| Impairment charge | — | — | 53,378 | 1.21 | ||||||||
| Debt restructuring and debt issuance cost amortization | 2,336 | 0.05 | 30,074 | 0.68 | ||||||||
| Change in fair value of contingent consideration | (4,800 | ) | (0.11 | ) | — | — | ||||||
| ANI adjustments attributable to non-controlling interest | 62,176 | 1.39 | 9,191 | 0.21 | ||||||||
| Tax related items | 11,264 | 0.25 | (35,788 | ) | (0.81 | ) | ||||||
| Dilutive impact of stock awards^1^ | — | (0.03 | ) | — | (0.03 | ) | ||||||
| Adjusted net income attributable to shareholders | $ | 116,773 | $ | 2.58 | $ | 64,831 | $ | 1.45 | ||||
| Year Ended December 31, | ||||||||||||
| 2021 | 2020 | |||||||||||
| per diluted share | per diluted share | |||||||||||
| Net income (loss) attributable to shareholders | $ | 137 | $ | — | $ | (243,638 | ) | $ | (5.56 | ) | ||
| Unrealized (gains) losses on financial instruments | (39,190 | ) | (0.86 | ) | 27,036 | 0.62 | ||||||
| Net foreign currency loss | 12,339 | 0.27 | 25,783 | 0.59 | ||||||||
| Acquisition-related intangible amortization | 181,694 | 4.01 | 171,144 | 3.90 | ||||||||
| Other acquisition and divestiture related items | 36,916 | 0.81 | 57,787 | 1.32 | ||||||||
| Legal settlement | — | — | 162,500 | 3.71 | ||||||||
| Stock-based compensation | 76,550 | 1.70 | 65,841 | 1.50 | ||||||||
| Other costs | 23,171 | 0.52 | 13,064 | 0.30 | ||||||||
| Loss on sale of subsidiary | — | — | 46,362 | 1.06 | ||||||||
| Impairment charge | — | — | 53,378 | 1.22 | ||||||||
| Debt restructuring and debt issuance cost amortization | 21,768 | 0.48 | 40,063 | 0.91 | ||||||||
| Change in fair value of contingent consideration | 40,100 | 0.88 | — | — | ||||||||
| ANI adjustments attributable to non-controlling interests | 132,030 | 2.91 | (42,910 | ) | (0.98 | ) | ||||||
| Tax related items | (71,458 | ) | (1.58 | ) | (108,086 | ) | (2.47 | ) | ||||
| Dilutive impact of stock awards^1^ | — | — | — | (0.06 | ) | |||||||
| Adjusted net income attributable to shareholders | $ | 414,057 | $ | 9.14 | $ | 268,324 | $ | 6.06 |
^1^As the Company reported net losses for the fourth quarters of 2021 and 2020 and year ended December 31, 2020, the diluted weighted average shares outstanding equal the basic weighted average shares outstanding for those periods under U.S. Generally Accepted Accounting Principles ("GAAP"). The non-GAAP adjustments described above resulted in adjusted net income attributable to shareholders (versus a loss on a GAAP basis) for the fourth quarters of 2021 and 2020 and the year ended December 31, 2020. Therefore, dilutive common stock equivalents have been included in the calculation of adjusted diluted weighted average shares outstanding to arrive at adjusted per share data.
| Reconciliation of GAAP Operating Income to Total Segment Adjusted Operating Income and Adjusted Operating Income<br><br> <br>(in thousands)<br><br> <br>(unaudited) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | Year Ended December 31, | |||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Operating income | $ | 108,359 | $ | (197,129 | ) | $ | 342,000 | $ | (91,673 | ) | ||
| Unallocated corporate expenses | 23,858 | 17,625 | 78,218 | 62,938 | ||||||||
| Acquisition-related intangible amortization | 46,981 | 43,297 | 181,694 | 171,144 | ||||||||
| Other acquisition and divestiture related items | 8,035 | 26,680 | 40,533 | 57,787 | ||||||||
| Legal settlement | — | 162,500 | — | 162,500 | ||||||||
| Loss on sale of subsidiary | — | — | — | 46,362 | ||||||||
| Stock-based compensation | 13,779 | 20,782 | 76,550 | 65,841 | ||||||||
| Other costs | 7,518 | 5,575 | 23,171 | 13,555 | ||||||||
| Debt restructuring costs | 129 | 10 | 6,185 | 535 | ||||||||
| Impairment charge | — | 53,378 | — | 53,378 | ||||||||
| Total segment adjusted operating income | $ | 208,659 | $ | 132,718 | $ | 748,351 | $ | 542,367 | ||||
| Unallocated corporate expenses | (23,858 | ) | (17,625 | ) | (78,218 | ) | (62,938 | ) | ||||
| Adjusted operating income | $ | 184,801 | $ | 115,093 | $ | 670,133 | $ | 479,429 |
The Company's non-GAAP adjusted net income excludes unrealized gains and losses on financial instruments, net foreign currency gains and losses, change in fair value of contingent consideration, acquisition-related intangible amortization, other acquisition and divestiture related items, legal settlement, stock-based compensation, other costs, loss on sale of subsidiary, impairment charges, debt restructuring and debt issuance cost amortization, similar adjustments attributable to our non-controlling interests and certain tax related items.
The Company's non-GAAP adjusted operating income excludes acquisition-related intangible amortization, other acquisition and divestiture related items, legal settlement, loss on sale of subsidiary, stock-based compensation, other costs, debt restructuring costs and impairment charges. Total segment adjusted operating income incorporates these same adjustments and further excludes unallocated corporate expenses.
Although adjusted net income, adjusted operating income and total segment adjusted operating income are not calculated in accordance with GAAP, these non-GAAP measures are integral to the Company's reporting and planning processes and the chief operating decision maker of the Company uses segment adjusted operating income to allocate resources among our operating segments. The Company considers these measures integral because they exclude the above specified items that the Company's management excludes in evaluating the Company's performance. Specifically, in addition to evaluating the Company's performance on a GAAP basis, management evaluates the Company's performance on a basis that excludes the above items because:
Exclusion of the non-cash, mark-to-market adjustments on financial instruments, including interest rate swap agreements and investment securities, helps management identify and assess trends in the Company’s underlying business that might otherwise be obscured due to quarterly non-cash earnings fluctuations associated with these financial instruments. Additionally, the non-cash, mark-to-market adjustments on financial instruments are difficult to forecast accurately, making comparisons across historical and future quarters difficult to evaluate;
Net foreign currency gains and losses primarily result from the remeasurement to functional currency of cash, accounts receivable and accounts payable balances, certain intercompany notes denominated in foreign currencies and any gain or loss on foreign currency hedges relating to these items. The exclusion of these items helps management compare changes in operating results between periods that might otherwise be obscured due to currency fluctuations;
The change in fair value of contingent consideration, which is related to the acquisition of certain contractual rights to serve as custodian or sub-custodian to Health Savings Accounts, is dependent upon changes in future interest rate assumptions and has no significant impact on the ongoing operations of the Company. Additionally, the non-cash, mark-to-market adjustments on financial instruments are difficult to forecast accurately, making comparisons across historical and future quarters difficult to evaluate;
The Company considers certain acquisition-related costs, including certain financing costs, investment banking fees, warranty and indemnity insurance, certain integration related expenses and amortization of acquired intangibles, as well as gains and losses from divestitures to be unpredictable, dependent on factors that may be outside of our control and unrelated to the continuing operations of the acquired or divested business or the Company. In addition, the size and complexity of an acquisition, which often drives the magnitude of acquisition-related costs, may not be indicative of such future costs. The Company believes that excluding acquisition-related costs and gains or losses on divestitures facilitates the comparison of our financial results to the Company’s historical operating results and to other companies in our industry;
Legal settlement represents the consideration paid to the sellers of eNett and Optal in excess of the businesses' fair values, which is nonrecurring and does not reflect future operating expenses resulting from this acquisition;
The loss on sale of subsidiary relates to the divestiture of the Company's former Brazilian subsidiary as of the date of sale, September 30, 2020, and the associated write-off of its assets and liabilities. As previously discussed, gains and losses from divestitures are considered by the Company to be unpredictable and dependent on factors that may be outside of our control. The exclusion of these gains and losses are consistent with the Company's practice of excluding other non-recurring items associated with strategic transactions;
Stock-based compensation is different from other forms of compensation, as it is a non-cash expense. For example, a cash salary generally has a fixed and unvarying cash cost. In contrast, the expense associated with an equity-based award is generally unrelated to the amount of cash ultimately received by the employee, and the cost to the Company is based on a stock-based compensation valuation methodology and underlying assumptions that may vary over time;
Certain other costs are not consistently occurring and do not reflect expected future operating expense, nor do they provide insight into the fundamentals of current or past operations of our business. This also includes costs related to certain identified initiatives, including technology initiatives, to further streamline the business, improve the Company’s efficiency, create synergies and globalize the Company’s operations and remediate material weaknesses such as the one identified during the 2018 fiscal year, all with an objective to improve scale and efficiency and increase profitability going forward. For the year ended December 31, 2020, other costs include certain costs incurred in association with the COVID-19 pandemic, including the cost of providing additional health, welfare and technological support to our employees as they work remotely;
Impairment charges represent non-cash asset write-offs, which do not reflect recurring costs that would be relevant to the Company’s continuing operations. The Company believes that excluding these nonrecurring expenses facilitates the comparison of our financial results to the Company’s historical operating results and to other companies in its industry;
Debt restructuring and debt issuance cost amortization are unrelated to the continuing operations of the Company. Debt restructuring costs are not consistently occurring and do not reflect expected future operating expense, nor do they provide insight into the fundamentals of current or past operations of our business. In addition, since debt issuance cost amortization is dependent upon the financing method, which can vary widely company to company, we believe that excluding these costs helps to facilitate comparison to historical results as well as to other companies within our industry;
The adjustments attributable to non-controlling interests, including adjustments to the redemption value of a non-controlling interest, have no significant impact on the ongoing operations of the business;
The tax related items are the difference between the Company’s GAAP tax provision and a pro forma tax provision based upon the Company’s adjusted net income before taxes as well as the impact from certain discrete tax items. The methodology utilized for calculating the Company’s adjusted net income tax provision is the same methodology utilized in calculating the Company’s GAAP tax provision.
The Company does not allocate certain corporate expenses to our operating segments, as these items are centrally controlled and are not directly attributable to any reportable segment.
For the same reasons, WEX believes that adjusted net income, adjusted operating income and total segment adjusted operating income may also be useful to investors when evaluating the Company's performance. However, because adjusted net income, adjusted operating income and total segment adjusted operating income are non-GAAP measures, they should not be considered as a substitute for, or superior to, net income, operating income or cash flows from operating activities as determined in accordance with GAAP. In addition, adjusted net income, adjusted operating income and total segment adjusted operating income as used by WEX may not be comparable to similarly titled measures employed by other companies.
Exhibit 2 below shows the impact of certain macro factors on reported revenue and adjusted net income:
| Exhibit 2 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Segment Revenue Results<br><br> <br>(in thousands)<br><br> <br>(unaudited) | |||||||||||||||||||
| Fleet Solutions | Travel and Corporate Solutions | Health and Employee Benefit Solutions | Total WEX Inc. | ||||||||||||||||
| Three months ended December 31, | |||||||||||||||||||
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | ||||||||||||
| Reported revenue | $ | 306,829 | $ | 235,379 | $ | 81,512 | $ | 74,690 | $ | 109,197 | $ | 88,921 | $ | 497,538 | $ | 398,990 | |||
| FX impact (favorable) / unfavorable | $ | 798 | $ | — | $ | 191 | $ | — | $ | — | $ | — | $ | 989 | $ | — | |||
| PPG impact (favorable) / unfavorable | $ | (48,374 | ) | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (48,374 | ) | $ | — | |
| Year ended December 31, | |||||||||||||||||||
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | ||||||||||||
| Reported revenue | $ | 1,111,415 | $ | 918,310 | $ | 324,918 | $ | 277,840 | $ | 414,209 | $ | 363,719 | $ | 1,850,542 | $ | 1,559,869 | |||
| FX impact (favorable) / unfavorable | $ | (7,608 | ) | $ | — | $ | (910 | ) | $ | — | $ | — | $ | — | $ | (8,518 | ) | $ | — |
| PPG impact (favorable) / unfavorable | $ | (115,574 | ) | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (115,574 | ) | $ | — |
To determine the impact of foreign exchange translation (“FX”) on revenue, revenue from entities whose functional currency is not denominated in U.S. dollars, as well as revenue from purchase volume transacted in non-U.S. denominated currencies, were translated using the weighted average exchange rates for the same period in the prior year, exclusive of revenue derived from 2020 acquisitions for one year following the acquisition dates.
To determine the impact of price per gallon of fuel (“PPG”) on revenue, revenue subject to changes in fuel prices was calculated based on the average retail price of fuel for the same period in the prior year for the portion of our business that earns revenue based on a percentage of fuel spend, exclusive of revenue derived from 2020 acquisitions for one year following the acquisition dates. For the portions of our business that earn revenue based on margin spreads, revenue was calculated utilizing the comparable margin from the prior year.
| Segment Estimated Earnings Impact<br><br> <br>(in thousands)<br><br> <br>(unaudited) | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fleet Solutions | Travel and Corporate Solutions | Health and Employee Benefit Solutions | ||||||||||||
| Three months ended December 31, | ||||||||||||||
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |||||||||
| FX impact (favorable) / unfavorable | $ | 193 | $ | — | $ | (990 | ) | $ | — | $ | — | $ | — | |
| PPG impact (favorable) / unfavorable | $ | (31,143 | ) | $ | — | $ | — | $ | — | $ | — | $ | — | |
| Year ended December 31, | ||||||||||||||
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |||||||||
| FX impact (favorable) / unfavorable | $ | (3,868 | ) | $ | — | $ | (1,694 | ) | $ | — | $ | — | $ | — |
| PPG impact (favorable) / unfavorable | $ | (73,651 | ) | $ | — | $ | — | $ | — | $ | — | $ | — |
To determine the estimated earnings impact of FX on revenue and expenses from entities whose functional currency is not denominated in U.S. dollars, as well as revenue and variable expenses from purchase volume transacted in non-U.S. denominated currencies, amounts were translated using the weighted average exchange rates for the same period in the prior year, net of tax, exclusive of revenue and expenses derived from 2020 acquisitions for one year following the acquisition dates.
To determine the estimated earnings impact of PPG, revenue and certain variable expenses impacted by changes in fuel prices were adjusted based on the average retail price of fuel for the same period in the prior year for the portion of our business that earns revenue based on a percentage of fuel spend, net of applicable taxes, exclusive of revenue and expenses derived from 2020 acquisitions for one year following the acquisition dates. For the portions of our business that earn revenue based on margin spreads, revenue was adjusted to the comparable margin from the prior year, net of non-controlling interests and applicable taxes.
| Exhibit 3<br><br> <br>Selected Non-Financial Metrics | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q4 2021 | Q3 2021 | Q2 2021 | Q1 2021 | Q4 2020 | |||||||||||
| Fleet Solutions: | |||||||||||||||
| Payment processing transactions (000s) ^(1)^ | 132,894 | 134,029 | 130,104 | 118,389 | 118,287 | ||||||||||
| Payment processing gallons of fuel (000s) ^(2)^ | 3,569,979 | 3,576,781 | 3,483,695 | 3,233,943 | 3,265,927 | ||||||||||
| Average US fuel price (US$ / gallon) | $ | 3.42 | $ | 3.23 | $ | 3.04 | $ | 2.72 | $ | 2.26 | |||||
| Payment processing $ of fuel (000s) ^(3)^ | $ | 12,600,745 | $ | 11,907,220 | $ | 10,995,418 | $ | 9,176,960 | $ | 7,767,530 | |||||
| Net payment processing rate ^(4)^ | 1.16 | % | 1.09 | % | 1.15 | % | 1.20 | % | 1.27 | % | |||||
| Payment processing revenue (000s) | $ | 146,333 | $ | 130,006 | $ | 126,450 | $ | 110,577 | $ | 98,954 | |||||
| Net late fee rate ^(5)^ | 0.48 | % | 0.45 | % | 0.41 | % | 0.45 | % | 0.54 | % | |||||
| Late fee revenue (000s) ^(6)^ | $ | 60,101 | $ | 53,104 | $ | 45,235 | $ | 41,150 | $ | 41,901 | |||||
| Travel and Corporate Solutions: | |||||||||||||||
| Purchase volume (000s) ^(7)^ | $ | 10,916,015 | $ | 12,799,555 | $ | 8,736,019 | $ | 6,107,675 | $ | 4,968,321 | |||||
| Net interchange rate ^(8)^ | 0.63 | % | 0.62 | % | 0.78 | % | 0.94 | % | 1.26 | % | |||||
| Payment solutions processing revenue (000s) | $ | 68,747 | $ | 79,815 | $ | 68,282 | $ | 57,248 | $ | 62,376 | |||||
| Health and Employee Benefit Solutions: | |||||||||||||||
| Purchase volume (000s) ^(9)^ | $ | 1,146,436 | $ | 1,173,913 | $ | 1,311,131 | $ | 1,484,226 | $ | 1,074,977 | |||||
| Average number of SaaS accounts (000s) ^(10)^ | 16,222 | 16,912 | 16,380 | 15,513 | 14,502 |
Definitions and explanations:
^\(1\)^Payment processing transactions represents the total number of purchases made by fleets that have a payment processing relationship with WEX.
^\(2\)^Payment processing gallons of fuel represents the total number of gallons of fuel purchased by fleets that have a payment processing relationship with WEX.
^\(3\)^Payment processing dollars of fuel represents the total dollar value of the fuel purchased by fleets that have a payment processing relationship with WEX.
^\(4\)^Net payment processing rate represents the percentage of the dollar value of each payment processing transaction that WEX records as revenue from merchants, less certain discounts given to customers and network fees.
^\(5\)^Net late fee rate represents late fee revenue as a percentage of fuel purchased by fleets that have a payment processing relationship with WEX.
^\(6\)^Late fee revenue represents fees charged for payments not made within the terms of the customer agreement based upon the outstanding customer receivable balance.
^\(7\)^Purchase volume represents the total dollar value of all WEX issued transactions that use WEX corporate card products and virtual card products.
^\(8\)^Net interchange rate represents the percentage of the dollar value of each payment processing transaction that WEX records as revenue from merchants, less certain discounts given to customers and network fees.
^\(9\)^Purchase volume represents the total US dollar value of all transactions where interchange is earned by WEX.
^\(10\)^Average number of Health and Employee Benefit Solutions accounts represents the number of active Consumer Directed Health, COBRA, and billing accounts on our SaaS platforms in the United States.
| Exhibit 4<br><br> <br>Segment Revenue Information<br><br> <br>(in thousands)<br><br> <br>(unaudited) | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three months ended<br><br> <br>December 31, | Increase (decrease) | Year ended<br><br> <br>December 31, | Increase (decrease) | |||||||||||||||
| Fleet Solutions | 2021 | 2020 | Amount | Percent | 2021 | 2020 | Amount | Percent | ||||||||||
| Payment processing revenue | $ | 146,333 | $ | 98,955 | $ | 47,378 | 48 | % | $ | 513,365 | $ | 404,843 | $ | 108,522 | 27 | % | ||
| Account servicing revenue | 42,395 | 38,571 | 3,824 | 10 | % | 168,350 | 153,823 | 14,527 | 9 | % | ||||||||
| Finance fee revenue | 75,679 | 53,373 | 22,306 | 42 | % | 254,306 | 197,307 | 56,999 | 29 | % | ||||||||
| Other revenue | 42,422 | 44,480 | (2,058 | ) | (5 | )% | 175,394 | 162,337 | 13,057 | 8 | % | |||||||
| Total revenues | $ | 306,829 | $ | 235,379 | $ | 71,450 | 30 | % | $ | 1,111,415 | $ | 918,310 | $ | 193,105 | 21 | % | ||
| Three months ended<br><br> <br>December 31, | Increase (decrease) | Year ended<br><br> <br>December 31, | Increase (decrease) | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Travel and Corporate Solutions | 2021 | 2020 | Amount | Percent | 2021 | 2020 | Amount | Percent | ||||||||||
| Payment processing revenue | $ | 68,747 | $ | 62,376 | $ | 6,371 | 10 | % | $ | 274,092 | $ | 229,144 | $ | 44,948 | 20 | % | ||
| Account servicing revenue | 11,340 | 10,717 | 623 | 6 | % | 44,157 | 41,927 | 2,230 | 5 | % | ||||||||
| Finance fee revenue | 180 | 179 | 1 | 1 | % | 873 | 1,079 | (206 | ) | (19 | )% | |||||||
| Other revenue | 1,245 | 1,418 | (173 | ) | (12 | )% | 5,796 | 5,690 | 106 | 2 | % | |||||||
| Total revenues | $ | 81,512 | $ | 74,690 | $ | 6,822 | 9 | % | $ | 324,918 | $ | 277,840 | $ | 47,078 | 17 | % | ||
| Three months ended<br><br> <br>December 31, | Increase (decrease) | Year ended<br><br> <br>December 31, | Increase (decrease) | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Health and Employee Benefit Solutions | 2021 | 2020 | Amount | Percent | 2021 | 2020 | Amount | Percent | ||||||||||
| Payment processing revenue | $ | 15,969 | $ | 14,985 | $ | 984 | 7 | % | $ | 71,533 | $ | 64,904 | $ | 6,629 | 10 | % | ||
| Account servicing revenue | 83,779 | 64,432 | 19,347 | 30 | % | 314,351 | 253,706 | 60,645 | 24 | % | ||||||||
| Finance fee revenue | 43 | 26 | 17 | 65 | % | 144 | 137 | 7 | 5 | % | ||||||||
| Other revenue | 9,406 | 9,478 | (72 | ) | (1 | )% | 28,181 | 44,972 | (16,791 | ) | (37 | )% | ||||||
| Total revenues | $ | 109,197 | $ | 88,921 | $ | 20,276 | 23 | % | $ | 414,209 | $ | 363,719 | $ | 50,490 | 14 | % |
As noted in the third quarter 2021 earnings release, one significant corporate payments customer renewed their contract, which changed the revenue presentation from gross to net effective October 1, 2021. This change negatively impacted revenue growth in the Travel and Corporate Solutions segment by 30%.
| Exhibit 5<br><br> <br>Segment Adjusted Operating Income and Adjusted Operating Income Margin Information<br><br> <br>(in thousands)<br><br> <br>(unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Segment Adjusted Operating Income | Segment Adjusted Operating Income Margin^(1)^ | |||||||
| Three Months Ended December 31, | Three Months Ended December 31, | |||||||
| 2021 | 2020 | 2021 | 2020 | |||||
| Fleet Solutions | $ | 156,107 | $ | 99,438 | 50.9 | % | 42.2 | % |
| Travel and Corporate Solutions | $ | 31,631 | $ | 15,036 | 38.8 | % | 20.1 | % |
| Health and Employee Benefit Solutions | $ | 20,921 | $ | 18,244 | 19.2 | % | 20.5 | % |
| Total segment adjusted operating income | $ | 208,659 | $ | 132,718 | 41.9 | % | 33.3 | % |
| Segment Adjusted Operating Income | Segment Adjusted Operating Income Margin^(1)^ | |||||||
| Year Ended December 31, | Year Ended December 31, | |||||||
| 2021 | 2020 | 2021 | 2020 | |||||
| Fleet Solutions | $ | 557,083 | $ | 383,502 | 50.1 | % | 41.8 | % |
| Travel and Corporate Solutions | $ | 86,860 | $ | 62,096 | 26.7 | % | 22.3 | % |
| Health and Employee Benefit Solutions | $ | 104,408 | $ | 96,769 | 25.2 | % | 26.6 | % |
| Total segment adjusted operating income | $ | 748,351 | $ | 542,367 | 40.4 | % | 34.8 | % |
^(1)^Segment adjusted operating income margin is derived by dividing segment adjusted operating income by the revenue of the corresponding segment (or the entire Company in the case of total segment adjusted operating income). See Exhibit 1 for a reconciliation of GAAP operating income to total segment adjusted operating income.
| Three Months Ended December 31, | Year Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Adjusted operating income | $ | 184,801 | $ | 115,093 | $ | 670,133 | $ | 479,429 | ||||
| Adjusted operating income margin ^(1)^ | 37.1 | % | 28.8 | % | 36.2 | % | 30.7 | % |
^(1)^ Adjusted operating income margin is derived by dividing adjusted operating income by total revenue. See Exhibit 1 for a reconciliation of GAAP operating income to adjusted operating income.
Contacts
News media:
WEX Inc.
Jessica Roy, 207-523-6763
Jessica.Roy@wexinc.com
or
**Investor:**
WEX Inc.
Steve Elder, 207-523-7769
Steve.Elder@wexinc.com
Exhibit 99.2
WEX Fourth Quarter 2021 Earnings February 10, 2022
This earnings materials contain forward-looking statements, including statements regarding: assumptions underlying the Company's future financial performance, future operations; future growth opportunities and expectations; expectations for future revenue performance, future impacts from areas of investment, expectations for the macro environment; and, expectations for volumes. Any statements that are not statements of historical facts may be deemed to be forward-looking statements. When used in this earnings release, the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” "will" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such words. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially, including: the extent to which the coronavirus (COVID-19) pandemic and measures taken in response thereto impact the Company’s employees, business, results of operations and financial condition in excess of current expectations, particularly with respect to demand for worldwide travel; the impact of fluctuations in fuel prices and fuel spreads in the Company’s international markets, including the resulting impact on the Company’s revenues and net income; the failure to maintain or renew key customer and partner agreements and relationships, or to maintain volumes under such agreements; breaches of, or other issues with, the Company’s technology systems or those of its third-party service providers and any resulting negative impact on its reputation, liabilities or relationships with customers or merchants; the actions of regulatory bodies, including banking and securities regulators, or possible changes in banking or financial regulations impacting the Company’s industrial bank, the Company as the corporate parent or other subsidiaries or affiliates; the failure to comply with the applicable requirements of MasterCard or Visa contracts and rules; the effects of general economic conditions, including a decline in demand for fuel, travel related services, or healthcare services, and payment and transaction processing activity; failure to expand the Company’s technological capabilities and service offerings as rapidly as the Company’s competitors; changes in interest rates and the rate of inflation; the ability to attract and retain employees; limitations on or compression of interchange fees; the impact and size of credit losses; the success of the Company’s recently announced Executive Leadership Team and strategic reorganization; the effects of the Company’s business expansion and acquisition efforts; the failure of corporate investments to result in anticipated strategic value; the failure to comply with the Treasury Regulations applicable to non-bank custodians; potential adverse changes to business or employee relationships, including those resulting from the completion of an acquisition; competitive responses to any acquisitions; uncertainty of the expected financial performance of the combined operations following completion of an acquisition; the failure to complete or successfully integrate the Company’s acquisitions or to realize anticipated synergies and cost savings from such acquisitions; unexpected costs, charges, or expenses resulting from an acquired company or business; the impact of changes to the Company’s credit standards; the impact of foreign currency exchange rates on the Company’s operations, revenue and income;the impact of the future transition from LIBOR as a global benchmark to a replacement rate; the impact of the Company’s debt instruments on the Company’s operations; the impact of leverage on the Company’s operations, results or borrowing capacity generally, and as a result of acquisitions specifically; the impact of sales or dispositions of significant amounts of the Company’s outstanding common stock into the public market, or the perception that such sales or dispositions could occur; the possible dilution to the Company’s stockholders caused by the issuance of additional shares of common stock or equity-linked securities, whether as result of the Company’s convertible notes or otherwise; the incurrence of impairment charges if the Company’s assessment of the fair value of certain of its reporting units changes; the uncertainties of litigation; as well as other risks and uncertainties identified in Item 1A of our annual report for the year ended December 31, 2020, filed on Form 10-K with the Securities and Exchange Commission on March 1, 2021 and Item 1A of our quarterly reports for the quarters ended June 30, 2021 and September 30, 2021, filed on Forms 10-Q with the Securities and Exchange Commission on August 4, 2021 and November 9, 2021, respectively. The Company's forward-looking statements do not reflect the potential future impact of any alliance, merger, acquisition, disposition or stock repurchases. The forward-looking statements speak only as of the date of this earnings release and undue reliance should not be placed on these statements. The Company disclaims any obligation to update any forward-looking statements as a result of new information, future events or otherwise.Non-GAAP Information:For additional important information and disclosure regarding our use of non-GAAP metrics, specifically adjusted net income, please see our most recent earnings release, issued on February 10, 2022. See the Appendix to this presentation for an explanation and reconciliation of non-GAAP adjusted net income attributable to shareholders (or "adjusted net income" or “ANI”) to GAAP net income attributable to shareholders and ANI per diluted share to GAAP net income per diluted share.Note: The Company rounds amounts in the consolidated financial statements to thousands and calculates all percentages and per-share data from underlying whole-dollar amounts. Thus, certain amounts may not foot, crossfoot, or recalculate exactly based on reported numbers due to rounding. WEX Forward-Looking Statements
4Q2021 Highlights Fleet Travel & Corporate Health & Employee Benefits Up 24.7% Up 77.9% Up 78.6% 4Q2021 Segment Revenue Growth Vs. 4Q2020 +22.8% +9.1% +30.4% (1) Slide 22 in the appendix shows a comparable revenue presentation for periods prior to Q4 2021 as if the revenue for one customer was on a net basis. This change would have reduced revenue by $16 million in the fourth quarter of 2020.
Full Year 2021 Highlights Fleet Travel & Corporate Health & Employee Benefits Up 18.6% Up 58.9% 2021 Segment Revenue Growth Vs. 2020 +13.9% +16.9% +21.0% Up 50.9% (1) Health and Employee Benefits segment represents US Healthcare purchase volume only
2021 Strategy Highlights 2021 HIGHLIGHTS Record revenue - more than $125M above previous record highStrong new customer signings in each line of businessContinued to experience strong organic revenue growth within long term expectationsCloud migration continued - now ~ 80% of volume in the cloudAnother strong enrollment season for US Health business setting up well for 2022Continued execution of M&A strategy and capitalizing on synergiesEmployee resource groups support nearly 1000 employees OUR VALUES INNOVATION / EXECUTION / INTEGRITY / RELATIONSHIPS / COMMUNITY 2021 STRATEGIC PILLARS
Executing on the WEX Strategy 2021 TECHNOLOGY FOCUS CONTINUE TO WIN IN THE MARKETPLACE Digital marketing engineAI powered service enhancementsCloud Native Capabilities~80% of platform in the cloud
Weekly Volume Metrics Key UpdatesYTD 2022 average domestic fuel price is $3.48Weekly purchase volume changes for March 2021 through February 2022 have been benchmarked to 2019 to provide a more meaningful comparisonIncludes purchase volume for eNett and Optal as if they were owned for the entire period shownThis chart will no longer be provided after this quarter. Fleet Payment Processing Gallon Volume & Travel and Corporate Payments Purchase Volume
Weekly Volume Metrics Key Updates:Includes purchase volume for eNett and Optal as if they were owned for the entire period shownTravel customer purchase volume April 2021 - June 2021 not shown due to scale. Actual growth rates were between 200% and 1800%This chart will no longer be provided after this quarter Fleet Payment Processing Gallon Volume & Travel and Corporate Payments Purchase Volume
Weekly Volume Metrics Key UpdatesSaaS account growth - driver of ~3/4 of health segment revenue growth - remains strongWeekly purchase volume changes for March 2021 through February 2022 have been benchmarked to both 2019 and 2020 to provide a more meaningful comparisonThese charts will no longer be provided after this quarterNOTE: Blue line represents year over year change in purchase volume. Green dots reflect the purchase volume benchmarked to 2019 levels for March 2021 and later periods SaaS Account Growth Rate and Health Purchase Volume US Healthcare Purchase Volume % Change Y-o-Y and Benchmarked to 2019 for March 2021 and later
WEX Full Year and Fourth Quarter 2021 Financial Results
Company Results - Full Year 2021 (In thousands except per share data) 2021 2020 $ ∆ Yr/Yr % ∆ Yr/Yr Total Revenue $1,850,542 $1,559,869 $290,673 18.6% Net income (loss) attributable to shareholders $137 ($243,638) $243,775 NM Net income (loss) attributable to shareholders per diluted share $0.00 ($5.56) $5.56 NM Adjusted net income attributable to shareholders $414,057 $268,324 $145,733 54.3% Adjusted net income attributable to shareholders per diluted share $9.14 $6.06 $3.08 50.8% Record high revenue with double digit increases in each segment NM = Not meaningful
Company Results - 4Q 2021 (In thousands except per share data) 4Q21 4Q20 $ ∆ Yr/Yr % ∆ Yr/Yr Total Revenue $497,538 $398,990 $98,548 24.7% Net loss attributable to shareholders $(11,760) $(234,200) $222,440 NM Net loss attributable to shareholders per diluted share ($0.26) ($5.30) $5.04 NM Adjusted net income attributable to shareholders $116,773 $64,831 $51,942 80.1% Adjusted net income attributable to shareholders per diluted share $2.58 $1.45 $1.13 77.9% Record high quarterly revenue NM = Not meaningful
Revenue Breakdown - 4Q 2021 4Q21 4Q20 $ ∆ Yr/Yr % ∆ Yr/Yr Total Revenue $497,538 $398,990 $98,548 24.7% Segment Revenue Fleet Solutions $306,829 $235,379 $71,450 30.4% Travel and Corporate Solutions $81,512 $74,690 $6,822 9.1% Health and Employee Benefit Solutions $109,197 $88,921 $20,276 22.8% Strong revenue growth in each segment Slide 22 in the appendix shows a comparable revenue presentation for periods prior to Q4 2021 as if the revenue for one customer was on a net basis. This change would have reduced revenue by $16 million in the fourth quarter of 2020. In thousands unless otherwise noted
Fleet Solutions 4Q21 4Q20 $ ∆ Yr/Yr % ∆ Yr/Yr Total Segment Revenue ($) 306,829 235,379 71,450 30.4% Payment Processing Revenue ($) 146,333 98,955 47,378 47.9% Finance Fee Revenue ($) 75,679 53,373 22,306 41.8% All Other Revenue ($) 84,817 83,051 1,766 2.1% Payment Processing Transactions 132,894 118,287 14,607 12.3% Net Payment Processing Rate (%) 1.16% 1.27% (0.11)% (8.7)% Average US Fuel Price (USD/gallon) $3.42 $2.26 $1.16 51.3% Net Late Fee Rate (%) 0.48% 0.54% (0.06)% (11.1)% Solid transaction growth leads to impressive revenue growth In thousands unless otherwise noted
Travel and Corporate Solutions 4Q21 4Q20 $ ∆ Yr/Yr % ∆ Yr/Yr Total Segment Revenue ($) 81,512 74,690 6,822 9.1% Payment Processing Revenue ($) 68,747 62,376 6,371 10.2% All Other Revenue ($) 12,765 12,314 451 3.7% Purchase Volume ($) 10,916,015 4,968,321 5,947,694 119.7% Net Interchange Rate (%) 0.63% 1.26% (0.63)% (50.0)% Continued strong growth in purchase volume and revenue Slide 22 in the appendix shows a comparable revenue presentation for periods prior to Q4 2021 as if the revenue for one customer was on a net basis. This change would have reduced revenue by $16 million in the fourth quarter of 2020. In thousands unless otherwise noted
Health and Employee Benefit Solutions 4Q21 4Q20 $ ∆ Yr/Yr % ∆ Yr/Yr Total Segment Revenue ($) 109,197 88,921 20,276 22.8% Payment Processing Revenue ($) 15,969 14,985 984 6.6% Account Servicing Revenue ($) 83,779 64,432 19,347 30.0% All Other Revenue ($) 9,449 9,504 (55) (0.6)% Purchase Volume ($) 1,146,436 1,074,977 71,459 6.6% Average Number of SaaS Accounts 16,222 14,502 1,720 11.9% Strong US Health revenue growth In thousands unless otherwise noted
Selected Operating Expenses Cost of services Selling general and administrative Impairment charge and legal settlement Segment Adjusted Operating Income Margin (1) Three months ended December 31, 2021 2020 Fleet Solutions 50.9% 42.2% Travel and Corporate Solutions 38.8% 20.1% Health and Employee Benefit Solutions 19.2% 20.5% Adjusted operating income margin (1) 37.1% 28.8% Increase in Fleet Solutions segment adjusted operating income margin reflects revenue growth, very low credit losses, higher fuel prices and operating leverage in expense baseIncrease in Travel and Corporate Solutions segment adjusted operating income margin reflects additional benefits from eNett and Optal synergies, scale from increased revenue, and benefit from change to net revenue presentation for one significant customerDecrease in Health and Employee Benefit Solutions segment adjusted operating income margin reflects acquisition of benefitexpress in June 2021Unallocated Corporate costs as a percentage of total revenue were up slightly(1) Adjusted operating income margin is derived by dividing adjusted operating income by the revenue of the corresponding segment (or the entire Company for adjusted operating income). See the appendix to the presentation for a reconciliation of GAAP operating income to total segment adjusted operating income and adjusted operating income.
Key UpdatesANI tax rate of 25.3% vs 22.4% last yearChange in geographic mix of earnings moved ANI tax rate higher vs last yearGAAP tax rate of 50.0% vs 7.0% last yearAdditional valuation allowance related to eNett and Optal deferred tax assetsNear breakeven GAAP earnings for the quarter leading to a much larger effective tax rate Tax Rate
Additional Balance Sheet Items Key UpdatesCorporate cash1 balance was approximately $153 millionRemaining borrowing capacity of $759 million on credit facilityLeverage ratio, as defined in the credit agreement, was 3.4X, down from 3.7X in Q4 last year 1 Corporate cash is calculated in accordance with the terms of our consolidated leverage ratio in the Company’s Amended and Restated Credit Agreement as filed with the SEC2 Total financing debt includes drawn amounts on Revolving Line of Credit, Term A, Term B, Notes and Convertible Notes 2
Guidance Q1 2022 OUTLOOK ∆ Yr/Yr FY 2022 OUTLOOK ∆ Yr/Yr Revenue (in millions) $495 - $505 20% - 23% $2,050 - $2,090 11% - 13% Adjusted Net Income1 (in millions) $117 - $122 44% - 50% $517 - $536 25% - 29% Adjusted Net Income Earnings per Diluted Share1 $2.55 - $2.65 42% - 48% $11.20 - $11.60 23% - 27% Domestic Fuel Prices ($ / Gallon) $3.52 29% $3.55 14% Fleet Credit Loss (Basis Points) 11 - 16 10 - 15 Adjusted Net Income Tax Rate 25% - 26% 25% - 26% Number of Shares Outstanding 47.5 million 47.5 million 1 The Company's adjusted net income guidance, which is a non-GAAP measure, excludes unrealized gains and losses on financial instruments, net foreign currency gains and losses, changes in fair value of contingent consideration, acquisition related intangible amortization, other acquisition and divestiture related items, stock-based compensation, other costs, loss on sale of subsidiary, impairment charges, debt restructuring and debt issuance cost amortization, non-cash adjustments related to tax receivable agreement, similar adjustments attributable to our non-controlling interests and certain tax related items. We are unable to reconcile our adjusted net income guidance to the comparable GAAP measure without unreasonable effort because of the difficulty in predicting the amounts to be adjusted, including but not limited to, foreign currency exchange rates, unrealized gains and losses on derivative instruments, acquisition and divestiture related items and adjustments to the redemption value of a non-controlling interest, which may have a significant impact on our financial results.
Appendix
Travel and Corporate Payments Revenue, Margin, Volume and Net Interchange - Adjusted Key UpdatesFor comparative purposes, graphs show revenue, net interchange rate and adjusted operating income margin in all periods as if a specific customer contract was reported on a net basis to reflect accounting change implemented in Q4 2021Adjusted operating income margin in Q4 was 38.8%
Impacts of Amended Contract on Travel and Corporate Solutions Segment Accounting presentation changed in Q4 2021 from gross revenue recognition to net, with a corresponding change in sales and marketing costs for one significant customerThere is no impact on earnings from this change Q4 2020 Q1 2021 Q2 2021 Q3 2021 Q4 2021 Reported: Volume $ 4,968,321 $ 6,107,675 $ 8,736,019 $ 12,799,555 $ 10,916,015 Net interchange rate** 1.26 % 0.94 % 0.78 % 0.62 % 0.63 % Revenue $ 74,690 $ 70,642 $ 81,762 $ 91,002 $ 81,512 Adjusted operating expenses $ 59,654 $ 63,627 $ 64,605 $ 59,945 $ 49,881 Adjusted operating income $ 15,036 $ 7,015 $ 17,157 $ 31,057 $ 31,631 % margin** 20.1 % 9.9 % 21.0 % 34.1 % 38.8 % Adjusted: Volume $ 4,968,321 $ 6,107,675 $ 8,736,019 $ 12,799,555 $ 10,916,015 Net interchange rate** 0.93 % 0.64 % 0.55 % 0.52 % 0.63 % Revenue $ 58,545 $ 52,386 $ 61,133 $ 77,713 $ 81,512 Adjusted operating expenses $ 43,509 $ 45,371 $ 43,976 $ 46,656 $ 49,881 Adjusted operating income $ 15,036 $ 7,015 $ 17,157 $ 31,057 $ 31,631 % margin** 25.7 % 13.4 % 28.1 % 40.0 % 38.8 % Accounting presentation changed in Q4 2021 from gross revenue recognition to net, with a corresponding change in sales and marketing costs for one significant customer. This table reflects the contract calculated under both accounting presentations. To make such calculation, the following numbers were subtracted from both the Revenue and Adjusted operating expenses line items in the Reported table to arrive at the numbers in the same line items on the Adjusted table: $15,036 in Q4 2020, $7,015 in Q1 2021, $17,157 in Q2 2021, and $31,057 in Q3 2021. ** These metrics are derived based on the revenue.
WEX Non-GAAP Reconciliation Reconciliation of GAAP Operating Income to Total Segment Adjusted Operating Income and Adjusted Operating Income Three months ended December 31, Year Ended December 31, In thousands 2021 2020 2021 2020 Operating Income $ 108,359 $ (197,129) $ 342,000 $ (91,673) Unallocated corporate expenses 23,858 17,625 78,218 62,938 Acquisition-related intangible amortization 46,981 43,297 181,694 171,144 Other acquisition and divestiture related items 8,035 26,680 40,533 57,787 Legal settlement — 162,500 — 162,500 Impairment charge — 53,378 — 53,378 Loss on sale of subsidiary — — — 46,362 Stock-based compensation 13,779 20,782 76,550 65,841 Other costs 7,518 5,575 23,171 13,555 Debt restructuring costs 129 10 6,185 535 Total Segment Adjusted Operating Income: $ 208,659 $ 132,718 $ 748,351 $ 542,367 Unallocated corporate expenses (23,858) (17,625) (78,218) (62,938) Adjusted operating income $ 184,801 $ 115,093 $ 670,133 $ 479,429
WEX Non-GAAP Reconciliation Three Months Ended December 31, Year Ended December 31, 2021 2020 2021 2020 (In thousands except per share data) per diluted share per dilutedshare per diluted share per dilutedshare Net (loss) income attributable to shareholders $ (11,760) $ (0.26) $ (234,200) $ (5.30) $ 137 $ — $ (243,638) $ (5.56) Unrealized (gains) losses on financial instruments (19,720) (0.44) (5,079) (0.11) (39,190) (0.86) 27,036 0.62 Net foreign currency loss (gain) 964 0.02 (6,190) (0.14) 12,339 0.27 25,783 0.59 Change in fair value of contingent consideration (4,800) (0.11) — — 40,100 0.88 — — Acquisition–related intangible amortization 46,981 1.05 43,297 0.98 181,694 4.01 171,144 3.90 Other acquisition and divestiture related items 8,035 0.18 21,782 0.49 36,916 0.81 57,787 1.32 Legal settlement — — 162,500 3.68 — — 162,500 3.71 Stock–based compensation 13,779 0.31 20,782 0.47 76,550 1.70 65,841 1.50 Other costs 7,518 0.17 5,084 0.12 23,171 0.52 13,064 0.30 Loss on sale of subsidiary — — — — — — 46,362 1.06 Impairment charge — — 53,378 1.21 — — 53,378 1.22 Debt restructuring and debt issuance cost amortization 2,336 0.05 30,074 0.68 21,768 0.48 40,063 0.91 ANI adjustments attributable to non–controlling interests 62,176 1.39 9,191 0.21 132,030 2.91 (42,910) (0.98) Tax related items 11,264 0.25 (35,788) (0.81) (71,458) (1.58) (108,086) (2.47) Dilutive impact of stock awards — (0.03) — (0.03) — — — (0.06) Adjusted net income attributable to shareholders $ 116,773 $ 2.58 $ 64,831 $ 1.45 $ 414,057 $ 9.14 $ 268,324 $ 6.06
The Company's non-GAAP adjusted net income excludes unrealized gains and losses on financial instruments, net foreign currency gains and losses, change in fair value of contingent consideration, acquisition-related intangible amortization, other acquisition and divestiture related items, legal settlement, stock-based compensation, other costs, loss on sale of subsidiary, impairment charges, debt restructuring and debt issuance cost amortization, similar adjustments attributable to our non-controlling interests and certain tax related items. The Company's non-GAAP adjusted operating income excludes acquisition-related intangible amortization, other acquisition and divestiture related items, legal settlement, loss on sale of subsidiary, stock-based compensation, other costs, debt restructuring costs and impairment charges. Total segment adjusted operating income incorporates these same adjustments and further excludes unallocated corporate expenses.Although adjusted net income, adjusted operating income and total segment adjusted operating income are not calculated in accordance with GAAP, these non-GAAP measures are integral to the Company's reporting and planning processes and the chief operating decision maker of the Company uses segment adjusted operating income to allocate resources among our operating segments. The Company considers these measures integral because they exclude the above specified items that the Company's management excludes in evaluating the Company's performance. Specifically, in addition to evaluating the Company's performance on a GAAP basis, management evaluates the Company's performance on a basis that excludes the above items because: Exclusion of the non-cash, mark-to-market adjustments on financial instruments, including interest rate swap agreements and investment securities, helps management identify and assess trends in the Company’s underlying business that might otherwise be obscured due to quarterly non-cash earnings fluctuations associated with these financial instruments. Additionally, the non-cash, mark-to-market adjustments on financial instruments are difficult to forecast accurately, making comparisons across historical and future quarters difficult to evaluate; Net foreign currency gains and losses primarily result from the remeasurement to functional currency of cash, accounts receivable and accounts payable balances, certain intercompany notes denominated in foreign currencies and any gain or loss on foreign currency hedges relating to these items. The exclusion of these items helps management compare changes in operating results between periods that might otherwise be obscured due to currency fluctuations; The change in fair value of contingent consideration, which is related to the acquisition of certain contractual rights to serve as custodian or sub-custodian to Health Savings Accounts, is dependent upon changes in future interest rate assumptions and has no significant impact on the ongoing operations of the Company. Additionally, the non-cash, mark-to-market adjustments on financial instruments are difficult to forecast accurately, making comparisons across historical and future quarters difficult to evaluate; The Company considers certain acquisition-related costs, including certain financing costs, investment banking fees, warranty and indemnity insurance, certain integration related expenses and amortization of acquired intangibles, as well as gains and losses from divestitures to be unpredictable, dependent on factors that may be outside of our control and unrelated to the continuing operations of the acquired or divested business or the Company. In addition, the size and complexity of an acquisition, which often drives the magnitude of acquisition-related costs, may not be indicative of such future costs. The Company believes that excluding acquisition-related costs and gains or losses on divestitures facilitates the comparison of our financial results to the Company’s historical operating results and to other companies in our industry; Legal settlement represents the consideration paid to the sellers of eNett and Optal in excess of the businesses' fair values, which is nonrecurring and does not reflect future operating expenses resulting from this acquisition; The loss on sale of subsidiary relates to the divestiture of the Company's former Brazilian subsidiary as of the date of sale, September 30, 2020, and the associated write-off of its assets and liabilities. As previously discussed, gains and losses from divestitures are considered by the Company to be unpredictable and dependent on factors that may be outside of our control. The exclusion of these gains and losses are consistent with the Company's practice of excluding other non-recurring items associated with strategic transactions;Stock-based compensation is different from other forms of compensation, as it is a non-cash expense. For example, a cash salary generally has a fixed and unvarying cash cost. In contrast, the expense associated with an equity-based award is generally unrelated to the amount of cash ultimately received by the employee, and the cost to the Company is based on a stock-based compensation valuation methodology and underlying assumptions that may vary over time; Certain other costs are not consistently occurring and do not reflect expected future operating expense, nor do they provide insight into the fundamentals of current or past operations of our business. This also includes costs related to certain identified initiatives, including technology initiatives, to further streamline the business, improve the Company’s efficiency, create synergies and globalize the Company’s operations and remediate material weaknesses such as the one identified during the 2018 fiscal year, all with an objective to improve scale and efficiency and increase profitability going forward. For the year ended December 31, 2020, other costs include certain costs incurred in association with the COVID-19 pandemic, including the cost of providing additional health, welfare and technological support to our employees as they work remotely;Impairment charges represent non-cash asset write-offs, which do not reflect recurring costs that would be relevant to the Company’s continuing operations. The Company believes that excluding these nonrecurring expenses facilitates the comparison of our financial results to the Company’s historical operating results and to other companies in its industry;Debt restructuring and debt issuance cost amortization are unrelated to the continuing operations of the Company. Debt restructuring costs are not consistently occurring and do not reflect expected future operating expense, nor do they provide insight into the fundamentals of current or past operations of our business. In addition, since debt issuance cost amortization is dependent upon the financing method, which can vary widely company to company, we believe that excluding these costs helps to facilitate comparison to historical results as well as to other companies within our industry;The adjustments attributable to non-controlling interests, including adjustments to the redemption value of a non-controlling interest, have no significant impact on the ongoing operations of the business; The tax related items are the difference between the Company’s GAAP tax provision and a pro forma tax provision based upon the Company’s adjusted net income before taxes as well as the impact from certain discrete tax items. The methodology utilized for calculating the Company’s adjusted net income tax provision is the same methodology utilized in calculating the Company’s GAAP tax provision. The Company does not allocate certain corporate expenses to our operating segments, as these items are centrally controlled and are not directly attributable to any reportable segment.For the same reasons, WEX believes that adjusted net income, adjusted operating income and total segment adjusted operating income may also be useful to investors when evaluating the Company's performance. However, because adjusted net income, adjusted operating income and total segment adjusted operating income are non-GAAP measures, they should not be considered as a substitute for, or superior to, net income, operating income or cash flows from operating activities as determined in accordance with GAAP. In addition, adjusted net income, adjusted operating income and total segment adjusted operating income as used by WEX may not be comparable to similarly titled measures employed by other companies. WEX Non-GAAP Reconciliation
Exhibit 99.3
WEX to Host Virtual Investor Day on March 23
PORTLAND, Maine--(BUSINESS WIRE)--February 10, 2022--WEX (NYSE: WEX), a leading financial technology service provider, today announced it will host a virtual Investor Day on Wednesday, March 23, 2022. The event will begin at 9:00 a.m. ET and will feature presentations from Melissa Smith, WEX’s Chair and Chief Executive Officer, and several other members of the executive leadership team. The event will conclude at approximately 11:30 a.m. ET.
The Investor Day will be held virtually via webcast. Investors and other interested parties can access the webcast and the accompanying slide presentation by visiting the Investor Relations section of the WEX website at http://ir.wexinc.com. A replay will also be available online following the event.
About WEX
WEX (NYSE: WEX) is a leading financial technology service provider. We provide payment solutions to businesses of all sizes across a wide spectrum of sectors, including fleet, corporate payments, travel and health. WEX has offices in 14 countries and employs approximately 5,600 people around the world. Learn more at LinkedIn, Facebook, Instagram, Twitter, and our corporate blog. For more information, visit www.wexinc.com.
Contacts
News media:
WEX
Rob Gould, 207-523-7429
Robert.Gould@wexinc.com
**Investor:**
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Steve Elder, 207-523-7769
Steve.Elder@wexinc.com