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DEBT OBLIGATIONS
 9 Months Ended
Sep. 30, 2025
DEBT OBLIGATIONS  
DEBT OBLIGATIONS

(10) DEBT OBLIGATIONS

 

Debt obligations consist of the following:

 

 

 

 

As of

(in millions)

 

 

September 30, 2025

 

 

December 31, 2024

Credit Facility:

 

 

 

 

 

 

Revolving credit agreement

 

$

56.6

 

$

520.4

Notes:

 

 

 

 

 

 

0.625% convertible notes, unsecured, due 2030

 

 

1,000.0

 

 

—

0.75% convertible notes, unsecured, due 2049

 

 

33.2

 

 

525.0

 

 

 

 

 

 

 

1.375% Senior Notes, due 2026

 

 

704.0

 

 

621.5

 

 

 

 

 

 

 

Uncommitted credit agreements

 

 

500.5

 

 

250.0

 

 

 

 

 

 

 

Other obligations

 

 

37.2

 

 

37.7

 

 

 

 

 

 

 

Total debt obligations

 

 

2,331.5

 

 

1,954.6

Unamortized debt issuance costs

 

 

(28.2)

 

 

(7.5)

Carrying value of debt

 

 

2,303.3

 

 

1,947.1

Short-term debt obligations and current maturities of long-term debt obligations

 

 

(1,232.0)

 

 

(812.7)

Long-term debt obligations

 

$

1,071.3

 

$

1,134.4

 

Credit Facility

 

On December 17, 2024, the Company amended its revolving credit agreement (the “Credit Facility”) to increase the facility from $1.25 billion to $1.9 billion and to extend the expiration to December 17, 2029. The amended Credit Facility includes a multi-currency borrowing tranche totaling $1,685 million and a U.S. dollar borrowing tranche totaling $215 million. The amended Credit Facility also removes the credit spread adjustment on SOFR and SONIA borrowings. All other terms remain substantially the same as the existing Credit Facility. The multi-currency tranche of the revolving Credit Facility contains a sublimit of up to $500 million for the issuance of letters of credit, a $75 million sublimit for U.S. dollar swingline loans and a $75 million sublimit for swingline loans in euros or British pounds sterling. The multi-currency tranche of the Credit Facility allows for borrowings in British pounds sterling, euro and U.S. dollars. Subject to certain conditions, the Company has the option to increase the Credit Facility by up to an additional $500 million by requesting additional commitments from existing or new lenders.

 

Borrowings under the revolving Credit Facility (other than swing line loans) bear interest based on a margin over a secured financing rate or the base rate, as selected by the Company, which varies from 0.875% to 1.375%, in each case based on the Company’s current credit rating. The applicable margin for borrowings under the Credit Facility, based on the Company’s current credit rating is 1.075%. In addition, the Company pays a facility fee on the total commitments made under the revolving Credit Facility, which varies from 0.125% to 0.250%. The current facility fee is 0.175%.

 

The agreement contains customary affirmative and negative covenants, events of default and financial covenants, including (all as defined in the Credit Facility): (i) a Consolidated Total Leverage Ratio, depending on certain circumstances defined in the Credit Facility, not to exceed a range between 3.5 to 1.0 and 4.5 to 1.0; and (ii) a Consolidated Interest Coverage Ratio of not less than 3.0 to 1.0. Subject to meeting certain customary covenants (as defined in the Credit Facility), the Company is permitted to repurchase common stock and debt. The Company was in compliance with all debt covenants as of September 30, 2025.

 

2049 Convertible Notes

 

On March 18, 2019, the Company completed the sale of $525.0 million of Convertible Senior Notes ("2049 Convertible Notes"). The 2049 Convertible Notes mature in March 2049 unless redeemed or converted prior to such date and are convertible into shares of Euronet common stock at a conversion price of approximately $188.73 per share if certain conditions are met (relating to the closing price of Euronet common stock exceeding certain thresholds for specified periods). Holders of the 2049 Convertible Notes have the option to require the Company to purchase their notes on each of March 15, 2025, March 15, 2029, March 15, 2034, March 15, 2039 and March 15, 2044 at a repurchase price equal to 100% of the principal amount of the 2049 Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the relevant repurchase date. In connection with the issuance of the 2049 Convertible Notes, the Company recorded $12.8 million in debt issuance costs, which were amortized through March 1, 2025. Almost all of the holders exercised their right to require the Company to repurchase their notes in March 2025, and we repurchased the tendered 2049 Convertible Notes at that time with a combination of cash on hand and a borrowing under our Credit Facility.  As of September 30, 2025, $33.2 million of the 2049 Convertible Notes remain outstanding.

 

2030 Convertible Notes

 

On August 15, 2025, the Company completed the sale of $1,000.0 million of Convertible Senior Notes maturing in October 2030. ("2030 Convertible Notes"). The 2030 Convertible Notes mature in October 2030 unless redeemed or converted prior to such date and are convertible into shares of Euronet common stock at a conversion price of approximately $127.04 per share if certain conditions are met (relating to the closing price of Euronet common stock exceeding certain thresholds for specified periods.  The 2030 Convertible Notes will bear interest at a rate of 0.625% per year, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on April 1, 2026. In connection with the issuance of the 2030 Convertible Notes, we recorded $23.5 million in debt issuance costs, which will be amortized through October 1, 2030. The 2030 Convertible Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding April 1, 2030 if certain conditions are met.

 

Capped Call Transactions

 

In August 2025, in connection with the issuance of the 2030 Convertible Notes, the Company entered into privately negotiated capped call transactions (the “2023 Capped Call Transactions”) with certain of the initial purchasers of the 2030 Convertible Notes or affiliates thereof and other financial institutions (the “Option Counterparties”).  The capped call transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially would be issuable upon conversion of the 2030 Convertible Notes. The Capped call Transactions are net purchased call options in Euronet common stock. The Capped Call Transactions are separate transactions, entered into by the Company with the Option Counterparties, and are not part of the terms of the 2030 Convertible Notes and will not change the holders’ rights under the 2030 Convertible Notes. Holders of the 2030 Convertible Notes will not have any rights with respect to the Capped Call Transactions. The Company has concluded that the 2030 Capped Call Transactions meet the scope exceptions for derivative instruments, and as such, the 2030 Capped Call Transactions meet the criteria for classification in equity and are included as a reduction to additional paid in capital.

 

1.375% Senior Notes due 2026

 

On May 22, 2019, the Company completed the sale of €600.0 million ($669.9 million) aggregate principal amount of Senior Notes that are due in May 2026 (the “Senior Notes”). The Senior Notes accrue interest at a rate of 1.375% per year, payable annually in arrears commencing May 22, 2020, until maturity or earlier redemption. As of September 30, 2025 the Company has outstanding €600.0 million ($704.0 million) principal amount of the Senior Notes. In addition, the Company may redeem some or all of these notes on or after February 22, 2026 at their principal amount plus any accrued and unpaid interest.

 

Uncommitted Credit Agreements

 

On June 20, 2025, the Company entered into an Uncommitted Loan Agreement for the sole purpose of providing vault cash for ATMs, that expires no later than June 19, 2026.  The amount of this Uncommitted Line of Credit shall be no more than (i) on or before September 30, 2025, $400 million and (ii) on and after October 1, 2025, $250 million. The loan had an outstanding balance of $250 million at September 30, 2025. The loan is a Prime Rate Loan, a Daily Term SOFR Rate Loan plus 1.00% or shall bear interest at the rate agreed to by the Bank and the Company at the time such loan is made. The weighted-average interest rate from loan inception date to September 30, 2025, was 5.65%. 

 

On June 27, 2025, the Company entered into an Uncommitted Loan Agreement for $300 million for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2025. The loan had an outstanding balance of $150.5 million at September 30, 2025. The loan is a Prime Rate Loan, a Daily Simple SOFR Rate Loan plus 1.25% or shall bear interest at the rate agreed to by the Bank and the Borrower at the time such Loan is made. The weighted-average interest rate from the loan inception date to September 30, 2025 was 5.59%.

 

On July 28, 2025, the Company entered into an Uncommitted Loan Agreement for $100 million, fully drawn and outstanding at September 30, 2025, for the sole purpose of providing vault cash for ATMs, that expires no later than November 30, 2025. The loan is a Prime Rate Loan, a Daily Simple SOFR Rate Loan plus 1.00% or shall bear interest at the rate agreed to by the Bank and the Borrower at the time such Loan is made. The weighted-average interest rate from the loan inception date to September 30, 2025 was 5.34%.

 

Other obligations

 

Certain of our subsidiaries have available credit lines and overdraft facilities to generally supplement short-term working capital requirements, when necessary. On October 9, 2024, the Company completed a facility of MYR 140 million and an overdraft facility of MYR 100 million for its Malaysian business. Each advance under this facility shall be made for a term of one month or such other period of up to 12 months. As of September 30, 2025 $26.8 million was borrowed under this facility. Including the Malaysian facility, there was a total of $37.2 million outstanding under our subsidiaries credit lines and overdraft facilities as of September 30, 2025. 

Debt Issuance Costs

 

As of September 30, 2025, the Company had unamortized debt issuance costs of $22.9 million for the 2030 Convertible Notes, $4.6 million for the Credit Facility and $0.7 million for the Senior Notes that will be amortized through October 2027 and May 2026,  respectively.