-----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, SAlzK+xUt1UDBWK24RmFpmz8RfSRLtscD0p1qEBgz/PgKvk41FiOz9F6sCcIr784 lQxKLynYY/Cxi1JhV2OFyA== 0001104659-03-019295.txt : 20030820 0001104659-03-019295.hdr.sgml : 20030820 20030820165239 ACCESSION NUMBER: 0001104659-03-019295 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030820 ITEM INFORMATION: FILED AS OF DATE: 20030820 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QAD INC CENTRAL INDEX KEY: 0001036188 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770105228 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22823 FILM NUMBER: 03858485 BUSINESS ADDRESS: STREET 1: 6450 VIA REAL CITY: CARPINTERIA STATE: CA ZIP: 93013 BUSINESS PHONE: 8056846614 MAIL ADDRESS: STREET 1: 6450 VIA REAL CITY: CARPINTERIA STATE: CA ZIP: 93013 8-K 1 a03-2908_18k.htm 8-K

 

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

 

 

Date of report (Date of earliest event reported)  August 20, 2003

 

QAD INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Delaware

 

0-22823

 

77-0105228

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer Identification Number)

 

 

 

 

 

6450 Via Real, Carpinteria, California

 

93013

(Address of principal executive offices)

 

(Zip code)

 

 

 

 

 

Registrant’s telephone number, including area code (805) 684-6614

 

 



 

Item 12.  Results of Operations and Financial Condition.

 

The information in this section is being furnished with the Securities and Exchange Commission, but shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“the Exchange Act”) or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, unless expressly set forth by specific reference in such filing.

 

On August 20, 2003, QAD Inc. issued a press release announcing fiscal 2004 second quarter results and guidance for its fiscal 2004 third quarter and full fiscal year, respectively.  A copy of this press release is furnished with this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

2



 

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 thereunto duly authorized.

 

QAD INC.

(Registrant)

 

 

Date: August 20, 2003

By

  /s/ DANIEL LENDER

 

 

 

Daniel Lender

 

 

Chief Financial Officer

 

 

(on behalf of the Registrant and as
Principal Financial Officer)

 

3


EX-99.1 3 a03-2908_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

 

 

 

 

 

 

For More Information, Contact:

 

 

 

Cheryl Slomann

 

Rosemary Moothart/Rob Whetstone

 

QAD Vice President, Corporate Finance
805 566 5139
investor@qad.com

 

PondelWilkinson MS&L
323 866 6060
investor@pondel.com

 

 

QAD Posts Revenue of $56 Million and Net Income of $2 Million
in Fiscal 2004 Second Quarter

 

Carpinteria, Calif. — August 20, 2003 — QAD Inc. (NASDAQ:QADI) today reported financial results for the fiscal 2004 second quarter and six-month period ended July 31, 2003.

 

For the fiscal 2004 second quarter, revenue increased 24 percent to $56.0 million from $45.3 million in the same period last year.  License revenue rose 41 percent to $15.8 million, compared with $11.2 million in the fiscal 2003 second quarter.  Maintenance and other revenue increased 9 percent over the second quarter of fiscal 2003 to $28.9 million, reflecting the impact of new licenses in addition to strong maintenance renewals.  Fiscal 2004 second quarter service revenue grew 48 percent over the comparable prior year period to $11.4 million, due primarily to the TRW ISCS acquisition completed in November 2002.

 

Net income for the fiscal 2004 second quarter was $1.9 million, or $0.06 per diluted share.  In the fiscal 2003 second quarter, the company’s reported net loss was $4.0 million, or $0.12 per diluted share.

 

“The second quarter results reflect QAD’s continued solid performance in revenue, profitability and cash flow from operations, despite a challenging economic environment,” said Karl Lopker, chief executive officer of QAD.  “Our software solutions provide deep functionality within selected industry verticals and we believe that this resonates strongly with customers who are seeking measurable and rapid return on investment.  We remain focused on leveraging our unique capabilities for manufacturers and delivering these solutions on a global scale.”

 

QAD’s cash and equivalents balance at July 31, 2003 was $43.5 million.  For the fiscal 2004 second quarter, cash flow provided by operations was $1.2 million, continuing the momentum of positive annual operating cash flow.

 

(more)

 



 

For the fiscal 2004 six-month period ended July 31, 2003, the company reported revenue of $112.3 million and net income of $6.4 million, or $0.19 per diluted share.  For the comparable period in fiscal 2003, revenue was $89.6 million and net loss was $9.7 million, or $0.28 per diluted share, including a $1.1 million charge, or $0.03 diluted loss per share, for the cumulative effect of an accounting change related to goodwill.

 

Recent Highlights

 

                  During the second quarter, QAD received orders from eight customers representing more than $500,000 each in combined license, support and services billings, one of which surpassed $2 million.

 

                  Customer license transactions during the quarter represented sales to companies across our six industry verticals, including ArvinMeritor, Black & Decker, Federal-Mogul, Johnson Controls, Johnson & Johnson, Lear, Mars, SanDisk, Sherwin-Williams and Schlumberger.

 

                  QAD was ranked #3 on Aberdeen Group’s First Quarter – 2003 Supply Chain 50™ announced August 5, 2003.  Aberdeen, a leading IT market analysis and positioning services firm, selects companies based on several financial and operational criteria, including revenue growth, profitability improvements and market share gains.

 

                  QAD was added to the Russell 2000 Index™, which the Frank Russell Company revises annually based on market capitalization on the last trading day of May.

 
Business Outlook

 

For the fiscal 2004 third quarter, QAD expects to generate revenue between $53 million and $57 million, subject to various risks, including the global economic environment and corporate investment in IT.  Depending on the level and mix of revenue, the company expects earnings per diluted share in the range of break-even to $0.08.

 

For the fiscal 2004 full year, QAD expects to post revenue of $220 million to $228 million, yielding earnings of between $0.30 and $0.50 per diluted share.

 

2



 

Investor Conference Call:

 

QAD management will host an investor conference call today, August 20, 2003 at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) to review the company’s financial results and operations for the fiscal 2004 second quarter.  The conference call will be webcast by CCBN and can be accessed on QAD’s Web site at http://www.qad.com/company/ir/events.html.  The audio webcast will be available through August 19, 2004.

 

About QAD

 

QAD enterprise applications leverage advances in Internet and enabling technologies to provide critical functionality for managing manufacturing resources and operations within and beyond the enterprise, enabling global manufacturers to collaborate with their customers, suppliers and partners to make and deliver the right product, at the right cost and at the right time.  Manufacturers of automotive, consumer products, electronics, food and beverage, industrial and medical products use QAD applications at approximately 5,200 licensed sites in more than 80 countries and in as many as 26 languages. For more information about QAD, telephone +1 805 684 6614, or visit the QAD Web site at: www.qad.com.  To receive any of QAD’s press releases via facsimile, contact +1 800 356 0747, or outside the U.S. contact +1 213 253 5647.

 

“QAD” is a registered trademark of QAD Inc.  All other products or company names herein may be trademarks of their respective owners.

 

 Note to Investors: This press release contains certain forward-looking statements made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  A number of risks and uncertainties could cause actual results to differ materially from those in the forward-looking statements.  These risks include, but are not limited to, evolving demand for the company’s software products and products that operate with the company’s products; the company’s ability to sustain strong licensing demand; the ability to sustain customer renewal rates at current levels; the publication of opinions by industry analysts about the company, its products and technology; the reliability of estimates of transaction and integration costs and benefits; difficulties relating to integration of a new business; the entry of new competitors and their technological advances; delays in localizing the company’s products for new markets; delays in sales as a result of lengthy sales cycles; changes in operating expenses, pricing, timing of new product releases, the method of product distribution or product mix; general economic conditions, exchange rate fluctuations and the global political environment.  In addition, revenue and earnings in the enterprise resource planning (ERP), e-business and distributed order management software industries are subject to fluctuations.  Software license revenue, in particular, is subject to variability with a significant proportion of revenue earned in the last month of each quarter.  Given the high margins associated with license revenue, modest fluctuations can have a substantial impact on net income.  Investors should not use any one quarter’s results as a benchmark for future growth.  For a more detailed description of the risk factors associated with the company and the industries in which it operates, please refer to the company’s Annual Report on Form 10-K for fiscal 2003 ended January 31, 2003.

 

# # #

 

3



 

QAD Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share data)

 

 

 

Three Months Ended
July 31,

 

Six Months Ended
July 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

Revenue:

 

 

 

 

 

 

 

 

 

License fees

 

$

15,758

 

$

11,204

 

$

33,090

 

$

23,153

 

Maintenance and other

 

28,858

 

26,372

 

56,741

 

51,690

 

Services

 

11,362

 

7,702

 

22,423

 

14,755

 

Total revenue

 

55,978

 

45,278

 

112,254

 

89,598

 

Cost of revenue

 

22,650

 

17,342

 

44,326

 

35,350

 

Gross profit

 

33,328

 

27,936

 

67,928

 

54,248

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

14,780

 

16,433

 

30,288

 

32,337

 

Research and development

 

9,413

 

8,877

 

18,334

 

17,213

 

General and administrative

 

6,358

 

5,503

 

12,188

 

11,106

 

Amortization of intangibles from acquisitions

 

276

 

295

 

547

 

577

 

Total operating expenses

 

30,827

 

31,108

 

61,357

 

61,233

 

Operating income (loss)

 

2,501

 

(3,172

)

6,571

 

(6,985

)

Other (income) expense

 

(35

)

486

 

(1,339

)

1,017

 

Income (loss) before income taxes and cumulative effect of accounting change

 

2,536

 

(3,658

)

7,910

 

(8,002

)

Income tax expense

 

600

 

300

 

1,500

 

600

 

Income (loss) before cumulative effect of accounting change

 

1,936

 

(3,958

)

6,410

 

(8,602

)

Cumulative effect of accounting change

 

 

 

 

1,051

 

Net income (loss)

 

$

1,936

 

$

(3,958

)

$

6,410

 

$

(9,653

)

 

 

 

 

 

 

 

 

 

 

Basic and diluted net income (loss) per share:

 

 

 

 

 

 

 

 

 

Before cumulative effect of accounting change

 

$

0.06

 

$

(0.12

)

$

0.19

 

$

(0.25

)

Cumulative effect of accounting change

 

 

 

 

0.03

 

Basic and diluted net income (loss) per share

 

$

0.06

 

$

(0.12

)

$

0.19

 

$

(0.28

)

 

 

 

 

 

 

 

 

 

 

Basic weighted shares

 

32,158

 

34,400

 

33,049

 

34,353

 

Diluted weighted shares

 

33,922

 

34,400

 

34,450

 

34,353

 

 

4



 

QAD Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands)

 

 

 

July 31,
2003

 

January 31,
2003

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and equivalents

 

$

43,498

 

$

50,188

 

Restricted cash

 

 

1,016

 

Accounts receivable, net

 

49,318

 

57,340

 

Other current assets

 

11,457

 

15,340

 

Total current assets

 

104,273

 

123,884

 

 

 

 

 

 

 

Property and equipment, net

 

26,238

 

21,543

 

Other assets, net

 

15,113

 

16,879

 

 

 

 

 

 

 

Total assets

 

$

145,624

 

$

162,306

 

 

 

 

 

 

 

Liabilities & stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

5,197

 

$

2,000

 

Accounts payable and other current liabilities

 

41,645

 

49,207

 

Deferred revenue

 

58,712

 

65,860

 

Total current liabilities

 

105,554

 

117,067

 

 

 

 

 

 

 

Long-term debt

 

8,375

 

9,125

 

Other long-term liabilities

 

452

 

371

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

35

 

34

 

Additional paid-in capital

 

119,232

 

115,800

 

Treasury stock

 

(14,364

)

 

Accumulated deficit

 

(67,098

)

(73,244

)

Accumulated other comprehensive loss

 

(6,562

)

(6,847

)

Total stockholders’ equity

 

31,243

 

35,743

 

 

 

 

 

 

 

Total liabilities & stockholders’ equity

 

$

145,624

 

$

162,306

 

 

5



 

QAD Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

 

 

 

Six Months Ended
July 31,

 

 

 

2003

 

2002

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

4,897

 

$

6,786

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Purchase of property and equipment

 

(7,575

)

(3,766

)

Capitalization of software development costs

 

(246

)

(885

)

Acquisitions of businesses

 

(71

)

 

Proceeds from sale of property and equipment

 

3,341

 

21

 

Net cash used in investing activities

 

(4,551

)

(4,630

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from construction loan

 

3,697

 

 

Restricted cash under construction loan

 

1,016

 

 

Repayments of long-term debt

 

(1,250

)

(1,279

)

Issuance of common stock for cash

 

3,999

 

484

 

Repurchase of common stock

 

(15,194

)

 

Net cash used in financing activities

 

(7,732

)

(795

)

 

 

 

 

 

 

Effect of exchange rates on cash and equivalents

 

696

 

1,108

 

Net increase (decrease) in cash and equivalents

 

(6,690

)

2,469

 

Cash and equivalents at beginning of period

 

50,188

 

50,782

 

 

 

 

 

 

 

Cash and equivalents at end of period

 

$

43,498

 

$

53,251

 

 

6


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