b
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended |
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
Commission File Number:
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading symbol |
Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b‑2 of the Exchange Act.
Smaller reporting 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b‑2 of the Exchange Act). Yes ☐ No
As of July 25, 2024,
THE WESTERN UNION COMPANY
INDEX
2
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
THE WESTERN UNION COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(in millions, except per share amounts)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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$ |
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$ |
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$ |
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$ |
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Expenses: |
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Selling, general, and administrative |
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Total expenses |
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Operating income |
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Other income/(expense): |
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Interest income |
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Interest expense |
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Other income/(expense), net |
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Total other expense, net |
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Income before income taxes |
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Provision for income taxes |
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Net income |
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$ |
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$ |
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$ |
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$ |
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Earnings per share: |
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Basic |
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$ |
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$ |
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$ |
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$ |
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Diluted |
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$ |
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$ |
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$ |
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$ |
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Weighted-average shares outstanding: |
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Basic |
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Diluted |
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See Notes to Condensed Consolidated Financial Statements.
3
THE WESTERN UNION COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(in millions)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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Net income |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive income, net of reclassifications and tax (Note 9): |
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Unrealized gains/(losses) on investment securities |
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Unrealized gains/(losses) on hedging activities |
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Total other comprehensive income/(loss) |
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Comprehensive income |
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$ |
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$ |
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$ |
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$ |
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See Notes to Condensed Consolidated Financial Statements.
4
THE WESTERN UNION COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in millions, except per share amounts)
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June 30, |
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December 31, |
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2024 |
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2023 |
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Assets |
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Cash and cash equivalents |
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$ |
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$ |
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Settlement assets |
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Property and equipment, net of accumulated depreciation of $ |
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Goodwill |
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Other intangible assets, net of accumulated amortization of $ |
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Other assets |
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Total assets |
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$ |
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$ |
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Liabilities and stockholders' equity |
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Liabilities: |
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Accounts payable and accrued liabilities |
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$ |
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$ |
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Settlement obligations |
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Income taxes payable |
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Deferred tax liability, net |
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Borrowings |
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Other liabilities |
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Total liabilities |
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Commitments and contingencies (Note 6) |
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Preferred stock, $ |
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Common stock, $ |
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Capital surplus |
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Accumulated deficit |
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Accumulated other comprehensive loss |
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Total stockholders' equity |
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Total liabilities and stockholders' equity |
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$ |
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$ |
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See Notes to Condensed Consolidated Financial Statements.
5
THE WESTERN UNION COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in millions)
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Six Months Ended |
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June 30, |
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2024 |
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2023 |
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Cash flows from operating activities |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation |
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Amortization |
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Other non-cash items, net |
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Decrease in cash, excluding the effects of acquisitions and divestitures, resulting from changes in: |
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Other assets |
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( |
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Accounts payable and accrued liabilities |
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Income taxes payable |
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Other liabilities |
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Net cash provided by operating activities |
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Cash flows from investing activities |
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Payments for capitalized contract costs |
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Payments for internal use software |
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Purchases of property and equipment |
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Purchases of settlement investments |
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Proceeds from the sale of settlement investments |
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Maturities of settlement investments |
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Proceeds from the sale of non-settlement investments |
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— |
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Other investing activities |
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Net cash used in investing activities |
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Cash flows from financing activities |
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Cash dividends and dividend equivalents paid (Note 9) |
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Common stock repurchased (Note 9) |
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Net proceeds from commercial paper |
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Principal payments on borrowings |
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— |
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Proceeds from exercise of options |
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— |
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Net change in settlement obligations |
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( |
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Other financing activities |
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Net cash used in financing activities |
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( |
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Net change in cash and cash equivalents, including settlement, and restricted cash |
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Cash and cash equivalents, including settlement, and restricted cash at beginning of period |
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Cash and cash equivalents, including settlement, and restricted cash at end of period |
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$ |
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$ |
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See Notes to Condensed Consolidated Financial Statements.
6
THE WESTERN UNION COMPANY
SUPPLEMENTAL CASH FLOW INFORMATION
(Unaudited)
(in millions)
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June 30, |
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2024 |
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2023 |
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Reconciliation of balance sheet cash and cash equivalents to cash flows: |
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Cash and cash equivalents on balance sheet |
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$ |
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$ |
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Settlement cash and cash equivalents (Note 8) |
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Restricted cash in Other assets |
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Cash and cash equivalents, including settlement, and restricted cash at end of period |
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$ |
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$ |
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Six Months Ended |
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June 30, |
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2024 |
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2023 |
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Supplemental cash flow information: |
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Interest paid |
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$ |
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$ |
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Income taxes paid |
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$ |
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$ |
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See Notes to Condensed Consolidated Financial Statements.
7
THE WESTERN UNION COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
(in millions)
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Accumulated |
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Other |
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Total |
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Common Stock |
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Capital |
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Accumulated |
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Comprehensive |
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Stockholders' |
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Shares |
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Amount |
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Surplus |
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Deficit |
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Loss |
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Equity |
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Balance, December 31, 2023 |
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$ |
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$ |
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$ |
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$ |
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$ |
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Net income |
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— |
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— |
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— |
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— |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Common stock dividends and dividend equivalents declared ($ |
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— |
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— |
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— |
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( |
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— |
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( |
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Repurchase and retirement of common shares |
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( |
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( |
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— |
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( |
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— |
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( |
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Shares issued under stock-based compensation plans |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive income (Note 9) |
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— |
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— |
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— |
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— |
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Balance, March 31, 2024 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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Net income |
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— |
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— |
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— |
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— |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Common stock dividends and dividend equivalents declared ($ |
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— |
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— |
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— |
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( |
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— |
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( |
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Repurchase and retirement of common shares |
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( |
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— |
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— |
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( |
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— |
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( |
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Shares issued under stock-based compensation plans |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive loss (Note 9) |
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— |
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— |
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— |
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— |
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( |
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( |
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Balance, June 30, 2024 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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Accumulated |
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Other |
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Total |
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Common Stock |
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Capital |
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Accumulated |
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Comprehensive |
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Stockholders' |
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Shares |
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Amount |
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Surplus |
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Deficit |
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Loss |
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Equity |
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Balance, December 31, 2022 |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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Net income |
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— |
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— |
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— |
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— |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Common stock dividends and dividend equivalents declared ($ |
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— |
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— |
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— |
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( |
) |
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— |
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( |
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Repurchase and retirement of common shares |
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( |
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( |
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— |
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( |
) |
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— |
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( |
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Shares issued under stock-based compensation plans |
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— |
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— |
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Other comprehensive income (Note 9) |
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— |
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— |
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— |
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— |
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Balance, March 31, 2023 |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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Net income |
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— |
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— |
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— |
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— |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Common stock dividends and dividend equivalents declared ($ |
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— |
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— |
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— |
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( |
) |
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— |
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( |
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Repurchase and retirement of common shares |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
Shares issued under stock-based compensation plans |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive loss (Note 9) |
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— |
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— |
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— |
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— |
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( |
) |
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( |
) |
Balance, June 30, 2023 |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
|
See Notes to Condensed Consolidated Financial Statements.
8
THE WESTERN UNION COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Business and Basis of Presentation
Business
The Western Union Company (“Western Union” or the “Company”) is a leader in cross-border, cross-currency money movement, payments, and digital financial services, empowering consumers, businesses, financial institutions, and governments with fast, reliable, and convenient ways to send money and make payments around the world. The Western Union® brand is globally recognized. The Company’s services are available through a network of agent locations in more than
The Western Union business consists of the following operating segments:
See Note 14 for further information regarding the Company’s segments.
On August 4, 2021, the Company entered into an agreement to sell its Business Solutions business, and the final closing for this transaction occurred on July 1, 2023. See Note 4 for further information regarding this transaction.
There are legal or regulatory limitations on transferring certain assets of the Company outside of the countries where these assets are located. However, there are generally no limitations on the use of these assets within those countries. Additionally, the Company must meet minimum capital requirements in some countries in order to maintain operating licenses. As of December 31, 2023, the Company's restricted net assets associated with these asset limitations and minimum capital requirements totaled approximately $
Various aspects of the Company’s services and businesses are subject to United States federal, state, and local regulation, as well as regulation by foreign jurisdictions, including certain banking and other financial services regulations.
Basis of Presentation
The accompanying condensed consolidated financial statements are unaudited and were prepared in accordance with the instructions for Form 10‑Q and Article 10 of Regulation S-X. In compliance with those instructions, certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted.
The unaudited condensed consolidated financial statements in this quarterly report are presented on a consolidated basis and include the accounts of the Company and its majority-owned subsidiaries. Results of operations and cash flows for the interim periods are not necessarily indicative of the results that may be expected for the entire year. All significant intercompany transactions and accounts have been eliminated as of June 30, 2024 and December 31, 2023 and for all periods presented.
9
THE WESTERN UNION COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
In the opinion of management, these condensed consolidated financial statements include all the normal recurring adjustments necessary to fairly present the Company’s condensed consolidated results of operations, financial position, and cash flows as of June 30, 2024 and for all periods presented. These condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements within the Company’s Annual Report on Form 10‑K for the year ended December 31, 2023.
Consistent with industry practice, the accompanying Condensed Consolidated Balance Sheets are unclassified due to the short-term nature of the Company’s settlement obligations contrasted with the Company’s ability to invest cash awaiting settlement in long-term investment securities.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.
Accounting Pronouncements Not Yet Adopted
In November 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding segment reporting. The standard requires that public entities expand reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. The Company is required to adopt the new standard for its 2024 annual reporting and effective January 1, 2025 for its interim reporting, using a retrospective approach. Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’s disclosures.
In December 2023, the Financial Accounting Standards Board issued a new accounting pronouncement regarding income tax disclosures. The standard requires that public entities disclose more consistent and detailed categories in their statutory to effective income tax rate reconciliations and further disaggregate income taxes paid by jurisdiction. The Company is required to adopt the new standard for its 2025 annual reporting, using a prospective approach. Management is currently evaluating the potential impact that the adoption of this standard will have on the Company’s disclosures.
2. Revenue
The Company’s revenues are primarily derived from consideration paid by customers to transfer money. These revenues vary by transaction based upon factors such as channel, send and receive locations, pay-in and pay-out method, the principal amount sent, and the difference between the exchange rate set by the Company to the customer and a rate available in the wholesale foreign exchange market, when the money transfer involves different send and receive currencies. The Company also offers other consumer services, for which revenue is impacted by similar factors. The Company analyzes its different services individually to determine the appropriate basis for revenue recognition. For additional information on the Company's different services, refer to the Company’s consolidated financial statements within the Company’s Annual Report on Form 10‑K for the year ended December 31, 2023.
Revenues from consumer money transfers are included in the Company’s Consumer Money Transfer segment and revenues from consumer bill payment and other services are included in the Company’s Consumer Services segment. Revenues from business-to-business foreign exchange and payment services were included in the Company’s Business Solutions segment. See Note 14 for further information on the Company’s segments.
The substantial majority of the Company’s revenue is recognized at a point in time.
10
THE WESTERN UNION COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(Unaudited)
ended June 30, 2024 and 2023 (in millions). The regional split of revenue shown in the tables below is based upon where transactions are initiated.
|
|
Three Months Ended June 30, 2024 |
|
|||||||||
|
|
Consumer |
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|
|
|
|
|
|
|||
|
|
Money |
|
|
Consumer |
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|
|
|
|||
|
|
Transfer |
|
|
Services |
|
|
Total |
|
|||
Regions: |
|
|
|
|
|
|
|
|
|
|||
North America |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Europe and CIS |
|
|
|
|
|
|
|
|
|
|||
Middle East, Africa, and South Asia |
|
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|
|
|
|
|
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|
|||
Latin America and the Caribbean |
|
|
|
|
|
|
|
|
|
|||
Asia Pacific |
|
|
|
|
|
— |
|
|
|
|
||
Revenues from contracts with customers |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Other revenues (a) |
|
|
|
|
|
|
|
|
|
|||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
|
Three Months Ended June 30, 2023 |
|
|||||||||||||
|
|
|
|
|
Foreign |
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|
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|
|
|
||||
|
|
Consumer |
|
|
Exchange |
|
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|
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|
||||
|
|
Money |
|
|
and Payment |
|
|
Consumer |
|
|
|
|
||||
|
|
Transfer |
|
|
Services(b) |
|
|
Services |
|
|
Total |
|
||||
Regions: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
North America |
|
$ |
|
|
$ |
— |
|
|
$ |
|
|
$ |
|
|||
Europe and CIS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Middle East, Africa, and South Asia |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|||
Latin America and the Caribbean |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|||
Asia Pacific |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Revenues from contracts with customers |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Other revenues (a) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
|
Six Months Ended June 30, 2024 |
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||
|
|
Consumer |
|
|
|
|
|
|
|
|||
|
|
Money |
|
|
Consumer |
|
|
|
|
|||
|
|
Transfer |
|
|
Services |
|
|
Total |
|
|||
Regions: |
|
|
|
|
|
|
|
|
|
|||
North America |
|
$ |
|
|
$ |