8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 9, 2008

EDGEWATER TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-20971	71-0788538
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

20 Harvard Mill Square

Wakefield, Massachusetts 01880

Registrant’s telephone number, including area code: (781) 246-3343

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2-(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 7.01  REGULATION FD DISCLOSURE

On January 9, 2008, Edgewater Technology, Inc. (the “Company”) made a presentation concerning its business at a CJS Securities investor conference. The materials utilized during the presentation are attached as Exhibit 99.1 to this report.

The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit Number	Description of Exhibit
99.1	Edgewater Technology, Inc. Investor Slide Presentation

* * *

SIGNATURES:

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 10, 2008

EDGEWATER TECHNOLOGY, INC.
By:	/s/ Kevin R. Rhodes
Name:	Kevin R. Rhodes
Title:	Chief Financial Officer
(Principal Financial and Accounting Officer)

EX-99.1

www.edgewater.com

CJS Securities, Inc.

New Ideas for the New Year Conference

January 9, 2008

Presentation by:    Shirley Singleton

Chairman, President & CEO

CJS Securities, Inc.

New Ideas for the New Year Conference

January 9, 2008

Presentation by:    Shirley Singleton

Chairman, President & CEO

Exhibit 99.1

2

www.edgewater.com

Safe Harbor Language

Certain

statements

contained

in

this

presentation

and

in

the

subsequent

discussion

that

are

not

statements

of

historical

facts

are

"forward

looking

statements"

within

the

meaning

of

the

Private

Securities

Litigation

Reform

Act

of

1995.

The

words

-

"believe,"

"expect,"

"anticipate,"

"intend,"

"will"

and

similar

expressions

are

examples

of

words

that

identify

forward-looking

statements.

Forward-looking

statements

include,

without

limitation,

statements

regarding

our

future

financial

position,

growth

including

acquisitions,

potential

margin

improvements,

business

strategy,

revenue

goals

and

profitability

as

of

today's

date.

These

forward

looking

statements

are

based

on

our

current

beliefs,

as

well

as

assumptions

we

have

made

based

upon

information

currently

available

to

us.

Actual

results

could

vary

significantly

from

those

results

implied,

stated

or

projected

in

any

such

forward

looking

statements

for

a

variety

of

reasons,

including

those

set

forth

in

our

press

releases

and

SEC

filings,

and

we

are

not

obligated

to

update

these

forward-looking

statements

made

as

of

today

to

conform

these

statements

for

intervening events.

3

www.edgewater.com

Edgewater Technology (NASDAQ: EDGW)

Edgewater Technology (NASDAQ: EDGW)

Technical Management Consulting Firm

-

Premium Information Technology (IT) Services

Market Opportunity

-

Focused on High Margin Specialty or Premium IT

Services

-

Centered on the middle market, which is where all

of the major hardware/software vendors are

looking for growth

EDGW = Growth Company

-

Two-pronged strategy

•

Organic Growth

•

Acquisitions to accelerate growth

4

www.edgewater.com

Why Should You Be Interested in Us?

Why Should You Be Interested in Us?

Compounded Annual Growth Rate (CAGR)

-

40% over past 3 years

Focused on Strategy Engagements & Moving

up the Pyramid of IT Services

Doubled CPM Practice during 2007*

Continue to Build a National Footprint in

Premium IT Services

*Includes revenue run rate for CPM practice, including acquisitions of Alecian, Lynx and

Vertical Pitch .

5

www.edgewater.com

Geographic Expansion in US

Geographic Expansion in US

Los

Angeles

Denver

Boston

Calgary

Office  

Locations

BDM

Locations

Staff

Locations

New in 2007

San Francisco

Dallas

Memphis

Manchester

Sterling

New York

Service Offerings

Service Offerings

6

58% of Svs. Revenue

58% of Svs. Revenue

29% of Svs. Revenue

29% of Svs. Revenue

13% of Svs. Revenue

13% of Svs. Revenue

(All service revenue percentages are as of 9/30/07.)

7

www.edgewater.com

Acquisition Strategy

Acquisition Strategy

Completed Three Strategic Acquisitions in ‘07

-

Vertical Pitch, LLC (December ‘07)

•

CPM/BI/BAM Horizontal

•

Continues the expansion of Edgewater’s national

footprint to West

•

Accretive

-

Lynx Business Intelligence Consulting, Inc.

(September ’07)

•

CPM/BI/BAM Horizontal

•

Enhances CPM/BI Offering and Expands Domestic

Geographical footprint to the West Coast

•

Accretive

-

Alecian Corporation (July ’07)

•

CPM/BI/BAM Horizontal

•

Accretive

8

www.edgewater.com

2008 Outlook

2008 Outlook

Trends:

-

Continued high demand for BI / CPM

-

Emergence of Analytics

-

Revitalization of Web/Internet

Challenges:

-

Near-term Organic Growth in Tech Consulting

-

Need CPM Resources to Sustain Growth

-

Retrain existing staff to keep in line with trends

-

Competitive Pay Pressure

Potential Outcome:

-

CPM Growth continues to be strong

-

Continue to focus on strategic acquisitions

-

Changing Revenue Mix

Estimated Change in Service

Offerings –

Business Mix in 2008

Estimated Change in Service

Offerings –

Business Mix in 2008

9

58%

48%

29%

41%

13%

11%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2007

2008

Business

Consulting

CPM

Consulting

Technical

Consulting

10

www.edgewater.com

Acquisition Strategy

Acquisition Strategy

Go-forward Acquisition Guidelines

-

Add to Premium Services

-

Enhance Geographical Footprint

-

Additional Vertical Expertise

-

Target Size -

Revenue Size

•

$5m to $20m

-

Accretive

-

Internal Rate of Return > 20%

-

Target Valuation of 5 –

7 x EBITDA

-

Combination of Cash and Stock

11

www.edgewater.com

Edgewater’s Growth Goals

Edgewater’s Growth Goals

Focus on becoming the Premier Specialty IT

Services Company in the US

Continue to drive revenue growth in 2008

Continue to focus on business fundamentals and

execute strategy

Find acquisition(s) to fit into and/or expand our

service offerings

Target of $100m Revenue Run Rate

-

Not Guidance but a Meaningful Hurdle

-

Disciplined Growth Strategy

12

www.edgewater.com

Investment Considerations

Investment Considerations

Seasoned Management Team

Management Aligned with Shareholders

-

18% Officer Ownership (stock & options)

-

Performance-based Compensation

Strong Operating Metrics

Strong Balance Sheet (as of 9/30/07)

-

$100m+ in Total Assets

•

13% growth in Working Capital over last 12 Months

•

$31.8m in Cash & Securities

$14m used in the purchase of Vertical Pitch in 12/07

•

$16.9m Deferred Tax Asset (NOLs)

Financial Graphs

& Non-GAAP Earnings Analysis

Financial Graphs

& Non-GAAP Earnings Analysis

Financial Performance

Financial Performance

14

www.edgewater.com

11,496

12,111

14,308

14,890

15,163

15,722

16,272

18,577

16,352

1,097

1,046

281

414

460

837

1,244

1,064

460

$0

$5,000

$10,000

$15,000

$20,000

$25,000

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

Revenue

Income from Continuing Operations

Quarterly Revenue & Income from Continuing Operations (000's)

15

www.edgewater.com

Financial Performance

Financial Performance

Quarterly Diluted Income from Continuing Operations per Share

$0.04

$0.03

$0.04

$0.04

$0.09

$0.10

$0.07

$0.08

$0.08

$0.00

$0.02

$0.04

$0.06

$0.08

$0.10

$0.12

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

Financial Performance

Financial Performance

www.edgewater.com

16

407

736

913

1,405

509

1,164

1,579

1,498

1,454

1,377

2,165

2,386

1,878

1,051

769

462

2,298

2,094

$0

$500

$1,000

$1,500

$2,000

$2,500

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

Cash Net Income

Adjusted EBITDA (excludes SBC)

Quarterly Cash Net Income & Adjusted EBITDA (000's)

Diluted Cash Net Income and Adjusted EBITDA are Non-GAAP financial measures. 

Refer to the Appendix for a reconciliation of these measures to GAAP Net Income. 

17

www.edgewater.com

Financial Performance

Financial Performance

Quarterly Diluted Cash EPS & Adjusted EBITDA per Share

0.05

0.040.04

0.06

0.08

0.12

0.13

0.11

0.07

0.09

0.11

0.20

0.18

0.16

0.09

0.11

0.19

0.15

$0.00

$0.05

$0.10

$0.15

$0.20

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

Cash EPS

Adjusted EBITDA EPS (excludes SBC)

Diluted Cash EPS and Adjusted EBITDA EPS are Non-GAAP financial measures.  Refer to the Appendix for a reconciliation

of these measures to GAAP Earnings per Share. 

18

www.edgewater.com

Financial Performance

Financial Performance

Target

range

for

Utilization

is

78%

–

82%

79.9%

82.2%

81.1%

77.0%

78.8%

78.5%

80.3%

82.8%

80.8%

46.3%

45.2%

42.2%

38.7%

41.0%

46.0%

44.0%

44.9%

44.3%

50.0%

55.0%

60.0%

65.0%

70.0%

75.0%

80.0%

85.0%

90.0%

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

Utilization

Svcs. Gross Profit %

Quarterly Utilization & Services Gross Margin

19

www.edgewater.com

Financial Performance

Financial Performance

274

218

233

268

258

252

259

257

261

$294,132

$264,414

$280,602

100

150

200

250

300

350

Q3 '05

Q4 '05

Q1 '06

Q2 '06

Q3 '06

Q4 '06

Q1 '07

Q2 '07

Q3 '07

$200,000

$225,000

$250,000

$275,000

$300,000

$325,000

Billable Headcount

Revenue per Billable Consultant

Consultant Headcount & Annual Revenue per Consultant

20

www.edgewater.com

Q4 and Fiscal 2007 Earnings Results Call

Q4 and Fiscal 2007 Earnings Results Call

Scheduled :

February 27, 2008

Scheduled :

February 27, 2008

Appendix

Appendix

Reconciliation of Non-GAAP Financial Measures

Reconciliation of Non-GAAP Financial Measures

Note:

Cash

Net

Income

and

Cash

Earnings

per

Diluted

Share

are

Non-GAAP

financial

measures

and

are

not

intended

to

be

financial

measures

that

should

be

regarded

as

an

alternative

to,

or

more

meaningful

than,

Net

Income

or

GAAP

Diluted

Earnings

per

Share.

The

Cash

Net

Income

and

Cash

Earnings

per

Diluted

Share

measures

presented

herein

may

not

be

comparable

to

similarly

titled

measures

presented

by

other

companies.

Edgewater’s

management

believes

that

cash

performance

is

the

primary

driver

of

long-term

share

value. 

As

such,

Edgewater

views

Cash

Net

Income

and

Cash

Earnings

per

Diluted

Share

as

important

indicators

of

performance

that

help

investors

gain

a

meaningful

understanding

of

the

Company’s

core

operating

results

and

future

prospects,

consistent

with

the

manner

in

which

management

measures

and

forecasts

the

Company’s

performance.

www.edgewater.com

21

Sep 30,

Dec 31,

Mar 31,

Jun 30,

Sep 30,

Dec 31,

Mar 31,

Jun 30,

Sep 30,

2005

2005

2006

2006

2006

2006

2007

2007

2007

Reconciliation of GAAP Net Income to Cash Earnings Per Diluted Share (Non-GAAP):

Reported GAAP Net Income

739

281

460

435

1,064

1,242

837

1,046

1,097

Less: Income from DISCO

(325)

-

-

-

-

-

-

-

-

Add: Amortization of Intangibles

108

108

217

327

327

314

314

312

324

Add: Stock-based Compensation

50

102

243

469

242

247

257

373

361

Less: Related Tax Effect

(63)

(84)

(184)

(318)

(228)

(224)

(244)

(277)

(284)

Cash Net Income

509

$   

407

$       

736

$       

913

$       

1,405

$     

1,579

$     

1,164

$     

1,454

$     

1,498

$     

Cash Earnings Per Diluted Share

0.05

$  

0.04

$      

0.06

$      

0.08

$      

0.12

$      

0.13

$      

0.09

$      

0.11

$      

0.11

$      

Diluted Shares Outstanding

10,943

11,210

11,335

12,156

11,659

11,839

12,449

13,119

13,134

Quarterly Period Ended

Appendix

Appendix

Reconciliation of Non-GAAP Financial Measures

Reconciliation of Non-GAAP Financial Measures

Note:

EBITDA,

Adjusted

EBITDA

and

Adjusted

EBITDA

per

Diluted

Share

are

Non-GAAP

financial

measures

and

are

not

intended

to

be

financial

measures

that

should

be

regarded

as

an

alternative

to,

or

more

meaningful

than,

either

GAAP

Operating

Income,

GAAP

Net

Income

and

Net

Income

per

Diluted

Share.

The

EBITDA,

Adjusted

EBITDA

and

Adjusted

EBITDA

per

Diluted

Share

measures

presented

herein

may

not

be

comparable

to

similarly

titled

measures

presented

by

other

companies.

Edgewater’s

management

believes

that

cash

performance

is

the

primary

driver

of

long-term

share

value.

As

such,

Edgewater

views

EBITDA,

Adjusted

EBITDA

and

Adjusted

EBITDA

per

Diluted

Share

as

important

indicators

of

performance

that

help

investors

gain

a

meaningful

understanding

of

the

Company’s

core

operating

results

and

future

prospects,

consistent

with

the

manner

in

which

management

measures

and

forecasts

the

Company’s

performance.

www.edgewater.com

22

Sep 30,

Dec 31,

Mar 31,

Jun 30,

Sep 30,

Dec 31,

Mar 31,

Jun 30,

Sep 30,

2005

2005

2006

2006

2006

2006

2007

2007

2007

Reconciliation of GAAP Net Income to EBTIDA (Non-GAAP):

Reported GAAP Net Income

739

281

460

435

1,064

1,242

837

1,046

1,097

Less: Income from DISCO

(325)

-

-

-

-

-

-

-

-

Add: Income Tax Provision

275

188

302

294

709

800

624

712

465

Add: Depreciation & Amortization Expense

288

208

345

461

454

495

567

568

599

Less: Interest Income

(258)

(317)

(299)

(282)

(304)

(398)

(407)

(401)

(428)

EBITDA

719

$   

360

$       

808

$       

908

$       

1,923

$     

2,139

$     

1,621

$     

1,925

$     

1,733

$     

Add: Stock-based Compensation

50

102

243

469

242

247

257

373

361

Adjusted EBITDA

769

$   

462

$       

1,051

$     

1,377

$     

2,165

$     

2,386

$     

1,878

$     

2,298

$     

2,094

$     

Adjusted EBITDA per Diluted Share

0.07

$  

0.04

$      

0.09

$      

0.11

$      

0.19

$      

0.20

$      

0.15

$      

0.18

$      

0.16

$      

Diluted Shares Outstanding

10,943

11,210

11,335

12,156

11,659

11,839

12,449

13,119

13,134

Quarterly Period Ended