Western Union CO 10-Q for FY2021 Q1

Western Union CO (WU)

10-Q 2021-05-04 For: 2021-03-31

Added on April 07, 2026

About this 10-Q

Western Union CO filed this 10-Q on May 4, 2021, covering the quarter ended March 31, 2021 (FY2021 Q1).

Headline figures

Quarter ended March 31, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.21B; up 1.7% from $1.19B a year earlier
Net income: $181.8M; up 2.9% from net income of $176.7M a year earlier
Diluted EPS: $0.44; up 4.8% from $0.42 a year earlier

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Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock, $0.01 Par Value	WU	The New York Stock Exchange


		PAGE NUMBER
PART I FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)	3

	Condensed Consolidated Statements of Income for the three months ended March 31, 2021 and 2020	3

	Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020	4

	Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020	5

	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020	6

	Condensed Consolidated Statements of Stockholders’ Equity/(Deficit) for the three months ended March 31, 2021 and 2020	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	34

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	50

Item 4.	Controls and Procedures	50

	Review Report of Independent Registered Public Accounting Firm	51

PART II OTHER INFORMATION

Item 1.	Legal Proceedings	52

Item 1A.	Risk Factors	52

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	52

Item 3.	Defaults Upon Senior Securities	52

Item 4.	Mine Safety Disclosures	52

Item 5.	Other Information	52

Item 6.	Exhibits	53


	Three Months Ended
	March 31,
	2021		2020
Revenues	$	1,210.0	$	1,190.0
Expenses:
Cost of services		706.0		683.4
Selling, general, and administrative		271.2		273.4
Total expenses		977.2		956.8
Operating income		232.8		233.2
Other income/(expense):
Interest income		0.4		1.6
Interest expense		(28.4)		(32.9)
Other expense, net		(1.9)		—
Total other expense, net		(29.9)		(31.3)
Income before income taxes		202.9		201.9
Provision for income taxes		21.1		25.2
Net income	$	181.8	$	176.7
Earnings per share:
Basic	$	0.44	$	0.43
Diluted	$	0.44	$	0.42
Weighted-average shares outstanding:
Basic		411.7		414.3
Diluted		414.3		418.3


	Three Months Ended
	March 31,
	2021		2020
Net income	$	181.8	$	176.7
Other comprehensive income, net of reclassifications and tax (Note 10):
Unrealized gains/(losses) on investment securities		(13.0)		5.7
Unrealized gains on hedging activities		28.9		20.7
Defined benefit pension plan adjustments		2.5		2.3
Total other comprehensive income		18.4		28.7
Comprehensive income	$	200.2	$	205.4


	March 31,		December 31,
	2021		2020
Assets
Cash and cash equivalents	$	1,502.6	$	1,428.2
Settlement assets		3,638.2		3,821.4
Property and equipment, net of accumulated depreciation of $665.7 and $659.9, respectively		144.9		150.4
Goodwill		2,566.6		2,566.6
Other intangible assets, net of accumulated amortization of $1,064.7 and $1,044.6, respectively		523.0		505.0
Other assets		905.7		1,024.7
Total assets	$	9,281.0	$	9,496.3
Liabilities and stockholders' equity
Liabilities:
Accounts payable and accrued liabilities	$	513.3	$	500.9
Settlement obligations		3,638.2		3,821.4
Income taxes payable		933.1		928.9
Deferred tax liability, net		187.2		188.9
Borrowings		3,230.5		3,067.2
Other liabilities		559.9		802.4
Total liabilities		9,062.2		9,309.7

Commitments and contingencies (Note 7)

Stockholders' equity:
Preferred stock, $1.00 par value; 10 shares authorized; no shares issued		—		—
Common stock, $0.01 par value; 2,000 shares authorized; 409.8 shares and 411.2 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively		4.1		4.1
Capital surplus		904.0		885.1
Accumulated deficit		(548.2)		(543.1)
Accumulated other comprehensive loss		(141.1)		(159.5)
Total stockholders' equity		218.8		186.6
Total liabilities and stockholders' equity	$	9,281.0	$	9,496.3


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended March 31, 2021


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to


Delaware (State or Other Jurisdiction of Incorporation or Organization)		20-4531180 (I.R.S. Employer Identification No.)
	7001 EAST BELLEVIEW AVENUE Denver, Colorado 80237 (Address of principal executive offices)


								Accumulated
								Other		Total
	Common Stock			Capital		Accumulated		Comprehensive		Stockholders'
	Shares	Amount		Surplus		Deficit		Loss		Equity
Balance, December 31, 2020	411.2	$	4.1	$	885.1	$	(543.1)	$	(159.5)	$	186.6
Net income	—		—		—		181.8		—		181.8
Stock-based compensation	—		—		10.8		—		—		10.8
Common stock dividends and dividend equivalents declared ($0.235 per share)	—		—		—		(97.9)		—		(97.9)
Repurchase and retirement of common shares	(3.7)		—		—		(89.0)		—		(89.0)
Shares issued under stock-based compensation plans	2.3		—		8.1		—		—		8.1
Other comprehensive income (Note 10)	—		—		—		—		18.4		18.4
Balance, March 31, 2021	409.8	$	4.1	$	904.0	$	(548.2)	$	(141.1)	$	218.8


	Three Months Ended March 31, 2021
			Foreign
	Consumer		Exchange
	Money		and Payment		Consumer		Other
	Transfers		Services		Bill Payments		Services		Total
Regions:
North America	$	386.6	$	21.2	$	18.6	$	14.5	$	440.9
Europe and Russia/CIS		338.7		34.3		1.1		0.4		374.5
Middle East, Africa, and South Asia		159.7		0.5		0.1		—		160.3
Latin America and the Caribbean		86.7		0.8		17.7		1.8		107.0
East Asia and Oceania		66.7		16.6		0.3		—		83.6
Revenues from contracts with customers	$	1,038.4	$	73.4	$	37.8	$	16.7	$	1,166.3
Other revenues^(a)		12.5		23.1		3.0		5.1		43.7
Total revenues	$	1,050.9	$	96.5	$	40.8	$	21.8	$	1,210.0


	Three Months Ended March 31, 2020
			Foreign
	Consumer		Exchange
	Money		and Payment		Consumer		Other
	Transfers		Services		Bill Payments		Services		Total
Regions:
North America	$	384.8	$	22.2	$	22.7	$	14.4	$	444.1
Europe and Russia/CIS		300.9		31.5		0.8		0.7		333.9
Middle East, Africa, and South Asia		156.9		0.5		0.1		—		157.5
Latin America and the Caribbean		84.4		0.6		23.8		2.1		110.9
East Asia and Oceania		59.1		16.8		0.3		—		76.2
Revenues from contracts with customers	$	986.1	$	71.6	$	47.7	$	17.2	$	1,122.6
Other revenues^(a)		29.3		26.8		5.3		6.0		67.4
Total revenues	$	1,015.4	$	98.4	$	53.0	$	23.2	$	1,190.0


	Fair Value Measurement Using				Total
March 31, 2021	Level 1		Level 2		Fair Value
Assets:
Settlement assets:
Measured at fair value through net income:
Money market funds	$	15.7	$	—	$	15.7
Measured at fair value through other comprehensive income (net of expected credit losses recorded through net income):
State and municipal debt securities		—		1,272.5		1,272.5
State and municipal variable-rate demand notes		—		231.5		231.5
Corporate debt securities		—		52.6		52.6
United States government agency mortgage-backed securities		—		48.3		48.3
Other assets:
Derivatives		—		323.5		323.5
Total assets	$	15.7	$	1,928.4	$	1,944.1
Liabilities:
Other liabilities:
Derivatives	$	—	$	270.3	$	270.3
Total liabilities	$	—	$	270.3	$	270.3


	Fair Value Measurement Using				Total
December 31, 2020	Level 1		Level 2		Fair Value
Assets:
Settlement assets:
Measured at fair value through net income:
Money market funds	$	13.1	$	—	$	13.1
Measured at fair value through other comprehensive income (net of expected credit losses recorded through net income):
State and municipal debt securities		—		1,303.9		1,303.9
State and municipal variable-rate demand notes		—		562.1		562.1
Corporate and other debt securities		—		72.8		72.8
United States government agency mortgage-backed securities		—		51.8		51.8
Other assets:
Derivatives		—		453.3		453.3
Total assets	$	13.1	$	2,443.9	$	2,457.0
Liabilities:
Other liabilities:
Derivatives	$	—	$	430.3	$	430.3
Total liabilities	$	—	$	430.3	$	430.3


	Agents and		Business Solutions
	Others		Customers
Allowance for credit losses as of January 1, 2021	$	49.3	$	3.9
Current period provision for expected credit losses ^(a)		2.3		1.5
Write-offs charged against the allowance		(3.3)		(0.4)
Recoveries of amounts previously written off		1.9		—
Impacts of foreign currency exchange rates and other		(0.5)		(0.1)
Allowance for credit losses as of March 31, 2021	$	49.7	$	4.9

	Agents and		Business Solutions
	Others		Customers
Allowance for credit losses as of January 1, 2020	$	20.4	$	4.5
Current period provision for expected credit losses ^(a)		8.1		0.2
Write-offs charged against the allowance		(1.7)		(1.0)
Recoveries of amounts previously written off		0.3		—
Impacts of foreign currency exchange rates and other		(1.2)		—
Allowance for credit losses as of March 31, 2020	$	25.9	$	3.7


					Gross		Gross		Net
	Amortized		Fair		Unrealized		Unrealized		Unrealized
March 31, 2021	Cost		Value		Gains		Losses		Gains/(Losses)
Settlement assets:
Cash and cash equivalents:
Money market funds	$	15.7	$	15.7	$	—	$	—	$	—
Available-for-sale securities:
State and municipal debt securities ^(a)		1,218.3		1,272.5		55.0		(0.8)		54.2
State and municipal variable-rate demand notes		231.5		231.5		—		—		—
Corporate debt securities		51.9		52.6		0.8		(0.1)		0.7
United States government agency mortgage-backed securities		46.6		48.3		1.7		—		1.7
Total available-for-sale securities		1,548.3		1,604.9		57.5		(0.9)		56.6
Total investment securities	$	1,564.0	$	1,620.6	$	57.5	$	(0.9)	$	56.6


	Three Months Ended
	March 31,
	2021		2020
Cash flows from operating activities
Net income	$	181.8	$	176.7
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		12.8		16.5
Amortization		40.6		41.7
Other non-cash items, net		30.3		20.8
Increase/(decrease) in cash resulting from changes in:
Other assets		(46.9)		(23.1)
Accounts payable and accrued liabilities		(35.8)		(109.3)
Income taxes payable		5.5		(2.8)
Other liabilities		(12.5)		(8.1)
Net cash provided by operating activities		175.8		112.4
Cash flows from investing activities
Payments for capitalized contract costs		(78.3)		(21.5)
Payments for internal use software		(9.9)		(7.9)
Purchases of property and equipment		(8.7)		(6.3)
Proceeds from the sale of former corporate headquarters		—		44.2
Purchases of non-settlement related investments		(0.9)		—
Proceeds from maturity of non-settlement related investments		0.5		0.3
Other investing activities		1.1		—
Net cash (used in)/provided by investing activities		(96.2)		8.8
Cash flows from financing activities
Cash dividends and dividend equivalents paid		(96.7)		(92.4)
Common stock repurchased (Note 10)		(84.5)		(237.1)
Net repayments of commercial paper		(80.0)		(160.0)
Net proceeds from issuance of borrowings		892.6		—
Principal payments on borrowings		(650.0)		—
Proceeds from exercise of options		8.1		1.0
Other financing activities		0.1		(0.7)
Net cash used in financing activities		(10.4)		(489.2)
Net change in cash, cash equivalents, and restricted cash		69.2		(368.0)
Cash, cash equivalents, and restricted cash at beginning of period		1,447.4		1,456.8
Cash, cash equivalents, and restricted cash at end of period	$	1,516.6	$	1,088.8
Supplemental cash flow information:
Interest paid	$	19.6	$	18.2
Income taxes paid	$	15.0	$	23.1


	March 31, 2021
Settlement assets:
Cash and cash equivalents	$	764.0
Receivables from agents, Business Solutions customers, and others		1,323.9
Less: Allowance for credit losses		(54.6)
Receivables from agents, Business Solutions customers, and others, net		1,269.3
Investment securities		1,604.9
Total settlement assets	$	3,638.2
Settlement obligations:
Money transfer, money order, and payment service payables	$	2,872.6
Payables to agents		765.6
Total settlement obligations	$	3,638.2

	December 31, 2020
Settlement assets:
Cash and cash equivalents	$	695.7
Receivables from agents, Business Solutions customers, and others		1,188.3
Less: Allowance for credit losses		(53.2)
Receivables from agents, Business Solutions customers, and others, net		1,135.1
Investment securities		1,990.6
Total settlement assets	$	3,821.4
Settlement obligations:
Money transfer, money order, and payment service payables	$	2,902.9
Payables to agents		918.5
Total settlement obligations	$	3,821.4


	Fair Value
Due within 1 year	$	122.6
Due after 1 year through 5 years		663.6
Due after 5 years through 10 years		500.9
Due after 10 years		317.8
Total	$	1,604.9


	Investment		Hedging		Foreign Currency		Defined Benefit
	Securities		Activities		Translation		Pension Plan		Total
As of December 31, 2020	$	58.3	$	(30.5)	$	(101.2)	$	(86.1)	$	(159.5)
Unrealized gains/(losses)		(16.0)		24.2		—		—		8.2
Tax benefit/(expense)		2.9		(0.9)		—		—		2.0
Amounts reclassified from AOCL into earnings, net of tax		0.1		5.6		—		2.5		8.2
As of March 31, 2021	$	45.3	$	(1.6)	$	(101.2)	$	(83.6)	$	(141.1)


	Amounts Reclassified from AOCL to Net Income
		Three Months Ended
	Income Statement	March 31,
Income for the period (in millions)	Location	2021		2020
Accumulated other comprehensive loss components:
Gains/(losses) on investment securities:
Available-for-sale securities	Revenues	$	(0.1)	$	0.6
Income tax expense	Provision for income taxes		—		(0.2)
Total reclassification adjustments related to investment securities, net of tax			(0.1)		0.4
Gains/(losses) on cash flow hedges:
Foreign currency contracts	Revenues		(6.1)		6.6
Interest rate contracts	Interest expense		(0.2)		(0.2)
Interest rate contracts	Other expense, net		0.7		—
Income tax expense	Provision for income taxes		—		(0.1)
Total reclassification adjustments related to cash flow hedges, net of tax			(5.6)		6.3
Amortization of components of defined benefit plans:
Actuarial loss	Other expense, net		(3.1)		(3.0)
Income tax benefit	Provision for income taxes		0.6		0.7
Total reclassification adjustments related to defined benefit plans, net of tax			(2.5)		(2.3)
Total reclassifications, net of tax		$	(8.2)	$	4.4


	March 31, 2021
Contracts designated as hedges:
Euro	$	414.4
Canadian dollar		136.9
British pound		71.9
Australian dollar		61.7
Swiss franc		42.4
Japanese yen		38.6
Other ^(a)		28.9
Contracts not designated as hedges:
Euro	$	404.5
British pound		116.8
Mexican peso		76.0
Indian rupee		69.7
Canadian dollar		58.1
Philippine peso		47.4
Australian dollar		47.0
Russian ruble		35.3
Japanese yen		32.0
Other ^(a)		151.6


	Derivative Assets					Derivative Liabilities
		Fair Value					Fair Value
	Balance Sheet	March 31,		December 31,		Balance Sheet	March 31,		December 31,
	Location	2021		2020		Location	2021		2020
Derivatives designated as hedges:
Foreign currency cash flow hedges	Other assets	$	22.0	$	9.1	Other liabilities	$	11.7	$	24.9
Interest rate cash flow hedges	Other assets		—		—	Other liabilities		—		0.1
Total derivatives designated as hedges		$	22.0	$	9.1		$	11.7	$	25.0
Derivatives not designated as hedges:
Business Solutions operations - foreign currency ^(a)	Other assets	$	295.0	$	441.4	Other liabilities	$	255.7	$	402.5
Foreign currency	Other assets		6.5		2.8	Other liabilities		2.9		2.8
Total derivatives not designated as hedges		$	301.5	$	444.2		$	258.6	$	405.3
Total derivatives		$	323.5	$	453.3		$	270.3	$	430.3


			Gross		Net Amounts		Derivatives
	Gross		Amounts Offset		Presented		Not Offset
	Amounts of		in the Condensed		in the Condensed		in the Condensed
	Recognized		Consolidated		Consolidated		Consolidated
March 31, 2021	Assets		Balance Sheets		Balance Sheets		Balance Sheets		Net Amounts
Derivatives subject to a master netting arrangement or similar agreement	$	157.4	$	—	$	157.4	$	(128.1)	$	29.3
Derivatives that are not or may not be subject to master netting arrangement or similar agreement		166.1
Total	$	323.5

December 31, 2020
Derivatives subject to a master netting arrangement or similar agreement	$	165.1	$	—	$	165.1	$	(155.1)	$	10.0
Derivatives that are not or may not be subject to master netting arrangement or similar agreement		288.2
Total	$	453.3


	Three Months Ended March 31,
	2021		2020
Foreign currency derivatives ^(a)	$	20.9	$	27.3
Interest rate derivatives		3.3		—


		Three Months Ended
		March 31,
Derivatives ^(a)	Location	2021		2020
Foreign currency derivatives ^(b)	Selling, general, and administrative	$	16.0	$	29.2


	March 31, 2021		December 31, 2020
Commercial paper ^(a)	$	—	$	80.0
Notes:
3.600% notes due 2022 ^(b)		500.0		500.0
4.250% notes due 2023^(b)		300.0		300.0
2.850% notes due 2025 ^(b)		500.0		500.0
1.350% notes due 2026 (effective rate of 1.5%) ^(c)		600.0		—
2.750% notes due 2031 (effective rate of 2.9%) ^(d)		300.0		—
6.200% notes due 2036 ^(b)		500.0		500.0
6.200% notes due 2040 ^(b)		250.0		250.0
Term loan facility borrowing (effective rate of 1.5%) ^(e)		300.0		950.0
Total borrowings at par value		3,250.0		3,080.0
Debt issuance costs and unamortized discount, net		(19.5)		(12.8)
Total borrowings at carrying value^(f)	$	3,230.5	$	3,067.2


Due within 1 year	$	500.0
Due after 1 year through 2 years		—
Due after 2 years through 3 years		600.0
Due after 3 years through 4 years		500.0
Due after 4 years through 5 years		600.0
Due after 5 years		1,050.0
Total	$	3,250.0


	Three Months Ended March 31,
(in millions, except per share amounts)	2021		2020		% Change
Revenues	$	1,210.0	$	1,190.0	2	%
Expenses:
Cost of services		706.0		683.4	3	%
Selling, general, and administrative		271.2		273.4	(1)	%
Total expenses		977.2		956.8	2	%
Operating income		232.8		233.2	0	%
Other income/(expense):
Interest income		0.4		1.6	(75)	%
Interest expense		(28.4)		(32.9)	(14)	%
Other expense, net		(1.9)		—	(a)
Total other expense, net		(29.9)		(31.3)	(4)	%
Income before income taxes		202.9		201.9	0	%
Provision for income taxes		21.1		25.2	(17)	%
Net income	$	181.8	$	176.7	3	%
Earnings per share:
Basic	$	0.44	$	0.43	2	%
Diluted	$	0.44	$	0.42	5	%
Weighted-average shares outstanding:
Basic		411.7		414.3
Diluted		414.3		418.3


	Three Months Ended March 31,
(dollars in millions)	2021		2020		% Change
Revenues, as reported - (GAAP)	$	1,210.0	$	1,190.0	2	%
Foreign currency impact ^(a)					0	%
Revenue change, constant currency adjusted - (Non-GAAP)					2	%


	Three Months Ended March 31,
(dollars and transactions in millions)	2021			2020			% Change
Revenues	$	1,050.9		$	1,015.4		4	%
Operating income	$	206.1		$	209.9		(2)	%
Operating income margin		20	%		21	%
Key indicator:
Consumer-to-Consumer transactions		73.0			66.8		9	%


	Three Months Ended March 31, 2021

					Constant
	Revenue		Foreign		Currency
	Growth		Exchange		Revenue		Transaction
	as Reported -		Translation		Growth ^(a) -		Growth/
	(GAAP)		Impact		(Non-GAAP)		(Decline)
Consumer-to-Consumer regional growth/(decline):
North America (United States & Canada) ("NA")	0	%	(1)	%	1	%	1	%
Europe and Russia/CIS ("EU & CIS")	8	%	4	%	4	%	28	%
Middle East, Africa, and South Asia ("MEASA")	1	%	1	%	0	%	13	%
Latin America and the Caribbean ("LACA") ^(b)	3	%	(5)	%	8	%	(8)	%
East Asia and Oceania ("APAC")	9	%	6	%	3	%	(2)	%
Total Consumer-to-Consumer growth:	4	%	2	%	2	%	9	%

Digital Money Transfer ^(c)	45	%	1	%	44	%	77	%
westernunion.com ^(c)	38	%	1	%	37	%	55	%


					Approximate Dollar
				Total Number of Shares	Value of Shares that
				Purchased as Part of	May Yet Be Purchased
	Total Number of	Average Price		Publicly Announced	Under the Plans or
Period	Shares Purchased ^(a)	Paid per Share		Plans or Programs ^(b)	Programs (in millions)
January 1 - 31	21,998	$	22.59	—	$	782.6
February 1 - 28	1,509,909	$	23.59	965,923	$	760.0
March 1 - 31	2,148,772	$	24.61	2,127,981	$	707.6
Total	3,680,679	$	24.18	3,093,904


Exhibit Number		Description

4.1		Form of 1.350% Notes due 2026 filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on March 10, 2021 and incorporated herein by reference thereto

4.2		Form of 2.750% Notes due 2031 filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on March 10, 2021 and incorporated herein by reference thereto

10.1		Form of Restricted Stock Unit Award Agreement for Non-Employee Directors Under The Western Union Company 2015 Long-Term Incentive Plan*

10.2		Form of Nonqualified Stock Option Award Agreement for Non-Employee Directors Residing in the United States Under The Western Union Company 2015 Long-Term Incentive Plan*

15		Letter from Ernst & Young LLP Regarding Unaudited Interim Financial Information

31.1		Certification of Chief Executive Officer of The Western Union Company Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

31.2		Certification of Chief Financial Officer of The Western Union Company Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

32		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)


	The Western Union Company (Registrant)

Date: May 4, 2021	By:	/s/ Hikmet Ersek
		Hikmet Ersek
		President and Chief Executive Officer (Principal Executive Officer)

Date: May 4, 2021	By:	/s/ Raj Agrawal
		Raj Agrawal
		Chief Financial Officer (Principal Financial Officer)

Date: May 4, 2021	By:	/s/ Mark Hinsey
		Mark Hinsey
		Chief Accounting Officer and Controller (Principal Accounting Officer)


Date:	May 4, 2021	/s/ HIKMET ERSEK
		Hikmet Ersek
		President and Chief Executive Officer