Ladies and gentlemen, thank you for standing by and welcome to the ACI Worldwide Q3 Earnings Conference Call. At this time, all participants are in a listen-only mode. After the speakers’ presentation there will be a question-and-answer session. [Operator Instructions] Please be advised that today's conference is being recorded. [Operator Instructions] Thank you. I would now like to hand the conference over to your speaker today Mr. John Kraft. Please go ahead sir.

Thank you, Patricia. Good morning, everybody. Today's call, like all of our events, is subject to both safe harbor and forward-looking statements. You can find the full text of both statements on our website as well as with the SEC. On this morning's call is our CEO, Phil Heasley; our CFO, Scott Behrens; and we also have Craig Saks our COO. Before we begin, I'd like to let everybody know that ACI will be attending Citi's 2019 Financial Technology Conference in New York next Tuesday and Wednesday, November 12 and 13. We will also be attending Stephens 2019 Nashville Investment Conference in Nashville next Thursday November 14. In addition, we will be hosting our own ACI Analyst Days, both in New York and in London on Tuesday, November 19 and Thursday, November 21. With that, I'd like to turn it over to Phil.

Yes. Thank you, John, and thank you everyone for joining today's call. I'm pleased to report that quarter three was a strong quarter for ACI. As the digital transformation of payments accelerates around the globe, ACI's vision of Any Payment, Every Possibility continues to resonate with the market. We are growing our business organically across our two P&Ls. The acquisition of Speedpay which closed in May further propelled our results, bringing notable improvement in profitability and scale to our ACI On Demand platform. In addition, one of our delayed contracts from 2018 closed in quarter three with a major renewal and expansion, validating ACI's important role in the new payments ecosystem. We fully expect another one of these deals to close in the fourth quarter. Also notable in the quarter, we have partnered with Microsoft and secured two significant acquirer clients running retail payments solution in the cloud on Azure, following the successful proof of concepts. One client will go live next week and the other will follow shortly. In addition, our development of Sandbox and Azure is also gaining traction, as a way for our customers to build and test new solutions via our APIs. As John mentioned, Craig Saks, ACI's Chief Operating Officer is also with us today and I'm going to have him spend the next few minutes providing additional commentary on the quarter and sharing a sampling of Q3 wins, which demonstrates ACI's momentum within our bank, intermediary, merchant and corporate customer segments. Craig will then turn over the call to Scott to cover the details of our Q3 financials. Craig?

Thank you very much, Phil, and good morning, everyone. So I'll start with our ACI On Demand business. As Phil mentioned, we continued to grow organically and then layered on the Speedpay acquisition which has brought improved scale and profitability to our platform. In Q3, 2019, revenue for the ACI On Demand P&L was $193 million, up 85% from last year and our net adjusted EBITDA margin improved to 20% from 5% in Q3 of last year. We're also pleased to report that our Speedpay integration efforts are nicely on track to bring together the industry's leading U.S. bill pay portfolios into a single unified bill pay platform capable of supporting billions of transactions. We're also broadening the reach of ACI's Speedpay mobiles mobile wallet technology, which just received top honors from the Aite Group in its Digital Wallet Innovation Awards program. Our solid bill pay foundation is fueling investment in higher growth opportunities for our platform, which includes secure e-commerce and machine learning-based payments intelligence solutions. In addition, we are developing real-time and recurring digital subscription payment capabilities to meet the converging needs of merchants, corporates and billers. A brief sampling of a few ACI On Demand Q3 wins would include; the peer group of insurance companies, a leading U.S. home and auto insurer, who selected ACI Speedpay to expand bill pay options for its commercial portfolio. Blue Cross Blue Shield of New Jersey has expanded its use of ACI's bill payment solutions and Idaho Housing and Finance Association, a leading regional mortgage servicer has selected ACI's bill payments to enhance its self-service channels. On the merchant side of our portfolio, Lime Light CRM, a subscription management platform for e-commerce companies selected UP Merchant Payments to support the online payment needs of its growing customer base. And a leading…

Okay. Thanks, Craig and good morning, everyone. I first plan to go through the highlights of the third quarter and then provide our outlook for the fourth quarter and full year. I will then hand it back to Phil for some final comments before we open the line for questions. I'll be starting my comments on Slide 6 with key takeaways from the quarter. Overall, we had a strong quarter with new bookings up 12% from last year. Importantly, as Phil and Craig have both mentioned, one of our contracts that was delayed due to customer M&A activity in late 2018, closed in Q3, with a major renewal and expansion validating ACI's important role in the new payment ecosystem. We ended the quarter with 12-month backlog and 60-month backlog of $1.1 billion and $5.7 billion, respectively. Q3 revenue grew 45% over last year and came in above our expectations and at the high end of our guidance range. Excluding the impact of Speedpay, revenue was up a strong 9% organically. Recurring revenue increased to 69% of total revenue, up from 65% of total revenue in Q3 last year. Our solid revenue growth contributed to strong EBITDA growth, which was up 66% -- over last year. Turning next to our two operating segments. Our On Demand segment grew revenue 85%, driven primarily from the Speedpay contribution and continues to deliver solid margin improvement, with our net adjusted EBITDA margins hitting 20% in Q3 this year, compared to 5% last year. As we've been saying for some time now, the margin improvement will come with time and with scale, as we grow the revenue into the infrastructure that we've built out over the last few years. Our On Premise segment grew revenue 15% and delivered adjusted EBITDA margins of 61% versus 55%…

Thanks, Scott. Thanks a lot. Before we turn to Q&A portion of today's call, I have a closing comment. This morning I announced that after an incredibly fulfilling 15 years with ACI, I have informed the Board that I plan to retire year-end as President CEO and Member of the Board. The Board has been conducting a thorough search for my successor. I will serve in a consulting capacity for three months, following my retirement to help provide for an orderly succession. Given our strong and experienced management team and the depth of our bench of talent at ACI, I am very confident that this will be a seamless process. I look back on the last 15 years with great pride and satisfaction. We have developed a position as an innovative leader in the complex and involving digital marketplace. We've secured our operating model and we've gained traction among key customer segments. Serving as ACI's CEO has been a great privilege for me. And I look forward to seeing ACI continue to achieve as well as prevail well into the future. With that operator, we are ready to open the line and answer all questions.

[Operator Instructions] Your first question comes from the line of Peter Heckmann from D.A. Davidson. Your line is open.

Good morning, gentlemen. This is Alexis on for Pete. Phil, sorry to hear that you'll be leaving us, but congratulations on your retirement.

Thank you.

So, with the On Premise deal that closed, could you detail how the contract was expanded?

Craig?

Yes. So, a few things. First of all, they expanded it in terms of the time frame that they've committed. There was an increase in volume that was committed and we actually cross-sold an additional set of applications so they have an end-to-end solution for expansion in some new markets.

Okay. Great. And then switching over to the On Demand segment. What was organic growth in the quarter? And then, any areas you can point to outside of Speedpay that are contributing relatively more to growth within the segment?

Yes. On Demand grew low single digits in the quarter. I think, importantly, you saw a lot of the growth year-over-year came from Speedpay, but the key driver there is the continued expansion in profitability last year with 5% EBITDA margins this year with 20% EBITDA margin. So, that's really showing the power of the -- and the scalability of the infrastructure that we've put in place.

And the new digital products are growing.

Correct.

Great. Okay. And then I'll just squeeze one more in if that's all right. So in the first five or six months now of earnings Speedpay, could you update us on integration efforts some of the focus areas for investment and then also, if you've seen any uptick in any attrition from the Speedpay base? Thanks.

Actually, we're very, very proud of the Speedpay integration. It was -- it's a carve-out, which gives it a little bit different flavor, but the -- we brought on a wonderful management team that had a long and dedicated view of the business. They -- I wouldn't say that they were happier, but they were very happy that they joined a company that was so payments-focused. They brought with them a -- I think the customer centricity of that group I think is a positive and they brought some leadership as it relates to that. We have not seen attrition. The accounts are renewing very nicely and we're going through it in -- the relationships are actually in very good order. I mean, the Speedpay is an acquisition that has brought great intrinsic value to us and we feel very good about it. I don't know if you want to add.

Yes. Only two things I'd add. Great signs of good engagement from the customer base that I'm seeing good cross-sell traction between both sides of the portfolio in fact which is nice for example the mobile's application that I mentioned earlier on is showing up really within the market. And then a number of those renewals that Phil mentioned to you, are actually coming up for renewal this quarter and our customers were signing up for longer terms in some cases, which I would take as a positive affirmation of the confidence in what we're doing here.

That’s great. Thank you for taking our questions.

And your next question comes from the line of George Sutton from Craig-Hallum. Your line is open.

Thank you. Phil, I've been around for the whole 15 years and it's been a wild ride, but a great ride. Just for history purposes on a split-adjusted basis, I think when you joined it was a $6 stock. So, it's obviously been lucrative for long-term shareholders. You, as a history buff are I know very focused on your legacy and you have always talked about sort of leaving ACI at the right time and place. I wondered if you could just address that in terms of -- what was the thought process in terms of the timing?

Well, I don't think there's any -- I don't think I've ever tried to pretend to be anything, but a transformational manager. I'm one of these guys that is kind of interested in what the world is supposed to look like five or 10 or in this case, 15 years out in the future. And we started this with a bunch of assets that were -- think about this company began 100% dependent on the HP nonstop computer, right? And you look at the companies that we were in there with most of them have lost 40% to 60% of their value over the last 10 years. We've made 20 acquisitions and we've spent R&D money. We've taken our investors, and I thank all the investors many of you've been with us for this whole period. So I want to thank you for my piece of it. We've taken on a roller coaster ride. We're probably our greatest skill set is not making quarters at times and being more value-oriented than 90 days. It's actually not a 90-day business. It's a cool way of managing or measuring this business. But we believed 15 years ago in the digital commerce marketplace and immediate payments and that we were going to go from being hardware-driven to software-driven. And most people thought we were nuts and I am now leaving the company in which there is no debate in the marketplace about what the world is going to look like going forward. And we're right in the middle of the current. I think the expression I've used with you George was unlike Moses, I wanted to make it to the promised land. I wanted to make it from Egypt to Israel and we've made it to Egypt to Israel, but not being a…

Well, given it's been 15 years it's hard to believe I'm still in my 30s, but I had one other question. You are in a rapidly consolidating industry. This company has been on the top of software banker lists of attractive M&A candidates for a long time. Obviously, when you see a change like this that creates incremental interest. A hard question, but I think it's a relevant question and probably one a lot of people on the call are curious about so I thought I'd ask.

Yes, but that's about as appropriate as kissing your secretary. So I can't say -- I'm not going to answer that George, right?

All right. Thanks, guys.

Your next question comes from the line of Mark Palmer from BTIG. Your line is open.

Yes. Thank you. Good morning. I just wanted to get a little bit more perspective particularly of the signing of the delayed contract. At the same time the company did not raise guidance -- financial guidance for fiscal 2019 or fiscal 2020. Just want to get a sense of is that just a question of getting clarity around the upside associated with that contract? Or is it a timing thing in terms of when it would kick in?

Yes. No, we had contemplated these deals. If you recall back at the beginning of the year we had contemplated these as a part of our guidance. So our expectation was when we came out of 2018 this -- and we actually increased our EBITDA guidance at the beginning of this year in reflection of these deals carrying over from 2018. We didn't increase the guidance. They've been contemplated in our full year guidance.

We actually made -- we actually had a learning. I won't say we had a mistake. When these four deals -- when the four mergers were announced and it represented eight customers of ours, we knew we had to figure out how to deal with it. We thought that delays and whatnot would be a function of announcement and it's very clear that that was wishful thinking. They were a function of the closing. So as these deals have closed, it's been very predictable in terms of how to rectify. And they've turned out the opportunities and they're going to continue to turn out to be opportunities. And having known that simple little fact that I've just said, we would not have raised our EBITDA guidance at the beginning of the year when it first happened because we thought it was just a brief hiatus. We would have waited to now to raise it and we didn't. It's a learning. I promise you we're not going to do that well they're not going to do that going forward.

Okay. And one more question. Just with regard to the timetable with regard to succession what is the thinking in terms of when a new CEO could be named? And how long has the search using an executive recruiter gone on? And what is the thinking about internal versus external candidates? And with that I'll get back in the queue.

Yes. Okay. Thank you. But I can answer a part of that. I'm not going to answer all of it, right? The Board has done a rigorous job of thinking through succession and it's been -- it's been a major topic for over two years at the company. And they've been working with these folks at Russell Reynolds excellent team. At least this is in the second year in which this whole process has been going on. That deliberation that set of decisions and whatnot is the purview of the Board the responsibility of the Board and I'm not going to trespass in terms of that and I'm not going to try to handicap what their decisions are and whatnot. That's something that they will do, but I can tell you that they've been working diligently on this for -- it's been a major topic for a couple of years.

Thank you.

[Operator Instructions] Your next question comes from the line of Brett Huff from Stephens Incorporated

Good morning, guys. And Phil, I'll add my congratulations. We're sad to see you go, but I hope the next step is a good one.

Thank you.

My question -- one of my questions is about bookings. Scott, I think, if I'm remembering right, I think net new bookings were up 12% for the quarter and you said for 4Q kind of stronger than that. Is that the right message?

Yes. On an FX-adjusted basis Q3 was up 15%. We expect to exit the year strong. Q4 should be even stronger than that. And so obviously exiting the year strong.

And you didn't reiterate your net new bookings annual guidance of high single to low double. Is that still in force? Or is that -- are we moving away from that?

I would say moving away a bit. We were off quite a bit in the first half. But that's why I think it's important to kind of look at the momentum and how we delivered in Q3. We'll finish the year strong. We think that momentum will carry us into next year. I think a lot of that obviously didn't impact the revenue and EBITDA guidance. Where that's going to be important is building backlog for future years.

Okay.

Brett we get a lot of pushback from advisers and Board members and whatnot and they say software companies don't give bookings guidance and that it's not really -- it's a confusing category versus being a -- and when you kind of paint us in the same light as merchant acquirers and processors and whatnot really, looking at our bookings is, it is a little bit I suppose apples and oranges and whatnot, because we don't have -- the model doesn't -- the models just don't flow that way. And the more we become consumption based, it makes it even more difficult and whatnot. And I think that's a valid -- it's a valid set of questions. And I think what Scott is trying to say is, the slope going forward is much more important than taking a retro backwards whatnot. But probably even more important than that, we have to figure out or they have to figure out a way of thinking about how revenue grows right and forecasting how revenue grows in a different way of dealing with bookings, because in lots of cases the -- when something is booked, there is as little as nine months or six -- in some cases a little less than nine months and as much as two years before bookings become revenue. It's very different than the processing and it's very different than the acquiring businesses as it relates to that. It shows it's something that we have to do better, but we have to think about a better metric than bookings going forward. Craig and Scott and I have had that debate a little bit in terms, especially on the consumption side of the business, because it's certainly not apples-to-apples between consumption and on-premise. So we have to take that as a to-do in terms of giving --because we try to be very transparent. And I think we land up giving false positives false negatives in terms of how we do that. So I don't know if that's helpful or not.

Yeah. That is helpful. Thanks. Follow-up question is on – Phil, I think you mentioned that there were, I think eight customers and four mergers that were kind of in this capital markets bubble that we had last year and earlier this year. I understood that there were two deals that were delayed. How does the forward number kind of figure into this?

Yeah. There were -- and I want to make sure we keep the same dialogue going. There's always been four deals of which there were two delays. The other two are on -- we've kept them forecast as scheduled, right? You guys all know what the four, I don't think I have to tell this group what the four deals were, right?

Right. Right.

They're pretty straightforward. Two of the -- two sets of two. So half of them we thought as scheduled, the other half we thought. Now this is the difference between bookings, this again where bookings is a little bit full, Scott. One of the four hasn't closed yet. And we every bid is expected to close, right? But if it doesn't close that may impact a booking, right? And it may even for a quarter impact revenue, but we know that the subsequent -- we're very confident with the subsequent deal that comes from it. Like I said, as I was saying before, this is not a 90 -- trying to make this a nice and neat 90-day businesses, you don't do business five years at a clip and be able to explain it 90 days at a time other than thinking you're on a roller coaster.

That's helpful. And then…

Did I further confuse you, or did you…

No. That's great. And then last more qualitative. As these big mergers happen and these banks are -- these banks process are making big decisions to use your technology for another many, many, many years, right, maybe a decade or more. What is the overriding driver that drives them to ACIW? Is it the industrial strength? Is it the openness of the future proofing like -- that's a strategic decision by them. Can you just give us a quick highlight of…

Yeah. Let me reiterate something and of course the cloud will reinforce this in a big way. Our new technology what we've been working all these years on, right? If you had ACI's technology 10 years ago, 80% of the cost would have been hardware and middleware and we would have been 20% of the cost. So that if you were paying us if you were paying us $50 million over a period of time, you can consider that $200 million was being paid for hardware and middleware. And I'm not talking about premises and all that other kinds of stuff, just hardware and middleware. Our new software makes that $200 million, $50 million, okay? So you save $150 million of the $200 million. Yes, we still charge you the $50 million, and we absolutely deserve -- we deserve more than that, right, because we've saved you the other $150 million. So if I was going forward 10 years and saying, gee, I got something that's costing me, today $250 million in total, the ACI guys are $50 million, but now I have a future and it's somewhat up to me how I -- if you're an existing customer you have a task in front of you to transition it, but you've got a $200 million five-year save in terms of that that's pretty neat. What we're now beginning to see is, there's a lot of new guys coming into the market as the digital world is changing. What are you going to do? Go buy some old school thing that's going to be 80% hardware and middleware and 20%? Or you going to go with us and go on the cloud, or you're going to go with us and go to Linux. That's why this effort needs to be more about marketing and go-to-market than my buying and fixing companies to get us here, because the opportunity is not minor, it's massive, right, in terms of the productivity that's -- this is the typical productivity that we're going to see throughout the digital economy, whereas $250 million capital investments are going to be replaced with $100 million capital investments. And that's what real -- that's what this whole transformation is about. And the only thing that's holding us back is well I think regulation has held the banks back for a long time. And -- but I certainly think that Visa and Mastercard are beginning to get it. JPMorgan is doing a fabulous job of -- this is the dawn of a new era, right? There's no reason in the world they wouldn't commit for a long time. And there's no reason in the world they wouldn't accrue those kinds of efficiencies. And by the way this new environment can do two times, three times the volume that the other one did, which is both good for us and good for them.

That's helpful.

Is that a good answer?

That's great. Thanks for color. Appreciate it, Phil.

And there are no more further questions at this time. Speakers, you may proceed.

Well, thanks everybody for dialing in. We look forward to catching up in person and over the phone over the coming weeks. Have a good day everybody.

Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect.