0000027996
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0000027996
2024-05-01
2024-05-01
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):
May 1, 2024
DELUXE CORPORATION
(Exact name of registrant as specified in its charter)
MN 1-7945 41-0216800
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
801 S. Marquette Ave. 55402-2807
,
Minneapolis
,
MN
(Address of principal executive offices) (Zip Code)
(
651
)
483-7111
Registrant's telephone number, including area code
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 communication 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, par value $1.00 per share DLX NYSE
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 ((s)230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 ((s)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.
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Section 2 - Financial Information
Item 2.02
Results of Operations and Financial Condition.
Segment Realignment
Effective for the quarter ended March 31, 2024, Deluxe Corporation (the
"Company") reorganized its reportable business segments to align with changes
in its organizational structure that better reflect its portfolio mix and
offerings. As further described under Item 8.01 of this Current Report on Form
8-K, the Company's new reportable segments are Merchant Services, B2B
Payments, Data Solutions and Print.
Supplemental Financial Information
Exhibit 99.1 to this Current Report on Form 8-K includes unaudited, recast
financial information under the new segment structure relative to business
segment revenue and adjusted EBITDA for fiscal years 2023 and 2022 and
quarterly information for each of the quarters within fiscal year 2023. The
Company did not operate under the new segment structure during these periods.
The methodology utilized to determine segment operating performance did not
change, and information regarding this methodology is provided in the Notes to
Consolidated Financial Statements included in the Company's Annual Report on
Form 10-K for the year ended December 31, 2023.
The recasting of previously issued financial information does not represent a
restatement of previously issued financial statements and does not affect the
Company's reported net income, earnings per share, total assets or
shareholders' equity for any of the previously reported periods, nor does it
reflect any subsequent information or event, other than as required to reflect
the segment reorganization described above.
The information in this Item 2.02 shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be
deemed incorporated by reference into any filings under the Securities Act of
1933, as amended.
Section 8 - Other Events
Item 8.01
Other Events.
Under the revised reporting structure, beginning with the filing of the
Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, the
Company will present four reportable segments, as follows:
.
Merchant Services
- provides electronic credit and debit card authorization and payment systems
and processing services primarily to small and medium-sized retail and service
businesses.
.
B2B Payments
- provides treasury management solutions, including remittance and lockbox
processing, remote deposit capture, receivables management, payment processing
and paperless treasury management, as well as fraud and security services and
Deluxe Payment Exchange.
.
Data Solutions
- provides data-driven marketing solutions, including digital engagement,
financial institution profitability reporting and account switching tools, and
business incorporation services.
.
Print
- provides printed personal and business checks, printed business forms,
business accessories and promotional products.
2
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Section 9 - Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description
Number
99.1 Supplemental segment financial information (furnished
pursuant to Item 2.02 of this Current Report on Form 8-K)
101.INS 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 XBRL Taxonomy Extension Schema Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover page interactive data file (formatted
as Inline XBRL and contained in Exhibit 101)
3
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SIGNATURES
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.
Date: May 1, 2024
DELUXE CORPORATION
/s/ Jeffrey L. Cotter
Jeffrey L. Cotter
Senior Vice President, Chief
Administrative Officer and
General Counsel
4
Exhibit 99.1
Segment Realignment
Effective for the quarter ended March 31, 2024, Deluxe Corporation (the
"Company") reorganized its reportable business segments to align with changes
in its organizational structure that better reflect its portfolio mix and
offerings. The Company's new reportable segments are Merchant Services, B2B
Payments, Data Solutions and Print.
Supplemental Financial Information
The Company is providing updated historical financial information in the
attached schedule to enhance its shareholders' ability to evaluate the
Company's historical financial information under the new segment structure.
The schedule provides unaudited, recast business segment revenue and adjusted
EBITDA for fiscal years 2023 and 2022 and quarterly information for each of
the quarters within fiscal year 2023. The Company did not operate under the
new segment structure during these periods. The methodology utilized to
determine segment operating performance did not change, and information
regarding this methodology is provided in the Notes to Consolidated Financial
Statements included in the Company's Annual Report on Form 10-K for the year
ended December 31, 2023.
The recasting of previously issued financial information does not represent a
restatement of previously issued financial statements and does not affect the
Company's reported net income, earnings per share, total assets or
shareholders' equity for any of the previously reported periods, nor does it
reflect any subsequent information or event, other than as required to reflect
the segment reorganization described above. Quarterly amounts for fiscal year
2023 may not sum to the full year amount due to immaterial rounding
differences.
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DELUXE CORPORATION
SEGMENT INFORMATION
(In thousands)
(Unaudited)
Year Ended December 31, Quarter Ended
2023 2022 Mar. 31, June 30, Sept. 30, Dec. 31,
2023 2023 2023 2023
Merchant
Services:
Revenue $364,233 $347,709 $89,105 $91,467 $87,984 $95,676
Adjusted 74,399 70,760 18,427 17,300 17,393 21,280
EBITDA
B2B
Payments:
Revenue 299,196 307,117 75,196 76,341 74,581 73,078
Adjusted 62,034 71,242 13,475 15,192 16,074 17,293
EBITDA
Data
Solutions:
Revenue 211,788 196,707 44,353 59,301 64,080 44,053
Adjusted 46,281 44,833 10,256 13,382 15,317 7,325
EBITDA
Print:
Revenue 1,261,283 1,276,775 314,040 324,517 304,282 318,444
Adjusted 400,942 399,045 95,201 104,770 98,044 102,926
EBITDA
Total reportable
segments:
Revenue $2,136,500 $2,128,308 $522,694 $551,626 $530,927 $531,251
Adjusted 583,656 585,880 137,359 150,644 146,828 148,824
EBITDA
All other:
(1)
Revenue 55,760 109,702 22,671 20,060 6,917 6,113
Adjusted 25,926 30,132 9,803 8,239 4,130 3,756
EBITDA
Total
segments:
Revenue $2,192,260 $2,238,010 $545,365 $571,686 $537,844 $537,364
Adjusted 609,582 616,012 147,162 158,883 150,958 152,580
EBITDA
(1)
Includes businesses sold during 2023 and 2022, including the web hosting, logo
design, strategic sourcing and retail packaging businesses, and the payroll
and human resources services business, which the Company is currently in the
process of exiting.
Total segment adjusted EBITDA reconciles to consolidated income (loss) before
income taxes as follows (in thousands):
Year Ended December 31, Quarter Ended
2023 2022 Mar. 31, June 30, Sept. 30, Dec. 31,
2023 2023 2023 2023
Total segment $609,582 $616,012 $147,162 $158,883 $150,958 $152,580
adjusted EBITDA
Corporate (192,447) (197,882) (46,726) (50,511) (49,068) (46,143)
operations
Depreciation and (169,703) (172,552) (43,520) (42,607) (38,857) (44,718)
amortization expense
Interest (125,643) (94,454) (30,016) (31,932) (32,034) (31,662)
expense
Non-controlling 107 135 28 26 26 27
interest
Restructuring and (90,475) (63,136) (14,094) (27,477) (29,364) (19,540)
integration expense
Share-based (20,525) (23,676) (5,866) (5,484) (4,539) (4,636)
compensation expense
Acquisition - (130) - - - -
transaction costs
Certain legal-related (2,195) 730 (429) 183 (1,949) -
(expense) benefit
Loss on sale of (1,323) - - - - (1,323)
investment securities
Gain (loss) on sale of 32,421 19,331 - 21,942 (4,324) 14,803
businesses and long-lived assets
Income (loss) $ 39,799 $ 84,378 $ 6,539 $ 23,023 $ (9,151) $ 19,388
before income taxes
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