Delaware
|
0-22823
|
77-0105228
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification Number)
|
100 Innovation Place, Santa Barbara, California
|
93108
|
|
(Address of principal executive offices)
|
(Zip code)
|
☐ | 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. |
Item 9.01 | Financial Statements and Exhibits. |
d) | Exhibits. |
Exhibit No.
|
Description
|
|
Press Release, dated as of May 19, 2016, entitled “QAD Reports Fiscal 2017 First Quarter Financial Results”
|
Date: May 19, 2016
|
By:
|
/s/ Daniel Lender
|
Daniel Lender
|
||
Chief Financial Officer
|
Kara Bellamy
|
Laurie Berman | Matt Sheldon
|
Chief Accounting Officer
|
PondelWilkinson Inc.
|
805.566.6100
|
310.279.5980
|
investor@qad.com
|
pwinvestor@pondel.com
|
· | Subscription revenue of $11.5 million, versus $9.4 million. Currency had an approximate $290,000 negative impact on subscription revenue. Subscription revenue increased 25 percent in constant currency. Excluding a one-time recognition of $900,000 in the first quarter of fiscal 2016, subscription revenue increased 35 percent. |
· | License revenue of $3.9 million, compared with $6.9 million. Currency had an approximate $200,000 negative impact on license revenue. |
· | Professional services revenue of $17.1 million, versus $19.6 million. Currency had an approximate $370,000 negative impact on professional services revenue. Lower than expected utilization contributed to a GAAP net loss higher than the company’s guidance. |
· | Maintenance and other revenue of $32.8 million, compared with $33.4 million. Currency had an approximate $520,000 negative impact on maintenance and other revenue. |
· | Gross profit of $33.3 million, or 51 percent of total revenue, compared with $37.2 million, or 54 percent of total revenue. Subscription gross margin was 46 percent for both periods. |
· | Other expense of $900,000, compared with breakeven, resulting from foreign currency movement. |
· | GAAP net loss of $2.7 million, or $0.15 per Class A share and $0.13 per Class B share, compared with net income of $549,000, or $0.03 per diluted Class A share and $0.02 per diluted Class B share. |
· | Non-GAAP net loss (defined as GAAP net loss before stock-based compensation expense, amortization of purchased intangible assets, the change in fair value of an interest rate swap and certain income tax adjustments) of $1.3 million, or $0.07 per Class A share and $0.06 per Class B share, compared with non-GAAP net income of $1.6 million, or $0.09 per diluted Class A share and $0.07 per diluted Class B share. |
· | Received orders from 17 customers representing more than $500,000 each in combined license, maintenance, subscription and professional services billings, including six orders in excess of $1.0 million; |
· | Received license or cloud orders from companies across QAD’s six vertical markets, including: Canon BioMedical, Inc.; Carl Zeiss AG; Hitachi Ltd.; Invacare Corporation; Lesaffre International; Omron Corporation; SMR Automotive; Stanley Black & Decker; Visteon Corporation; Xylem; ZF TRW Automotive; and Zimmer Biomet Holdings; |
· | Announced the availability of enhancements to its flagship QAD Cloud ERP and QAD Enterprise Applications 2016, and other key solutions including QAD Automation Solutions, QAD Demand and Supply Chain Planning, QAD Transportation Management System, and QAD Enterprise Asset Management; |
· | Received several industry awards including being named ERP Customer Satisfaction Leader by the readers of Consumer Goods Technology magazine for the fourth consecutive year, and Pam Lopker, QAD’s Chairman and President, being named one of the 2016 Women of M2M by Connected World magazine; and |
· | Subsequent to the end of the quarter, from May 2-5, welcomed customers and partners to QAD Explore 2016 which was held in Chicago. Customer attendance was 33 percent higher than last year’s user conference. |
· | Total revenue of $277 to $283 million, including $50 to $53 million of subscription revenue. |
· | GAAP earnings per share of approximately $0.04 to $0.14 per diluted Class A share and $0.03 to $0.13 per diluted Class B share. |
· | Non-GAAP earnings per share of approximately $0.38 to $0.48 per diluted Class A share and $0.31 to $0.41 per diluted Class B share. |
· | Total revenue of $67 to $69 million, including approximately $12.2 million of subscription revenue. |
· | GAAP loss per share of $0.08 to $0.06 per Class A share and $0.07 to $0.05 per Class B share. |
· | Non-GAAP earnings per share of $0.03 to $0.05 per diluted Class A share and $0.02 to $0.04 per diluted Class B share. |
When: | Thursday, May 19, 2016 |
Time: | 2:00 p.m. PT (5:00 p.m. ET) |
Phone: | 800-230-1059 (domestic); 612-234-9959 (international) |
Replay: | Accessible through midnight May 26, 2016 |
Webcast: | Accessible at www.qad.com; archive available for approximately one year |
· | Non-GAAP adjusted EBITDA - EBITDA is GAAP net income before net interest expense, income tax expense, depreciation and amortization. Non-GAAP adjusted EBITDA is EBITDA less stock-based compensation expense and the change in the fair value of the interest rate swap. |
· | Non-GAAP adjusted EBITDA margins - Calculated by dividing non-GAAP adjusted EBITDA by total revenue. |
· | Non-GAAP net income - GAAP net income before stock-based compensation expense, amortization of purchased intangible assets, the change in fair value of the interest rate swap and certain income tax adjustments. |
· | Non-GAAP earnings per diluted share - Non-GAAP net income allocated to Class A and Class B shares divided by the weighted average diluted shares outstanding of each class. |
Three Months Ended
April 30,
|
||||||||
2016
|
2015
|
|||||||
Revenue:
|
||||||||
License fees
|
$
|
3,947
|
$
|
6,851
|
||||
Subscription fees
|
11,492
|
9,419
|
||||||
Maintenance and other
|
32,836
|
33,383
|
||||||
Professional services
|
17,122
|
19,612
|
||||||
Total revenue
|
65,397
|
69,265
|
||||||
Cost of revenue:
|
||||||||
License
|
725
|
929
|
||||||
Subscription
|
6,197
|
5,064
|
||||||
Maintenance and other
|
7,763
|
7,777
|
||||||
Professional services
|
17,425
|
18,328
|
||||||
Total cost of revenue
|
32,110
|
32,098
|
||||||
Gross profit
|
33,287
|
37,167
|
||||||
Operating expenses:
|
||||||||
Sales and marketing
|
16,922
|
17,145
|
||||||
Research and development
|
11,134
|
10,657
|
||||||
General and administrative
|
8,005
|
8,441
|
||||||
Amortization of intangibles from acquisitions
|
165
|
164
|
||||||
Total operating expenses
|
36,226
|
36,407
|
||||||
Operating (loss) income
|
(2,939
|
)
|
760
|
|||||
Other (income) expense:
|
||||||||
Interest income
|
(172
|
)
|
(57
|
)
|
||||
Interest expense
|
174
|
183
|
||||||
Other (income) expense, net
|
870
|
(119
|
)
|
|||||
Total other expense, net
|
872
|
7
|
||||||
(Loss) income before income taxes
|
(3,811
|
)
|
753
|
|||||
Income tax (benefit) expense
|
(1,069
|
)
|
204
|
|||||
Net (loss) income
|
$
|
(2,742
|
)
|
$
|
549
|
|||
Diluted net (loss) income per share
|
||||||||
Class A
|
$
|
(0.15
|
)
|
$
|
0.03
|
|||
Class B
|
$
|
(0.13
|
)
|
$
|
0.02
|
|||
Diluted Weighted Shares
|
||||||||
Class A
|
15,594
|
16,048
|
||||||
Class B
|
3,204
|
3,279
|
April 30,
2016
|
January 31,
2016
|
|||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and equivalents
|
$
|
139,878
|
$
|
137,731
|
||||
Accounts receivable, net
|
44,829
|
65,512
|
||||||
Deferred tax assets, net
|
8,527
|
8,203
|
||||||
Other current assets
|
18,960
|
16,024
|
||||||
Total current assets
|
212,194
|
227,470
|
||||||
Property and equipment, net
|
32,269
|
32,080
|
||||||
Capitalized software costs, net
|
1,321
|
1,553
|
||||||
Goodwill
|
10,771
|
10,645
|
||||||
Long-term deferred tax assets, net
|
12,261
|
11,919
|
||||||
Other assets, net
|
2,560
|
2,679
|
||||||
Total assets
|
$
|
271,376
|
$
|
286,346
|
||||
Liabilities and stockholders' equity
|
||||||||
Current liabilities:
|
||||||||
Current portion of long-term debt
|
$
|
428
|
$
|
422
|
||||
Accounts payable and other current liabilities
|
34,491
|
42,346
|
||||||
Deferred revenue
|
92,640
|
97,911
|
||||||
Total current liabilities
|
127,559
|
140,679
|
||||||
Long-term debt
|
14,082
|
14,191
|
||||||
Other liabilities
|
4,387
|
4,465
|
||||||
Stockholders' equity:
|
||||||||
Common stock
|
20
|
20
|
||||||
Additional paid-in capital
|
196,596
|
195,420
|
||||||
Treasury stock
|
(18,104
|
)
|
(18,717
|
)
|
||||
Accumulated deficit
|
(45,041
|
)
|
(40,983
|
)
|
||||
Accumulated other comprehensive loss
|
(8,123
|
)
|
(8,729
|
)
|
||||
Total stockholders' equity
|
125,348
|
127,011
|
||||||
Total liabilities and stockholders' equity
|
$
|
271,376
|
$
|
286,346
|
Three Months Ended
April 30,
|
||||||||
2016
|
2015
|
|||||||
Net cash provided by operating activities
|
$
|
1,135
|
$
|
4,336
|
||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(1,074
|
)
|
(1,140
|
)
|
||||
Capitalized software costs
|
(12
|
)
|
(28
|
)
|
||||
Net cash used in investing activities
|
(1,086
|
)
|
(1,168
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Repayments of debt
|
(106
|
)
|
(102
|
)
|
||||
Tax payments, net of proceeds, related to stock awards
|
(369
|
)
|
(391
|
)
|
||||
Excess tax benefits from share-based payment arrangements
|
222
|
151
|
||||||
Payment of contingent liability associated with acquisitions
|
-
|
(750
|
)
|
|||||
Proceeds from issuance of common stock, net of issuance costs
|
-
|
8,365
|
||||||
Net cash (used in) provided by financing activities
|
(253
|
)
|
7,273
|
|||||
Effect of exchange rates on cash and equivalents
|
2,351
|
(103
|
)
|
|||||
Net increase in cash and equivalents
|
2,147
|
10,338
|
||||||
Cash and equivalents at beginning of period
|
137,731
|
120,526
|
||||||
Cash and equivalents at end of period
|
$
|
139,878
|
$
|
130,864
|
Three Months Ended
April 30,
|
||||||||
2016
|
2015
|
|||||||
Total revenue
|
$
|
65,397
|
$
|
69,265
|
||||
Net (loss) income
|
(2,742
|
)
|
549
|
|||||
Add back:
|
||||||||
Net interest expense
|
2
|
126
|
||||||
Depreciation
|
1,044
|
999
|
||||||
Amortization
|
430
|
452
|
||||||
Income taxes
|
(1,069
|
)
|
204
|
|||||
EBITDA
|
$
|
(2,335
|
)
|
$
|
2,330
|
|||
Add back:
|
||||||||
Non-cash stock-based compensation
|
1,554
|
1,306
|
||||||
Change in fair value of interest rate swap
|
31
|
(245
|
)
|
|||||
Adjusted EBITDA
|
$
|
(750
|
)
|
$
|
3,391
|
|||
Adjusted EBITDA margin
|
-1
|
%
|
5
|
%
|
||||
Non-GAAP net (loss) income reconciliation
|
||||||||
Net (loss) income
|
$
|
(2,742
|
)
|
$
|
549
|
|||
Add back:
|
||||||||
Non-cash stock-based compensation
|
1,554
|
1,306
|
||||||
Amortization of purchased intangible assets
|
345
|
344
|
||||||
Change in fair value of interest rate swap
|
31
|
(245
|
)
|
|||||
Income tax adjustments
|
(483
|
)
|
(351
|
)
|
||||
Non-GAAP net (loss) income
|
$
|
(1,295
|
)
|
$
|
1,603
|
|||
Non-GAAP (loss) earnings per diluted Class A share reconciliation
|
||||||||
(Loss) earnings per diluted Class A share
|
$
|
(0.15
|
)
|
$
|
0.03
|
|||
Add back:
|
||||||||
Non-cash stock-based compensation
|
0.09
|
0.07
|
||||||
Amortization of purchased intangible assets
|
0.02
|
0.02
|
||||||
Change in fair value of interest rate swap
|
-
|
(0.01
|
)
|
|||||
Income tax adjustments
|
(0.03
|
)
|
(0.02
|
)
|
||||
Non-GAAP (loss) earnings per diluted Class A share
|
$
|
(0.07
|
)
|
$
|
0.09
|
|||
Shares used in computing (loss) earnings per diluted Class A share
|
15,594
|
16,048
|
||||||
Non-GAAP (loss) earnings per diluted Class B share reconciliation | ||||||||
(Loss) earnings per diluted Class B share
|
$
|
(0.13
|
)
|
$
|
0.02
|
|||
Add back:
|
||||||||
Non-cash stock-based compensation
|
0.07
|
0.06
|
||||||
Amortization of purchased intangible assets
|
0.02
|
0.02
|
||||||
Change in fair value of interest rate swap
|
-
|
(0.01
|
)
|
|||||
Income tax adjustments
|
(0.02
|
)
|
(0.02
|
)
|
||||
Non-GAAP (loss) earnings per diluted Class B share
|
$
|
(0.06
|
)
|
$
|
0.07
|
|||
Shares used in computing (loss) earnings per diluted Class B share
|
3,204
|
3,279
|
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