Restatement of Previous Unaudited Interim Financial Statements (Unaudited) | Restatement of Previous Unaudited Interim Financial Statements (Unaudited) In connection with the preparation of the Company's financial statements as of and for the year ended December 31, 2023, the Company determined that there were errors related to the accounting for certain balance sheet accounts in the unaudited consolidated financial statements for the quarterly periods ended March 31, 2023, June 30, 2023 and September 30, 2023 (the "Restated Periods"). Such errors did not impact any previously filed audited financial statements. In accordance with SEC Staff Accounting Bulletin No. 99, "Materiality," and SEC Staff Accounting Bulletin No. 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements," the Company determined that the errors were material to the unaudited interim consolidated financial statements for the Restated Periods. Specifically, such errors pertained only to the consolidated balance sheets (and the related effects on the consolidated statements of cash flows) and were related to (1) the recognition of certain cash balances held in custodial accounts for the benefit of (FBO) customers entered into in the first quarter of 2023 as restricted cash and customer deposits based on the Company's determination that it exercises control over such funds and (2) a correction to the Company's accounts receivable and accounts payable balances related to an incorrect classification of certain unbilled accounts receivable balances. In connection with this determination, the Audit Committee of the Company’s Board of Directors, in consultation with the Company's management, concluded that the Company’s previously issued condensed consolidated financial statements and related disclosures for the Restated Periods should no longer be relied upon due to these errors contained in such interim financial statements and should be restated. The following tables restate the unaudited financial information and summarize the effect of the restatement on each impacted financial statement line item, including subtotals, as of the dates, and for the periods, indicated (in thousands): As Reported Adjustments As Restated Condensed Consolidated Balance Sheet as of March 31, 2023 Assets Current assets: Restricted cash $ 996,945 $ 550,000 $ 1,546,945 Accounts and other receivables 2,369,235 (1,380) 2,367,855 Other current assets 2,992,792 — 2,992,792 Total current assets 6,358,972 548,620 6,907,592 Goodwill 5,380,050 — 5,380,050 Other intangibles, net 2,197,587 — 2,197,587 Other noncurrent assets 651,314 — 651,314 Total assets $ 14,587,923 $ 548,620 $ 15,136,543 Liabilities and stockholders' equity Current liabilities: Accounts payable $ 1,907,841 $ (1,380) $ 1,906,461 Customer deposits 1,481,004 550,000 2,031,004 Other current liabilities 2,814,700 — 2,814,700 Total current liabilities 6,203,545 548,620 6,752,165 Notes payable and other obligations, less current portion 4,700,550 — 4,700,550 Other noncurrent liabilities 801,968 — 801,968 Total noncurrent liabilities 5,502,518 — 5,502,518 Stockholders' equity: Additional paid-in capital 3,109,065 — 3,109,065 Retained earnings 7,425,604 — 7,425,604 Other equity (7,652,809) — (7,652,809) Total stockholders' equity 2,881,860 — 2,881,860 Total liabilities and stockholders’ equity $ 14,587,923 $ 548,620 $ 15,136,543 As Reported Adjustments As Restated Condensed Consolidated Statement of Cash Flows for the three months ended March 31, 2023 Operating activities Net income $ 214,835 $ — $ 214,835 Adjustments to reconcile net income to net cash provided by operating activities Changes in operating assets and liabilities: Accounts and other receivables 370,962 1,380 372,342 Accounts payable, accrued expenses and customer deposits (446,508) 548,620 102,112 Other 188,376 — 188,376 Net cash provided by operating activities 327,665 550,000 877,665 Investing activities Net cash used in investing activities (159,027) — (159,027) Financing activities Borrowings from revolver 1,964,000 — 1,964,000 Payments on revolver (2,490,000) — (2,490,000) Borrowings on swing line of credit, net 310,719 — 310,719 Other (2,434) — (2,434) Net cash used in financing activities (217,715) — (217,715) Effect of foreign currency exchange rates on cash 29,298 — 29,298 Net increase/(decrease) in cash, cash equivalents and restricted cash (19,779) 550,000 530,221 Cash, cash equivalents and restricted cash at beginning of period 2,289,180 — 2,289,180 Cash, cash equivalents and restricted cash at end of period $ 2,269,401 $ 550,000 $ 2,819,401 As Reported Adjustments As Restated Condensed Consolidated Balance Sheet as of June 30, 2023 Assets Current assets: Restricted cash $ 1,456,992 $ 272,280 $ 1,729,272 Accounts and other receivables 2,460,650 (9,850) 2,450,800 Other current assets 3,005,927 — 3,005,927 Total current assets 6,923,569 262,430 7,185,999 Goodwill 5,473,603 — 5,473,603 Other intangibles, net 2,107,081 — 2,107,081 Other noncurrent assets 674,400 — 674,400 Total assets $ 15,178,653 $ 262,430 $ 15,441,083 Liabilities and stockholders' equity Current liabilities: Accounts payable $ 1,679,702 $ (9,850) $ 1,669,852 Customer deposits 2,013,236 272,280 2,285,516 Other current liabilities 2,742,952 — 2,742,952 Total current liabilities 6,435,890 262,430 6,698,320 Notes payable and other obligations, less current portion 4,678,258 — 4,678,258 Other noncurrent liabilities 801,069 — 801,069 Total noncurrent liabilities 5,479,327 — 5,479,327 Stockholders' equity: Additional paid-in capital 3,176,562 — 3,176,562 Retained earnings 7,665,306 — 7,665,306 Other equity (7,578,432) — (7,578,432) Total stockholders' equity 3,263,436 — 3,263,436 Total liabilities and stockholders’ equity $ 15,178,653 $ 262,430 $ 15,441,083 As Reported Adjustments As Restated Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2023 Operating activities Net income $ 454,537 $ — $ 454,537 Adjustments to reconcile net income to net cash provided by operating activities Changes in operating assets and liabilities: Accounts and other receivables (365,572) 9,850 (355,722) Accounts payable, accrued expenses and customer deposits 348,643 262,430 611,073 Other 389,072 — 389,072 Net cash provided by operating activities 826,680 272,280 1,098,960 Investing activities Net cash used in investing activities (201,215) — (201,215) Financing activities Borrowings from revolver 4,351,000 — 4,351,000 Payments on revolver (4,817,000) — (4,817,000) Borrowings on swing line of credit, net 255,750 — 255,750 Other (31,561) — (31,561) Net cash used in financing activities (241,811) — (241,811) Effect of foreign currency exchange rates on cash 38,401 — 38,401 Net increase in cash, cash equivalents and restricted cash 422,055 272,280 694,335 Cash, cash equivalents and restricted cash at beginning of period 2,289,180 — 2,289,180 Cash, cash equivalents and restricted cash at end of period $ 2,711,235 $ 272,280 $ 2,983,515 As Reported Adjustments As Restated Condensed Consolidated Balance Sheet as of September 30, 2023 Assets Current assets: Restricted cash $ 1,221,279 $ 480,761 $ 1,702,040 Accounts and other receivables 2,655,275 (76,674) 2,578,601 Other current assets 2,983,704 — 2,983,704 Total current assets 6,860,258 404,087 7,264,345 Goodwill 5,553,546 — 5,553,546 Other intangibles, net 2,164,999 — 2,164,999 Other noncurrent assets 685,664 — 685,664 Total assets $ 15,264,467 $ 404,087 $ 15,668,554 Liabilities and stockholders' equity Current liabilities: Accounts payable $ 1,895,280 $ (76,674) $ 1,818,606 Customer deposits 1,783,311 480,761 2,264,072 Other current liabilities 3,059,628 — 3,059,628 Total current liabilities 6,738,219 404,087 7,142,306 Notes payable and other obligations, less current portion 4,637,211 — 4,637,211 Other noncurrent liabilities 829,586 — 829,586 Total noncurrent liabilities 5,466,797 — 5,466,797 Stockholders' equity: Additional paid-in capital 3,227,476 — 3,227,476 Retained earnings 7,936,802 — 7,936,802 Other equity (8,104,827) — (8,104,827) Total stockholders' equity 3,059,451 — 3,059,451 Total liabilities and stockholders’ equity $ 15,264,467 $ 404,087 $ 15,668,554 As Reported Adjustments As Restated Condensed Consolidated Statement of Cash Flows for the nine months ended September 30, 2023 Operating activities Net income $ 726,033 $ — $ 726,033 Adjustments to reconcile net income to net cash provided by operating activities Changes in operating assets and liabilities: Accounts and other receivables (809,487) 76,674 (732,813) Accounts payable, accrued expenses and customer deposits 428,580 404,087 832,667 Other 558,743 — 558,743 Net cash provided by operating activities 903,869 480,761 1,384,630 Investing activities Acquisitions, net of cash acquired (429,914) — (429,914) Proceeds from disposal of business, net of cash disposed 197,025 — 197,025 Other (112,757) — (112,757) Net cash used in investing activities (345,646) — (345,646) Financing activities Repurchase of common stock (546,910) — (546,910) Borrowings from revolver 6,495,000 — 6,495,000 Payments on revolver (6,770,000) — (6,770,000) Borrowings on swing line of credit, net 180,723 — 180,723 Other 139,728 — 139,728 Net cash used in financing activities (501,459) — (501,459) Effect of foreign currency exchange rates on cash (30,431) — (30,431) Net increase in cash, cash equivalents and restricted cash 26,333 480,761 507,094 Cash, cash equivalents and restricted cash at beginning of period 2,289,180 — 2,289,180 Cash, cash equivalents and restricted cash at end of period $ 2,315,513 $ 480,761 $ 2,796,274 There is no impact to the previously filed Consolidated Statements of Income and Consolidated Statements of Comprehensive Income, or any line item therein, for the Restated Periods. The as-filed Statements of Income have been provided below for reference. As Reported As Reported As Reported As Reported As Reported Condensed Consolidated Statements of Income Three Months Ended March 31, 2023 Three Months Ended June 30, 2023 Three Months Ended September 30, 2023 Six Months Ended June 30, 2023 Nine Months Ended September 30, 2023 Revenues, net $ 901,333 $ 948,174 $ 970,892 $ 1,849,507 $ 2,820,399 Expenses: Processing 204,967 205,265 208,217 410,232 618,449 Selling 81,592 86,412 85,954 168,004 253,958 General and administrative 154,684 159,356 147,839 314,040 461,879 Depreciation and amortization 84,232 83,676 84,750 167,908 252,658 Other operating, net 663 815 (845) 1,478 633 Operating income 375,195 412,650 444,977 787,845 1,232,822 Investment (gain) loss (190) 18 30 (172) (142) Other expense (income), net 746 (2,424) (13,432) (1,678) (15,110) Interest expense, net 79,795 88,486 88,285 168,281 256,566 Total other expense, net 80,351 86,080 74,883 166,431 241,314 Income before income taxes 294,844 326,570 370,094 621,414 991,508 Provision for income taxes 80,009 86,868 98,598 166,877 265,475 Net income $ 214,835 $ 239,702 $ 271,496 $ 454,537 $ 726,033 Earnings per share: Basic earnings per share $ 2.92 $ 3.24 $ 3.71 $ 6.17 $ 9.87 Diluted earnings per share $ 2.88 $ 3.20 $ 3.64 $ 6.08 $ 9.72 Weighted average shares outstanding: Basic weighted average shares outstanding 73,521 73,887 73,165 73,705 73,523 Diluted weighted average shares outstanding 74,483 75,001 74,604 74,763 74,733 |