-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KWnrKbUGlRdfJkVXgnWPZX30ZemmyTywp16cLIT3Yj+ClpCQc6gA9///7bHMRb50 7AXGBE3UVuwF1DZs8y/luA== 0001171843-09-000176.txt : 20090224 0001171843-09-000176.hdr.sgml : 20090224 20090224160032 ACCESSION NUMBER: 0001171843-09-000176 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090224 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090224 DATE AS OF CHANGE: 20090224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EPIQ SYSTEMS INC CENTRAL INDEX KEY: 0001027207 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 481056429 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22081 FILM NUMBER: 09630949 BUSINESS ADDRESS: STREET 1: 501 KANSAS AVENUE CITY: KANSAS CITY STATE: KS ZIP: 66105-1309 BUSINESS PHONE: 9136219500 MAIL ADDRESS: STREET 1: 501 KANSAS AVENUE CITY: KANSAS CITY STATE: KS ZIP: 66105-1309 FORMER COMPANY: FORMER CONFORMED NAME: ELECTRONIC PROCESSING INC DATE OF NAME CHANGE: 19961116 8-K 1 document.htm FORM 8-K FILING DOCUMENT Form 8-K Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

February 24, 2009 (February 24, 2009)
Date of Report (Date of earliest event reported)

EPIQ Systems, Inc.
(Exact name of registrant as specified in its charter)

Missouri   000-22081   48-1056429
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)


501 Kansas Avenue, Kansas City, Kansas 66105
(Address of principal executive offices)

(913) 621-9500
(Registrant's telephone number, including area code)


N/A
(Former name or former address, if changed since last report)


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 2.02. Results of Operations and Financial Condition.

On February 24, 2009, Epiq Systems, Inc. issued a press release announcing its financial results for the three months and year ended December 31, 2008. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

The attached press release includes three non-GAAP financial measures that management uses and that the company believes may be useful to investors:

  • Non-GAAP net income, calculated as net income adjusted for amortization of acquisition-related intangibles, share-based compensation, realized cash gains on financial instruments, non-cash mark-to-market adjustments, acquisition expense and the gain or loss on the disposal of long-lived assets, the effect of tax adjustments which are outside of the company's anticipated effective tax rate, and capitalized loan fee amortization, all net of tax;
  • Non-GAAP earnings per share, calculated as non-GAAP net income on a fully diluted per share basis; and
  • Non-GAAP adjusted EBITDA, calculated as net income adjusted for interest/financing, taxes, depreciation, amortization, share-based compensation, realized cash gains on financial instruments, non-cash mark-to-market adjustments, and acquisition expense and the gain or loss on the disposal of long-lived assets.

Reconciliations of each of these non-GAAP measures are included in schedules to the press release filed with this report. The press release also includes certain reconciliations of non-GAAP financial measures for the company's business segments.

These non-GAAP financial measures are intended to supplement the accounting principles generally accepted in the United States of America (GAAP) financial information included in the press release by providing management and investors with additional insight regarding results of operations.

Management uses non-GAAP net income (i) in its strategic planning for the company and (ii) in evaluating the results of operations of the company. The company's compensation committee has used non-GAAP net income in evaluating the performance of management and in determining executive bonuses. Management believes the non-GAAP net income measure provides management with additional perspective when evaluating the results of operations and may be similarly useful to investors when evaluating financial results of the company for comparable periods for the following reasons:

  • Certain of the adjusted items can fluctuate significantly from period-to-period due in part to the timing of completion of acquisitions or divestitures, the timing of refinancings (whether or not related to acquisitions) and similar events. Management believes the adjustments to net income to account for these types of corporate arrangements may be useful to investors in comparing the results of operations of the company without the effect of certain aspects of those corporate arrangements;
  • Certain of the adjusted items represent non-cash credits or charges to net income, which investors may find useful in excluding from operating results to evaluate comparable periods; and
  • Mark-to-market adjustments represent non-cash credits or charges related to its convertible debt embedded option and interest rate floor options, adjusted to reflect realized cash gains.

Management recognizes that its use of non-GAAP net income, as with any non-GAAP financial measure, has various limitations, including the fact that the adjusted item may be a normally recurring expense for the company or may involve the actual use of cash. Nonetheless, management believes that this non-GAAP net income measure provides additional insight for investors into the operating results and business trends of the company. A reconciliation of net income to non-GAAP net income is included in the schedules to the press release filed with this report.

Management also uses non-GAAP earnings per share, which is calculated as non-GAAP net income on a fully diluted per share basis. Management uses non-GAAP earnings per share for the same reasons that it uses non-GAAP net income and believes that non-GAAP earnings per share may be useful to investors for the same purposes as non-GAAP net income. The compensation committee has used non-GAAP earnings per share in evaluating the performance of management and in determining executive bonuses. A reconciliation of non-GAAP earnings per share to GAAP earnings per share is included in schedules to the press release filed with this report.

Management also uses non-GAAP adjusted EBITDA as a non-GAAP performance measure. Management regularly reviews non-GAAP adjusted EBITDA as it assesses its current and prospective operating results, and for assessing anticipated operating results for acquired businesses. Management uses non-GAAP adjusted EBITDA (i) in its strategic planning for the company and its business segments and (ii) in evaluating the results of operations of the company. The compensation committee has used non-GAAP adjusted EBITDA in evaluating the performance of management and in determining executive bonuses. Management believes non-GAAP adjusted EBITDA is useful to management and may be useful to investors in evaluating the results of operations when comparing financial results for comparable periods for the following reasons:

  • Certain of the adjusted items can fluctuate significantly from period-to-period due in part to the timing of completion of acquisitions or divestitures, the timing of refinancings (whether or not related to acquisitions) and similar events. Management believes the adjustments to net income to account for these types of corporate arrangements may be useful to investors in comparing the results of operations of the company without the effect of certain aspects of those corporate arrangements; and
  • Certain of the adjusted items represent non-cash credits or charges to net income, which investors may find useful in excluding from operating results to evaluate comparable periods; and
  • Mark-to-market adjustments represent non-cash credits or charges related to its convertible debt embedded option and interest rate floor options, adjusted to reflect realized cash gains.

Management recognizes that its use of non-GAAP adjusted EBITDA, as with any non-GAAP financial measure, has various limitations, including the fact that the adjusted items may be a normally recurring expense or may involve the actual use of cash. Nonetheless, management believes that this non-GAAP adjusted EBITDA measure provides additional insight for investors into the operating results and business trends of the company. A reconciliation of net income to non-GAAP adjusted EBITDA is included in a schedule to the press release filed with this report.

The information in Item 2.02 of this report and in the exhibit attached hereto is not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 or 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02 and in the accompanying exhibit is not incorporated by reference into any filing with the SEC made by the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

The following exhibit is filed as part of this report:

Exhibit No. Description

99.1 Epiq Systems, Inc. Press Release issued February 24, 2009, reporting quarter and year ended December 31, 2008 financial results.


SIGNATURE

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

  EPIQ Systems, Inc.


Date: February 24, 2009
By:  /s/ TOM W. OLOFSON
Name:  Tom W. Olofson
Title:  Chairman of the Board and Chief Executive Officer
EX-99.1 2 newsrelease.htm PRESS RELEASE Epiq Systems, Inc. Announces Fourth Quarter and Full Year 2008 Results Reporting 37 percent Growth in Operating Revenue for the Year

EXHIBIT 99.1

Epiq Systems, Inc. Announces Fourth Quarter and Full Year 2008 Results Reporting 37 percent Growth in Operating Revenue for the Year

KANSAS CITY, Kan., Feb. 24, 2009 (GLOBE NEWSWIRE) -- Epiq Systems, Inc. (Nasdaq:EPIQ) today announced results of operations for the fourth quarter and full year of 2008 with fourth quarter operating revenue (total revenue before operating revenue from reimbursed direct costs) of $55.2 million, up 41% compared to $39.2 million for the same period last year. 2008 operating revenue was $207.9 million, up 37% compared to $151.6 million for the prior year.

Net income for the fourth quarter of 2008 was $4.0 million, $0.10 per share, up 54% compared to $2.6 million, $0.07 per share, for the year ago quarter. 2008 net income was $13.8 million, $0.36 per share, up 100% compared to $6.9 million, $0.21 per share, for the prior year.

Fourth quarter 2008 net cash provided by operating activities was $16.2 million, up 27% compared to $12.8 million for the year ago quarter. 2008 net cash provided by operations was $34.2 million compared to $36.2 million for the prior year. A condensed consolidated cash flow statement is attached.

Epiq Systems' management also evaluates the following non-GAAP financial measures: (i) non-GAAP net income (net income adjusted for amortization of acquisition-related intangibles, share-based compensation, realized cash gains on financial instruments, non-cash mark-to-market adjustments, acquisition expense and the gain or loss on the disposal of long-lived assets, the effect of tax adjustments which are outside of the company's anticipated effective tax rate, and capitalized loan fee amortization, all net of tax), (ii) non-GAAP earnings per share, calculated as non-GAAP net income on a fully diluted per share basis, and (iii) non-GAAP adjusted EBITDA (net income adjusted for interest/financing, taxes, depreciation, amortization, share-based compensation, realized cash gains on financial instruments, non-cash mark-to-market adjustments, and acquisition expense and the gain or loss on the disposal of long-lived assets). Reconciliation statements for non-GAAP financial measures are provided below.

Non-GAAP net income for the fourth quarter of 2008 was $6.4 million, $0.16 per share, up 25% compared to $5.1 million, $0.14 per share, for the year ago quarter. 2008 non-GAAP net income was $23.5 million, $0.60 per share, up 36% compared to $17.3 million, $0.50 per share, for the prior year.

Fourth quarter 2008 non-GAAP adjusted EBITDA was $15.7 million, up 27% compared to $12.4 million for the year ago quarter. 2008 non-GAAP adjusted EBITDA was $57.8 million, up 17% compared to $49.5 million for the prior year.

Operating revenue for the Bankruptcy segment for the fourth quarter of 2008 was $20.8 million, up 44% compared to $14.4 million for the year ago quarter. 2008 operating revenue was $59.8 million, compared to $60.3 million in the prior year. Non-GAAP adjusted EBITDA was $10.5 million for the fourth quarter of 2008, up 28% compared to $8.2 million for the year ago quarter. 2008 non-GAAP adjusted EBITDA was $34.1 million compared to $35.1 million in the prior year. During the fourth quarter of 2008, Epiq was retained on an all-time record number of Chapter 11 bankruptcy engagements for a single quarter. Revenue for the year was affected by lower Chapter 7 revenue primarily related to pricing formulas that reference short-term interest rates. Responding to increasing Chapter 11 business volumes, Epiq opened an additional corporate restructuring facility in Connecticut and added over a dozen seasoned bankruptcy professionals to its roster of subject matter experts.

Operating revenue for the Electronic Discovery segment for the fourth quarter of 2008 was $13.5 million compared to $13.7 million for the year ago quarter. 2008 operating revenue was $58.1 million, up 18% compared to $49.1 million in the prior year. Fourth quarter 2008 non-GAAP adjusted EBITDA for Electronic Discovery was $5.2 million compared to $6.6 million for the year ago quarter. 2008 non-GAAP adjusted EBITDA was $26.3 million compared to $24.4 million in the prior year. Fewer new e-discovery matters commenced in the fourth quarter, influenced by client budgets and timing preferences, though the pace of new business has accelerated since January 1.

Operating revenue for the Settlement Administration segment for the fourth quarter of 2008 was $20.9 million compared to $11.1 million in the year ago quarter. 2008 operating revenue was $89.9 million compared to $42.3 million in the prior year. Non-GAAP adjusted EBITDA was $6.4 million for the fourth quarter of 2008 compared to $1.6 million for the year ago quarter. 2008 non-GAAP adjusted EBITDA was $19.9 million, compared to $8.8 million in the prior year. The increases in both operating revenue and non-GAAP adjusted EBITDA were related to client engagements under contract.

Tom W. Olofson, chairman and CEO, and Christopher E. Olofson, president and COO of Epiq Systems, stated, "We are very pleased to be among the very few companies to have achieved their operating objectives for the year. The year was highlighted by a high number of significant new bankruptcy retentions, and in the fourth quarter, we were retained on a record number of corporate restructuring engagements for a single three-month period. We believe there will be continued increased filing activity in 2009 across all of Chapters 7, 11 and 13. We achieved our financial goals in spite of Chapter 7 pricing formulas that reference short-term interest rates being at their floor levels during the latter portion of the year. Future increases in short-term interest rates will increase bankruptcy revenue and profit automatically."

The executives continued, "Our global e-discovery business continues to achieve market leadership with new offices opened in Brussels and Hong Kong in early 2009. Regulatory compliance, litigation and investigations in the fall-out from the credit crisis are expected to drive expanded requirements for each of our bankruptcy, e-discovery and settlements franchises."

Key events in 2008 included:



 *   Chapter 11 bankruptcy engagements for 2008 increased by more than
     200% compared to 2007. In the fourth quarter, Epiq was retained
     on an all-time record number of corporate restructuring
     bankruptcy engagements for a single quarter.

 *   Epiq was retained for claims administration services for the
     Lehman Brothers Holdings Inc. Chapter 11 filing, the largest
     bankruptcy in U.S. history, as well as on the related matter of
     the Securities Investor Protection Act (SIPA) proceedings
     involving Lehman Brothers Inc. and the transfer of customer
     assets to Barclays.

 *   Epiq opened an additional corporate restructuring office in
     Connecticut and added over a dozen seasoned bankruptcy
     professionals to its roster of subject matter experts to help
     meet increased corporate restructuring business volumes.

 *   As reported by the Administrative Office of the U.S. Courts,
     bankruptcy filings exceeded one million for the 12 month period
     ending September 30, 2008, up more than 30% versus the same
     period in 2007. During this period, Chapter 7 filings were up
     40%, Chapter 11 filings were up 49%, and Chapter 13 filings were
     up 14%.

 *   The Federal Reserve reported that both corporate debt and
     consumer credit increased compared to the prior year, reaching
     $7.0 trillion and $2.6 trillion, respectively, as of September
     30, 2008.

 *   Epiq Systems ranked as a top five provider for both e-discovery
     processing and e-discovery review solutions.

 *   A major software release of DocuMatrix(tm), our e-discovery software,
     which offers foreign language-enabled support for over 80
     languages including Arabic, Chinese, German, Hebrew, Japanese and
     Russian.

Conference Call

The company will host a conference call today at 3:30 p.m. central time to discuss these results. The internet broadcast of the call can be accessed at www.epiqsystems.com. To listen by phone, please call (800) 967-7154 before 3:30 p.m. central time. The archive of the internet broadcast will be available on the company's website until the next earnings update. A recording of the call will be available through March 24, 2009 beginning approximately two hours after the call ends. To access the recording, call (888) 203-1112 and enter passcode 6441173.

Company Description

Epiq Systems is a leading provider of integrated technology solutions for the legal profession. Our solutions streamline the administration of bankruptcy, litigation, financial transactions and regulatory compliance matters. We offer innovative technology solutions for electronic discovery, document review, legal notification, claims administration and controlled disbursement. Our clients include leading law firms, corporate legal departments, bankruptcy trustees and other professional advisors who require innovative technology, responsive service and deep subject-matter expertise. For more information, visit us online at www.epiqsystems.com.

The Epiq Systems, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5250

Forward-looking and Cautionary Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act, including those relating to the possible or assumed future results of our operations and financial condition. These forward-looking statements are based on our current expectations and may be identified by terms such as "believe," "expect," "anticipate," "should," "planned," "may," "estimated," "goal," "objective" and "potential." Because forward-looking statements involve future risks and uncertainties, listed below are a variety of factors that could cause actual results and experience to differ materially from the anticipated results or other expectations expressed in our forward-looking statements. These factors include (1) any material changes in our total number of client engagements and the volume associated with each engagement, (2) any material changes in our client's deposit portfolio or the services required or selected by our client s in engagements, (3) material changes in the number of bankruptcy filings, class action filings or mass tort actions each year, (4) risks associated with handling of confidential data and compliance with information privacy laws, (5) changes in or the effects of pricing structures and arrangements, (6) risks associated with the integration of acquisitions into our existing business operations, (7) risks associated with our indebtedness, (8) risks associated with foreign currency fluctuations, (9) risks associated with developing and providing software and internet-based technology solutions to our clients, and (10) other risks detailed from time to time in our SEC filings, including our annual report on Form 10-K. In addition, there may be other factors not included in our SEC filings that may cause actual results to differ materially from any forward-looking statements. We undertake no obligations to update any forward-looking statements contained herein to reflect future events or developments.



                          EPIQ SYSTEMS, INC.
              CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                 (In thousands, except per share data)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 REVENUE:
   Case management services    $ 30,031  $ 25,542   $128,331  $ 96,612
   Case management bundled
    products and services         3,532     6,285     17,774    26,424
   Document management
    services                     21,622     7,359     61,751    28,601
                               --------  --------   --------  --------
     Operating revenue before
      reimbursed direct costs    55,185    39,186    207,856   151,637
   Operating revenue from
    reimbursed direct costs       8,198     5,046     28,262    22,776
                               --------  --------   --------  --------
     Total Revenue               63,383    44,232    236,118   174,413
                               --------  --------   --------  --------

 OPERATING EXPENSES:
   Direct costs of services      19,093    11,369     81,884    41,470
   Direct costs of services -
    bundled                         877       917      3,642     3,700
   Reimbursed direct costs        8,146     4,993     28,134    22,618
   General and administrative    19,948    18,162     71,113    62,546
   Depreciation and software
    and leasehold
    amortization                  4,466     3,696     16,302    12,766
   Amortization of
    identifiable intangible
    assets                        2,177     2,303      9,051     9,531
   Other operating expense
    (income)                      1,682   (1,659)        171   (1,094)
                               --------  --------   --------  --------
     Total Operating Expenses    56,389    39,781    210,297   151,537
                               --------  --------   --------  --------

 INCOME FROM OPERATIONS           6,994     4,451     25,821    22,876
                               --------  --------   --------  --------

 INTEREST EXPENSE (INCOME):
   Interest expense                 419     1,358      1,757    11,973
   Interest income                 (60)      (49)      (279)      (92)
                               --------  --------   --------  --------
     Net Interest Expense           359     1,309      1,478    11,881
                               --------  --------   --------  --------

 INCOME BEFORE INCOME TAXES       6,635     3,142     24,343    10,995

 PROVISION FOR INCOME TAXES       2,603       581     10,507     4,066
                               --------  --------   --------  --------

 NET INCOME                    $  4,032  $  2,561   $ 13,836  $  6,929
                               ========  ========   ========  ========

 NET INCOME PER SHARE
  INFORMATION:
     Net income per share -
      Diluted                  $   0.10  $   0.07   $   0.36  $   0.21
                               ========  ========   ========  ========

 WEIGHTED AVERAGE COMMON
  SHARES OUTSTANDING -
  DILUTED                        41,553    39,052     41,425    32,564
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                 CONDENSED CONSOLIDATED BALANCE SHEETS
                            (In thousands)
                              (Unaudited)
                                                  Dec. 31,   Dec. 31,
                                                    2008       2007
                                                  --------   --------
                    ASSETS
 ASSETS:
   Cash and cash equivalents                      $ 19,006   $ 13,415
   Trade accounts receivable, net                   48,540     33,925
   Property and equipment, net                      39,951     32,403
   Goodwill                                        263,871    260,684
   Other intangibles, net                           26,851     34,310
   Other                                            20,727     18,057
                                                  --------   --------

 Total Assets                                     $418,946   $392,794
                                                  ========   ========


      LIABILITIES AND STOCKHOLDERS' EQUITY
 LIABILITIES:
   Accounts payable                               $ 12,781   $  7,401
   Indebtedness                                     61,222     61,592
   Other liabilities                                44,448     40,119
 STOCKHOLDERS' EQUITY                              300,495    283,682
                                                  --------   --------

 Total Liabilities and Stockholders' Equity       $418,946   $392,794
                                                  ========   ========


                          EPIQ SYSTEMS, INC.
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (In thousands)
                             (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 CASH FLOWS FROM OPERATING
  ACTIVITIES:
   Net income                  $  4,032  $  2,561   $ 13,836  $  6,929
   Non-cash adjustments to
    net income:
     Depreciation and
      amortization                6,643     5,999     25,353    22,297
     Other, net                   2,534     1,256      5,114     4,853
   Changes in operating assets
    and liabilities, net          2,941     2,960   (10,085)     2,133
                               --------  --------   --------  --------
     Net cash provided by
      operating activities       16,150    12,776     34,218    36,212
                               --------  --------   --------  --------

 CASH FLOWS FROM INVESTING
  ACTIVITIES:
   Cash paid for business
    combinations                     --        --    (4,762)       --
   Property and equipment,
    software, and other         (3,595)   (3,932)   (21,063)  (19,279)
                               --------  --------   --------  --------
     Net cash used in
      investing activities      (3,595)   (3,932)   (25,825)  (19,279)
                               --------  --------   --------  --------

 CASH FLOWS FROM FINANCING
  ACTIVITIES:
   Net payments on
    indebtedness                  (648)  (77,540)    (4,037)  (97,374)
   Net proceeds from issuance
    of stock                        796    79,268      2,525    87,999
   Other                           (25)      (11)      (700)       583
                               --------  --------   --------  --------
     Net cash provided by
      (used in) financing
      activities                    123     1,717    (2,212)   (8,792)
                               --------  --------   --------  --------

     Effect of exchange rate
      changes on cash             (488)        --      (590)        --
                               --------  --------   --------  --------

 NET INCREASE IN CASH AND
  CASH EQUIVALENTS             $ 12,190  $ 10,561   $  5,591  $  8,141
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                    RECONCILIATION OF NET INCOME TO
                       NON-GAAP ADJUSTED EBITDA
                            (In thousands)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 NET INCOME                    $  4,032  $  2,561   $ 13,836  $  6,929

   Acquisition
    expense/disposal
    of long-lived assets          1,682        --      2,541        --
   Depreciation and
    amortization                  6,643     5,999     25,353    22,297
   Share-based compensation         390     3,793      2,831     5,602
   Expenses related to
    financing, net                  359     1,309      1,478    11,881
   Mark-to-market interest
    rate floors                      --   (1,794)         --   (1,273)
   Realized gain on interest
    rate floors                      --        --      1,273        --
   Provision for income taxes     2,603       581     10,507     4,066
                               --------  --------   --------  --------
                                 11,677     9,888     43,983    42,573
                               --------  --------   --------  --------

 NON-GAAP ADJUSTED EBITDA      $ 15,709  $ 12,449   $ 57,819  $ 49,502
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                          BANKRUPTCY SEGMENT
           RECONCILIATION OF SEGMENT PERFORMANCE MEASURE TO
                       NON-GAAP ADJUSTED EBITDA
                            (In thousands)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 SEGMENT PERFORMANCE MEASURE   $ 10,492  $  8,175   $ 30,621  $ 35,103

   Realized gain on interest
    rate floors                      --        --      3,465        --
                               --------  --------   --------  --------

 NON-GAAP ADJUSTED EBITDA      $ 10,492  $  8,175   $ 34,086  $ 35,103
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                    RECONCILIATION OF NET INCOME TO
                          NON-GAAP NET INCOME
                            (In thousands)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 NET INCOME                    $  4,032  $  2,561   $ 13,836  $  6,929

 Plus (net of tax):
   Amortization of
    acquisition intangibles       1,318     1,393      5,475     5,766
   Share-based compensation         247     2,251      1,782     3,420
   Acquisition
    expense/disposal of
    long-lived assets             1,017        --      1,537        --
   Effective tax rate              (51)       154        770       286
   Loan fee amortization             52        80        275       615
   Mark-to-market adjustments     (244)   (1,329)      (974)       312
   Realized gain on interest
    rate floors                      --        --        770        --
                               --------  --------   --------  --------
                                  2,339     2,549      9,635    10,399
                               --------  --------   --------  --------

 NON-GAAP NET INCOME           $  6,371  $  5,110   $ 23,471  $ 17,328
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                       RECONCILIATION OF EPS TO
                             NON-GAAP EPS
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
 EPS (on a diluted basis)      $   0.10  $   0.07   $   0.36  $   0.21

 Plus (net of tax):
   Amortization of acquisition
    intangibles                    0.03      0.04       0.13      0.16
   Share-based compensation        0.01      0.06       0.04      0.09
   Acquisition
    expense/disposal of
    long-lived assets              0.03        --       0.04        --
   Effective tax rate                --      0.01       0.02      0.01
   Loan fee amortization             --        --       0.01      0.02
   Mark-to-market adjustments    (0.01)    (0.04)     (0.02)      0.01
   Realized gain on interest
    rate floors                      --        --       0.02        --
                               --------  --------   --------  --------
                                   0.06      0.07       0.24      0.29
                               --------  --------   --------  --------

 NON-GAAP EPS (on a diluted
  basis                        $   0.16  $   0.14   $   0.60  $   0.50
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                           OPERATING REVENUE
                            (In thousands)
                             (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
   Electronic Discovery        $ 13,509  $ 13,723   $ 58,128  $ 49,062
   Bankruptcy                    20,785    14,374     59,828    60,289
   Settlement Administration     20,891    11,089     89,900    42,286
                               --------  --------   --------  --------

 OPERATING REVENUE BEFORE
    REIMBURSED DIRECT COSTS    $ 55,185  $ 39,186   $207,856  $151,637
                               ========  ========   ========  ========


                          EPIQ SYSTEMS, INC.
                       NON-GAAP ADJUSTED EBITDA
                            (In thousands)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007
                               --------  --------   --------  --------
   Electronic Discovery        $  5,184  $  6,594   $ 26,324  $ 24,369
   Bankruptcy                    10,492     8,175     34,086    35,103
   Settlement Administration      6,391     1,615     19,851     8,827
   Unallocated                  (6,358)   (3,935)   (22,442)  (18,797)
                               --------  --------   --------  --------

 TOTAL NON-GAAP ADJUSTED
  EBITDA                       $ 15,709  $ 12,449   $ 57,819  $ 49,502
                               ========  ========   ========  ========


                           EPIQ SYSTEMS, INC.
                            EPS CALCULATION
                 (In thousands, except per share data)
                              (Unaudited)

                               Three months ended  Twelve months ended
                                  December 31,         December 31,
                               ------------------   ------------------
                                 2008      2007       2008      2007*
                               --------  --------   --------  --------
 NET INCOME                    $  4,032  $  2,561   $ 13,836  $  6,929
   Interest expense adjustment
    for convertible debt            305       305      1,212        --
                               --------  --------   --------  --------
 NET INCOME ADJUSTED FOR
  DILUTED CALCULATION          $  4,337  $  2,866   $ 15,048  $  6,929
                               ========  ========   ========  ========


 NON-GAAP NET INCOME           $  6,371  $  5,110   $ 23,471  $ 17,328
   Interest expense adjustment
    for convertible debt            305       305      1,212     1,210
                               --------  --------   --------  --------
 NON-GAAP NET INCOME ADJUSTED
  FOR DILUTED CALCULATION      $  6,676  $  5,415   $ 24,683  $ 18,538
                               ========  ========   ========  ========


 BASIC WEIGHTED AVERAGE
  SHARES                         35,606    32,364     35,459    30,424
   Adjustment to reflect
    stock options                 1,661     2,402      1,680     2,140
   Adjustment to reflect
    convertible debt shares       4,286     4,286      4,286        --
                               --------  --------   --------  --------

 ADJUSTED FOR DILUTED
  CALCULATION                    41,553    39,052     41,425    32,564
                               ========  ========   ========  ========


 NET INCOME PER SHARE -
  DILUTED                      $   0.10  $   0.07   $   0.36  $   0.21
                               ========  ========   ========  ========

 NON-GAAP NET INCOME
  PER SHARE - DILUTED          $   0.16  $   0.14   $   0.60  $   0.50
                               ========  ========   ========  ========


 * Convertible debt is antidilutive for the Net Income Per Share
   calculation, but dilutive for the Non-GAAP Net Income Per Share
   calculation. Diluted weighted average shares for calculating
   Non-GAAP Net Income Per Share equal 36,850 (includes adjustment
   of 4,286 shares to reflect convertible debt shares).
CONTACT:  Epiq Systems, Inc.
          Lew P. Schroeber
          913-621-9500
          ir@epiqsystems.com
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