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Total System Services, Inc. (TSS)

March 19, 2013 1:40 pm ET

Executives

Philip W. Tomlinson - Chairman, Chief Executive Officer and Member of Executive Committee

Unknown Analyst

All right. We can jump in here. We -- why don't we get started? So, everyone, can take a seat if you're in the back. We're happy to have Total System Services, TSYS, with us today. We have a number of people from the company here, but we happen to have -- we're lucky to have Phil Tomlinson, the CEO, with us. We're going to have a little chat here on stage.

I'm going to start off by asking a couple of questions for the audience responses to begin. So if you have your handhelds, you can get ready now. Number one, do you currently own shares of TSS stock: yes, overweight; yes, equal weight; yes, underweight or no?

[Voting]

Unknown Analyst

I think we can see a lot of people that are learning space. Wow. All right. Number two, what is your general bias towards TSYS stock right now: positive, negative, neutral?

[Voting]

Unknown Analyst

Okay. All right, great. Well, Phil, thank you again for being with us. I think we'll jump right in. TSYS is actually one of our topics right now. We started off thinking about it earlier in the year as a stock that not only had a very, very strong cash flow generation potential and continued to be very sustainable on that front but obviously had a very attractive capital structure. We also think the underlying organic business in the card issuing space was a business that had the potential to continue to grow at least stably over time. International has some very good growth opportunities, merchant processing. Overall, the business is a nice mix, in our view, and then we just saw a big acquisition recently of NetSpend. So I think that gives a lot of people here at least a sense of what they do. Card issuer processing, which today is about 70% to 75% of the company; 20%, 25% of the business, merchant processing, merchant acquiring, merchant processing, although the profile is changing now given the deal that they just announced with NetSpend prepaid operator, which should be closing hopefully in the middle of this year, with about $350 million potentially as much going forward as $400 million of revenue.

Before I forget, I also want to call out, we have Jim Lipham and Jim Cosgrove and Shawn Roberts, the CFO, the Treasurer and the IR here in the back for anyone who probably has additional questions as well. So thank you, all, for being here as well.

Question-and-Answer Session

Unknown Analyst

But with that, why don't we just jump in? And Phil, I think maybe give a high-level discussion and overview, start off with -- on the trends in the card issuing space. I mean, the card-issuing processing side has done well, as we talked about with Barclaycard CEO here earlier. It's an area that the audience said is slow but very profitable growth. So what are you seeing in the U.S. card-issuing market? What are you seeing in terms of the processing opportunity?

Philip W. Tomlinson

Well, first of all, thank you for inviting us. We're thrilled to be here. I appreciate all this great weather you sent. We're from Georgia, and it was 78 degrees when I left Sunday. And I woke up this morning in the middle of a blizzard, I think. I guess that's what you call that here. But -- and it looks like there's some big opportunities here to sell some stock. So I'll try very hard. We are seeing very positive trends in the card business. We like what we see. We -- as you know, the Card business suffered dramatically during the recession. It was -- we lost 2 top 5 customers to the Federal Reserve and the FDIC. So we struggled through that a little bit. We've gotten out of that. We continue to sign new clients, particularly on international basis through the recession, and we have continued to sign new clients even after the recession was so-called over. We've got about 100-plus million accounts in the pipeline, the biggest of those being Bank of America consumer and for Visa and MasterCard issuance. So that's a really big win for us. We've got about 30 million, 35 million more accounts on top of the BofA business, and all of that will be loaded onto TSYS by the middle of next year. And BofA will be the last to be loaded up. But we're seeing good trends. We're seeing people want to issue cards, we're seeing new products go out and that's good for business. Our transactions have held up pretty well. The first quarter is always one of the slowest quarters we have. And so it's kind of tough for the first quarter, but it gets better as the year goes along. It's cyclical in that way, but we're looking for good things this year. And we've got good guidance, double-digit EPS. Earnings per share is up in the double digits. And we're excited about where we're at. It's good to be back. We didn't enjoy the recession any more than any of you did, and it's just so good to be talking to new customers and adding new business. And as you said, we're excited about the NetSpend addition, and we hope to close that, as you said, hopefully by mid-year. We had 2 acquisitions in the merchant acquiring space. Last year, we acquired 60% of Central Pay out in San Rafael, California. We have a decision to make in 2014 whether we want to go ahead and buy the rest of that. Chances are, we probably will. And then December 26, we acquired ProPay out of Utah, which is a pretty unique little merchant processing company that has a product that is just like Square. I mean, it's the dongle, I think, is what they call it, and it works very well. And they've been very successful with that. So we have a lot of very positive things going on. The issuers are feeling better, and it's feeling better internationally, too. I think one of the things that surprised us through all of this is the fact that our international transactions were always higher than the U.S. transactions. And after we studied a little bit, it finally -- the light bulb went out in most of our European customers or Northern Europe as opposed to Southern Europe. So we're not in Greece. We're not in Spain. We're not in Portugal. We have a small customer in Italy, but the rest of ours are up in U.K., Ireland, Netherlands, Germany, places like that. So we're feeling bullish about the issuing business.

Unknown Analyst

Great. I mean, on that note, you've mentioned some of them before, but you have Bank of America coming on. We know about some portfolios within TD that are now coming on. BMO has more coming on. HSBC as part of the acquisition from Capital One

Philip W. Tomlinson

Right.

Unknown Analyst

By Capital One is coming on. And so that's a huge number that's going into that $100 million kind of file additions or pipeline. Have there been any more incremental opportunities you've heard about or think about coming on potentially over the next year that you can tell us about?

Philip W. Tomlinson

Not that I can tell you about, but he's always asking that. He baits me a lot, I think. But we -- our prospect list is probably about as good as it's ever been in our history, and this is a long sales cycle in the issuing business. You don't sell these large issuing banks in 2 days, it's months and months and months. And then you have to get it converted, which is probably 6 months to a year minimum to get them moved on to our system from wherever they were at. Probably in-house or with -- they have to be in-house or another processor.

Unknown Analyst

I'm going to ask you a question, which we touched on in a conversation I had with you last night around cash flow. You've had obviously extremely strong free cash flow generation running at around $30 million a month for over a year now. And when you think about that and you think about all these big, new portfolios coming on, talk a little bit about the CapEx. What is the intensity and the need for capital? Is that going to reduce your free cash flow for a while as you roll these portfolios on? Or do you expect to still have very strong cash generation going forward in the near term and then, obviously, with NetSpend, that will lift?

Philip W. Tomlinson

We have done many conversions this size and larger. Well, we haven't done many larger than Bank of America, but we've done conversions now for 30 years. And we don't think it's going to stress us at all. We feel good about it. All that is baked into our budget, into our guidance for this coming year. We do see a lot of -- these conversions seem to go in cycles, it's either feast or famine. And we're in the feast period right now. And the hardest thing to do is just keep the clients focused and moving forward and stay on the timetable. We'll make the timetables unless the client backs out and says, "I'm just not ready internally." But we fully expect to continue to have very strong free cash flow.

Unknown Analyst

Okay. Moving over to the international side for a moment. We had a discussion with some of your international heads recently. It sounded like they believe that at least TSYS was reaching a point of inflection there with SEPA, and other drivers, leading to the potential for more business coming your way, more being outsourced from traditional banks trying to keep things in-house. Is that actually -- why is that happening? Is it SEPA? Is it -- do you see the potential for acceleration?

Philip W. Tomlinson

I think it is accelerating. I think the reason it's happening is like a lot of rules and regulations that you see. It just takes time for them to really have any effect because most people that we talk to anyway have a wait-and-see attitude. I was telling Darrin, one of the things that we've been surprised at is this chip and PIN business that's been ordered by Visa and MasterCard. We're one of the largest credit card processors in the world. And you would think we would have clients just lined up to get into that queue, and we don't. It's just like ho-hum. And I think that's what happened with SEPA. It's finally coming into fruition. People are starting to see competition. They can't keep up, particularly if they've been doing it in-house and they're having to start to look outside to folks like us, which is very positive for us.

Unknown Analyst

Good. So when we think about the profitability of the business, North America has been very strong, merchant acquiring has been pretty strong and we see international margins now in the mid single digits.

Philip W. Tomlinson

Right.

Unknown Analyst

That is obviously a goal of yours to improve that. Is anything that's changing in this -- in the overall industry going to help that along?

Philip W. Tomlinson

Well, I think additional business and the fact that these banks are trying to grow these credit card portfolios, there's 2 things that really affect our margin. One is on the international side. One is the fact that we are very diverse. And while we have one big data center that serves all of that, we do have operations in Brazil and the U.K. and several other countries like that. And it just costs a little bit more to do business in individual countries like that. The other thing that is a drag on the margin is the fact that in Europe, unlike the U.S., we do a lot of backroom work for people. We run call centers. We run collection centers. We run their customer service. And with several big clients, we do everything. And you just don't have the margins in that type of work as you do in the pure processing. But it's just the way that you do business in Europe, and it's a requirement in order to be successful there. But we have what we call 15 by 15, which is our plan to -- by 2015 to be over 15% in margin. And as you know, last year, we picked up 300, 400 basis points. We expect to do that this year and continue on. We've always been very efficient in the U.S., and we lost some of that efficiency as we were growing. And I think we're back on track to gain that efficiency. I don't think it will ever be as efficient as the U.S., primarily because it's one country, it's one big country as opposed to a lot of smaller countries.

Unknown Analyst

Right. Let's move over just in the interest of time to the Merchant Services business, [indiscernible] we're going to get to NetSpend soon. But first, on the merchant acquiring, merchant processing space, at your Analyst Day, one of the goals you've laid out, and really, it's been some time that you've laid this out, is that you want to move that Merchant Services segment to become a top 10 global merchant acquirer. Given the deal with NetSpend and the capital use there, is that still an achievable target? Or is that even still a target?

Philip W. Tomlinson

It's still a target. I mean, we have been in the merchant acquiring business 3 years now. We are now #14 or #13. It just depends on which list you look at. We're 13 or 14. We're either sort of a good organic growth year or 2 or another acquisition away from being in the top 10. When NetSpend came along, we just didn't see anything out there that was on the market that was available or we thought we could talk into being available that we were too interested in. And so I think we're good buyers, but we don't like to overpay. We like to get things for -- or acquire things for a fair price. And some of those properties, we thought were just overvalued. And so we didn't bid. We did bid on a few things in 2012 where we didn't win, and we were -- there was one in particular we would have very much liked to have won, but you win some, you lose some. You're not going to win them all.

Unknown Analyst

And going forward, I mean, the way organically it competed, it's a competitive market, the merchant acquiring.

Philip W. Tomlinson

It's very competitive. Everything we are in is very competitive, and we're used to that. And we're used to dealing with price compression. I was talking to some people earlier this morning. I had a banker 25 years ago tell me that his -- "Phil, your margins are unnatural, and as a result, you might as well expect them to start tumbling down." And our margins today are better than they were 25 years ago. But now, our unit pricing has come down dramatically over the years, and we've been able to gain efficiencies with technology and people. And it's worked out well for us.

Unknown Analyst

So when you think about growing in the merchant acquiring space now beyond just deals, and just -- and then last question on this space, but what are the value added services? What are the types of ways that you're differentiating yourself to actually grow? We recently talked a lot about this in our report saying there's integrated POS, there's e-commerce, there's different channels. Are you doing similar?

Philip W. Tomlinson

We are. And that was really one of the reasons that we acquired ProPay, because they have a product -- really, it's just like what Square does. It's a neat product. They're at least stated marketplaces. They're going after the -- and there's a term for it, and I still can't recall it. They're going after the folks like Avon and Mary Kay cosmetics and Herbalife and all of these direct sales forces that are out there probably banging on your doors. And there's some big numbers. I think we have Mary Kay, and I think they have 37,000 sales reps in the U.S. And it's just like anything else. 20% of them sell the vast majority of those cosmetics to people, but -- so -- and we only acquired that December 26. So we're trying to integrate that into our entire merchant acquiring line, and we also are the largest third-party processor of merchant accounts. And we think some of these products we can sell into that processing base also. And the truth is that these processing customers give us a wonderful inroad into future prospects to acquire. And we've actually bought 2 of our customers in the processing side, and that was TermNet in Atlanta and CPAY. They were both already with TSYS. So there's no conversion. There's no consolidation issues there. It just -- it works really pretty nicely.

Unknown Analyst

Okay. I'd like to move over to NetSpend for a moment. This deal was announced pretty recently. I think there was a hope for a long time that would use -- that TSYS would use its balance sheet, right, whether it's buying back stock obviously or other avenues. But one of the -- a couple of investors have called saying, "What was the strategic rationale of NetSpend?" So if you could talk through a little bit of the real thought process behind the deal? Maybe even just talk about the history. What led to the deal happening?

Philip W. Tomlinson

It was kind of interesting. We have admired NetSpend for a long time. We know Dan Henry and Chuck very well. That's the CEO and the President. And they have done a great job of building this company, and it is very successful. They have good earnings. They have great cash flow. And so there was a lot of attractiveness to that. We are the largest prepaid processor in the world. Today, on our files, we manage about 115 million prepaid accounts, and Green Dot is our largest customer and has been. We've had -- Green Dot started up with us. And so we have a group that's in the prepaid business. We're out trying to sell it to our banks. Frankly, in the fourth quarter, we processed Regions Bank and M&T in New York, and we were trying to respond to an RFP. And we had the relationships with these banks and felt good about it, and NetSpend beat us. They won those RFPs. And then about the same time, we got a call from NetSpend -- not from NetSpend, from an investment banker who said basically 26% of it was for sale. They had a big private equity owner who wanted to cash in their equity and move on and would we be interested in that. And we said, "No, we're not interested in 26%. We might be interested in all of it." And they said, "The company is not for sale, but why don't you come and at least look at it? And then we might peek up your interest in the 26%." We did decide to do that as much out of curiosity as anything. When we got there, we really liked it more than we thought we would. And so we pull them aside and said, "Why don't you just let us make a bid on the whole shooting match?" And they said, "Well, we can't stop you from bidding." So we bid and they were interested. And then we just -- I mean, over the holidays, the price went back and forth and back and forth, just like most things of this size, and we finally reached a point where we both agreed at $16 a share. It's about $1.3 billion transaction. It's by far the largest transaction we've ever done. And what we like about it is we think that they do a wonderful job of serving the clientele, this under-banked clientele. They're the only company that's been able to just take prepaid cards and turn them into direct deposit accounts. They have done well over 1 million of those. The financial dynamics of direct deposit versus the -- just the prepaid card that you can go over to CVS or anywhere else and buy is amazingly different. It's very, very positive financially. They really understand this customer base. And unless you have some experience when you were young, there's nobody in this room that has to live or try to manage their finances like the unbanked. And I was telling a group last night, I said, "As the example, they have what they call community days every year, and their employees have to go out. And for a day, they have to live a day in the life of their customer, which means -- and I asked them this, I said, "What does that really mean?" Well, it means that you have to find some way to work other than your car, and you also have to pay 2 of your utility bills in cash. And nobody in this room is going down to Georgia Power and paying their bill in cash. You're doing it online, you're writing a check, mailing it in. But the vast majority of these people will pay in cash, and they'll pay their rent in cash. And they don't have a mechanism to do it otherwise. And these are mostly good, hardworking people. They just don't make a lot of money, and a lot of them are not comfortable with banks or they don't have banking relationships. And so when we move these prepaid accounts to direct deposit, they become very normal acting at that point. They can have their payroll check deposited. One of the worst things that can happen to them is to get a payroll check. Then they have to go and figure out where they can get it cashed. And then they have this cash in their hand that they've got to manage and protect. And it creates a lot of problems for them. And if we can get them on direct deposit, all of a sudden, they have prepaid phones, and they can call their carrier and say, "I need for you to add $25 to my phone." They can call a power company and say, "Take this off of my prepaid card." It makes their life so much simpler, and it helps them get through the day. And they are very, very loyal. I think the thing that amazed me, we hear a lot of discussion about price compression. We've looked back for 5 years. We just don't see it. And what's interesting of these -- of all of these direct deposit accounts, there are 2 options that you can take. One is you pay a monthly fee, which is the least expensive option, and the other option is you pay by the drink, you pay by the transaction. And that is, the pay by the transaction option is the one that they take because they really don't want to pay until they use the card. They don't buy into this, I'll charge you once a month, and -- it's pretty interesting. So our pricing has held up. We -- I'm sure, over time, there will be some pressure on pricing, there is in everything that we do in business today or at least that I'm associated with. And -- but we feel -- we're very excited about this. We think there's big opportunities to cross-sell into our processing customers, the banks, the credit unions, the big banks, the small banks, the credit unions that we process for. There's big opportunities -- as a part of NetSpend, we have a very successful paycard company with customers like Cracker Barrel and Kohl's and BigLots and stores like that. There's a lot of demand for that product out there, particularly with companies that have around minimum wage, people working for them to where they'd rather have -- they'd rather give them a card and let them use it like I was describing earlier as opposed to giving them a check. And you see those people every day, everywhere you go. And so this payroll card is much more efficient for the employer. And like I said, we've got 1,400 companies on it now, and it's much more convenient and efficient for the employee. So we're excited about that. And the thing that we haven't talked about because we think there's plenty of work in the U.S. still left, but we have a lot of demand for this internationally. We have just said for the time being, we're going to stick with the U.S. and I say North America, that's the U.S. and Canada.

Unknown Analyst

All right. So right now, when you talked about guidance and including this in the actual pro forma business, you said you could see a lift of low teens-type lift to these adjusted earnings per share. That's without synergies, right? That's without any potential revenue or cost?

Philip W. Tomlinson

Yes. I told Darrin, we made this presentation to our board. We pick $6 million in synergies. This is a relatively small company, people-wise, 450 people or so. They have a -- their main operation is in Austin, Texas. They don't have a big data center or big operations. All of their plastics are produced by third-party vendor. We will take that and in-house at some point. We will do away with all the cost of them being a public company, they're on NASDAQ. We'll shut all that down. And over time, we will move things probably like payroll and HR services. We'll at least put them on the same systems we have. And so I do think there's much more than $6 million, but we weren't trying to operate this thing off the synergies or justify it off the synergies. We feel good about what they're doing, and it will be a different segment. So you'll get different reporting on it. We'll have the North American segment, the international segment, the merchant acquiring and the merchant segment, which includes acquiring and processing. And then you'll have the GPR segment, which is general purpose reloadable cards.

Unknown Analyst

Okay. I mean, look, from a free cash generation, an improvement there and a growth profile, it obviously looks very attractive. But this also seems to -- at least position it from a question from an investor standpoint, does that increase the risk profile of TSYS a fair amount? I mean, there's obviously been concerns over NetSpend and Green Dot, in general, in the market, pricing and regulatory risks. How do you think that -- or does it change the profile of TSYS?

Philip W. Tomlinson

Well, I don't think it changes it that much. We -- I've told the guys at NetSpend, I said the sad thing about you guys coming with TSYS is we'll probably cause you to have more regulators in your office of the FDIC, the Federal Reserve and OCC, et cetera, because we do all of this work for banks, and they basically live with processors like us. We probably have regulators in our operations 90 days out of the year, and NetSpend has not been subjected to that. Now they have -- they've talked to the CFPB, and they feel very good about where they're at with the CFPB. As a matter of fact, the -- as we understand it, they're not trying to regulate pricing. They're really more worried about disclosure, and we feel like the disclosures in NetSpend are as good as we've ever seen. They're very clear. They're very understandable. There's not a lot of legal language in there. It's plain speak, and that's what CFPB wants and desires.

Unknown Analyst

Okay. So this deal should close mid-year. At that point, you're going to change your reporting methodology mostly to an adjusted earnings and include or take out, I should say, purchased amortization and the like.

Philip W. Tomlinson

Yes.

Unknown Analyst

New -- okay. That should be mainly mid-year. All right. Just in interest of time, we have about 3 minutes. So if anyone has any questions in the audience, we'd be happy to take now. There's one on the side.

Unknown Analyst

Phil, just -- you mentioned over the course of the discussion how you guys have been able to offset price compression through efficiencies over time, and one of the things I wanted to ask you about is this new project -- investment project surround...

Philip W. Tomlinson

Yes.

Unknown Analyst

Which essentially is reinvesting in the TS2 processing platform. And one of the things I wanted -- maybe you can just remind us how much TSYS will be investing each year and for how many years, and then help us understand how these investments could enhance TSYS's efficiency over the medium term and help differentiate you versus competitors.

Philip W. Tomlinson

Yes. We think we have, by far, the gold standard in processing as far as technology goes. What we have decided to do recently in the last 90 to 120 days is not try to rebuild the black box that operates all this, but we want to rebuild all their systems that have been built around TS2 over the past 8, 9, 10 years that are running off server technology or distributed technology. And that is -- that would be things like online customer service, it could be collection systems, it could be credit systems. And what we will do is rebuild those in a way that we think we can charge for it. We're not rebuilding these just for the fun of it. We think we can get a premium for this. And I've equated it before to -- there's a few gray hairs in here that, remember, Ronald Reagan and Star Wars, that really sort of ended the Cold War. I think when our competition starts seeing what we're doing here, if I was them and in a shape where they're at and where we are headed, I would just lay my head on the table and say, "Oh my God, we got more to compete with as opposed to less." We're going to spend about somewhere between $8 million and $10 million a year over the next 2, 3, maybe 4 years, but we plan on doing 3 years. And it's a -- it's going to be something new and sexy, and I think our customers are going to be really, really excited about it. This is really the first time we've talked about it publicly, and we can get more -- well, you'll get more details. You'll hear more about it as time goes by. We've got to come up with a slicker name than Project Surround, but that was named by our technology people. And it was -- we have TS2 in the middle, and then we have these other systems that surround TS2. And that's how it became Project Surround, but we'll come up with something a little neater than that as time goes by.

Unknown Analyst

[indiscernible] Star Wars.

Philip W. Tomlinson

Yes, Star Wars. We may call it Star Wars. They get nervous when I talk like that because I do believe it's a game changer for us. And we have fared very well in the card processing business with TS2 and all of the things that we've tacked on the TS2. It works extremely well, but we're looking to take that next step. And we are big believers in, "You've got to continue to reinvest in your technology, and if you don't, you'll fall behind." And a lot of our competitors have not been willing to invest in card technology, and we think that's probably a mistake.

Unknown Analyst

Any last questions?

Philip W. Tomlinson

This lady right here had a question.

Unknown Analyst

A few years ago, you experimented in decoupled debit. And decoupled debit kind of fell out of vogue, but it's come back into the news recently. I'm wondering if you have any thoughts on decoupled debit reemerging. And I know MCX, there's been speculation that, that might be the route that they are taking. So wondering if you have any thoughts on that.

Philip W. Tomlinson

Well, we have a very neat decoupled debit product, and we had several players that really wanted to use it. And Visa and MasterCard came back and said, "This is basically against the rules. We're not going to allow it." We have had some discussions with customers about the new decoupled debit. We can do it today. We -- our challenge is, of course, to get a client to go ahead and actually tell us to turn the switch and start issuing accounts. We have not had that yet, and hopefully, we will. Thank you.

Unknown Analyst

Phil, thank you very much. I think we're going to end this with 3 questions on the -- for the audience response system. But, everyone, stay in your seats. We're going to be followed with Alliance Data Systems right after that. Number one, what segment of TSYS's business do you think provides the company with the greatest opportunity over the next 2 to 3 years: North America issuer processing; #2, international issuer processing; three, Merchant Services; or four, NetSpend?

[Voting]

Unknown Analyst

I think they're going to say -- all right. Number two is -- and I agree with that, although NetSpend, I think, could have some interesting opportunities. What do you view as the biggest risk on shares of TSYS going forward: integration risk; two, pricing renewal risk; three, competition; or four, industry regulation?

[Voting]

Unknown Analyst

I mean, NetSpend's really not being very much integrated, right? I mean, it's kind of being maintained on its own and operated independently [ph]. Pricing and renewal risk. Okay. The last question is, how do you view TSYS's use of cash and leverage over the last 12 months: number one is cash and leverage were used appropriately; number two, would have liked to see a different acquisition; number three, would have liked to see an increase in share repurchases; and number four, would have liked to see an increase in dividends?

[Voting]

Philip W. Tomlinson

Please don't vote for number three.

Unknown Analyst

Number three. All right. Phil, thank you very much.

Philip W. Tomlinson

I think that was fixed.

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