-----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, U4tSEAOb7yN/W2UkFctelPiq3nZorpJ9ps5rpIbQmLL6Z9TZk95jNQ2c5p5vMBGN kp+/QyTBXcqw6BJXIjIVwg== 0001104659-08-069878.txt : 20081112 0001104659-08-069878.hdr.sgml : 20081111 20081112060526 ACCESSION NUMBER: 0001104659-08-069878 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081111 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20081112 DATE AS OF CHANGE: 20081112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EVOLVING SYSTEMS INC CENTRAL INDEX KEY: 0001052054 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 841010843 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24081 FILM NUMBER: 081177667 BUSINESS ADDRESS: STREET 1: 9777 PYRAMID COURT, SUITE 100 CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3038021000 MAIL ADDRESS: STREET 1: 9777 PYRAMID COURT, SUITE 100 CITY: ENGLEWOOD STATE: CO ZIP: 80112 8-K 1 a08-28158_18k.htm 8-K

 

 

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)
November 11, 2008

 

Evolving Systems, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-24081

 

84-1010843

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

9777 Pyramid Court, Suite 100, Englewood, Colorado 80112

(Address of principal executive offices)          (Zip Code)

 

Registrant’s telephone number, including area code: (303) 802-1000

 

Not applicable

(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:

 

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

 

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

 

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

 

o    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 November 11, 2008, Evolving Systems, Inc. (“Evolving Systems”) issued a press release announcing its financial results for the third quarter ended September 30, 2008. The full text of Evolving Systems’ press release, together with the related unaudited financial and operating highlights, is furnished herewith as Exhibit 99.1.

 

SIGNATURE

 

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:  November 11, 2008

 

 

Evolving Systems, Inc.

 

 

 

By:

/s/ ANITA T. MOSELEY

 

 

Anita T. Moseley

 

 

Sr. Vice President & General Counsel

 

2



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

99.1

 

Press Release issued by Evolving Systems, Inc. (“Evolving Systems”) announcing its financial results for the third quarter ended September 30, 2008. The full text of Evolving Systems’ press release, together with the related unaudited financial and operating highlights, is furnished herewith as Exhibit 99.1.

 

3


EX-99.1 2 a08-28158_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

IMMEDIATE RELEASE

 

NEWS

November 11, 2008

 

NASDAQ-EVOL

 

EVOLVING SYSTEMS REPORTS THIRD QUARTER 2008 FINANCIAL RESULTS

 

Year over year net income increases

 

·

 

4% to $593,000 in third quarter

·

 

258% to $1.1 million year-to-date

 

Adjusted EBITDA of $1.6 million in third quarter, $4.5 million year-to-date

 

Four new carrier customers signed in Q3

 

License and services orders up 12% in Q3 and 14% year-to-date

 

$3.6 million in operating cash flow year-to-date

 

ENGLEWOOD, Colorado – Evolving Systems, Inc. (NASDAQ-EVOL), a leading provider of software solutions and services to the wireless, wireline and IP carrier markets, today reported increased year-over-year net income and new orders for both its third quarter and nine-month periods ended September 30, 2008.

 

“With order growth of 12% in the third quarter and 14% year-to-date, we continue to experience strong demand for our solutions despite a challenging economic environment,” said Thad Dupper, president and CEO.  “In the third quarter alone we added four new carrier customers in emerging markets, including three in Africa and one in Croatia, and our sales funnel in traditional markets also remains solid.  Although third quarter revenue declined by 3% year-over-year due to delayed implementation of certain customer projects and foreign exchange losses, our year-to-date revenue was up 3% and our year-to-date license and services backlog increased by 36%, positioning us for a solid finish to the year.

 

“Our strong profitability and cash flow, combined with an aggressive debt-reduction program throughout 2008, have put us in a good position to meet our debt obligations, weather the economic downturn and continue to make R&D investments in growth initiatives such as our high margin Dynamic SIM Allocation™ (DSA) solution,” Dupper added.  “DSA is a cutting edge solution that offers carriers a new way to activate phones that avoids the cost and inefficiency of pre-provisioning while providing a better user experience.  We expect DSA to be a growing contributor to revenue and profitability.”

 



 

Third Quarter Results

 

Third quarter net income increased to $593,000, or $0.03 per basic and diluted share, from $569,000, or $0.03 per basic and diluted share, in the third quarter last year.  The increase reflected a stable expense base as well as lower interest expense due to debt reduction efforts.  Earnings before interest, taxes, depreciation, amortization, impairment, stock compensation and gain/loss on foreign exchange transactions (“Adjusted EBITDA”) for the third quarter were $1.6 million versus $1.8 million in the same quarter last year.

 

The Company reported $9.0 million in revenue in the third quarter, a 3% reduction from revenue of $9.3 million in the same quarter last year.  The decrease reflected customer delays in rollout of several projects combined with the effects of foreign exchange transactions.  License fees and services revenue in the third quarter was $4.5 million versus $4.7 million a year ago while customer support revenue was $4.5 million as compared with $4.6 million in the same quarter last year.  Revenue mix in the third quarter included $5.5 million in Service Activation, $2.8 million in Numbering Solutions and $0.7 million in Mediation.

 

Total costs of revenue and operating expenses for the comparative third quarters remained flat at $8.2 million, reflecting management’s consistent focus on maintaining a lean operation.  Product development expense increased 19% to $0.8 million from $0.7 million in the third quarter as the Company continued to invest in product enhancements.  That increase was partially offset by a 5% decline in general and administrative expense – to $1.3 million from $1.4 million – due primarily to lower professional fees.  Sales and marketing expense remained flat year over year.

 

Income from operations in the third quarter was $0.8 million versus $1.1 million in the same quarter last year.  It was the Company’s ninth consecutive quarter of positive operating income.

 

Nine-Month Results

 

The Company reported net income of $1.1 million, or $0.06 per basic and diluted share, through the first nine months of 2008, which represented a 258% increase over net income of $314,000, or $0.02 per basic and diluted share, in the same period last year.  Year-to-date net income is nearly double that achieved for all of 2007.  Adjusted EBITDA through nine months increased 3% to $4.5 million from $4.4 million in the same period last year.

 

Revenue through the first nine months of 2008 grew 3% to $27.8 million from $26.9 million a year ago.  License fees and services revenue increased 10% to $14.7 million from $13.4 million, more than offsetting a 3% decline in customer support revenue – to $13.1 million from $13.5 million a year ago.  Revenue mix included $15.5 million in Activation, $9.2 million in Numbering Solutions and $3.1 million in Mediation.

 

Total costs of revenue and operating expenses through nine months increased 3% to $25.7 million in 2008 from $25.0 million in the same period last year, a reflection of

 



 

selective investments in growth initiatives partially offset by lower general and administrative costs.  Specifically, year-to-date product development costs increased 79% to $2.8 million from $1.6 million as the Company invested in various product enhancements, most prominently its DSA solution.  Sales and marketing costs increased 3% to $6.4 million from $6.2 million, reflecting continued investments in opening new geographic markets.  General and administrative expense declined by 13% to $3.9 million from $4.5 million based on lower professional fees, personnel and facility costs.

 

Operating income through the first nine months of 2008 was $2.1 million compared with $1.9 million in the same period a year ago.

 

Bookings and Backlog Highlights

 

The Company booked $5.8 million in new orders in the third quarter, including $4.3 million in license fees and services, up 12% from $3.8 million in the third quarter last year.  Customer support orders totaled $1.5 million in the third quarter.  Bookings by product category in the third quarter included $4.5 million in Activation, $0.9 million in Numbering Solutions, and $0.4 million in Mediation.

 

New orders totaled $22.4 million through nine months, down from $25.4 million in the same period last year.  The lower 2008 order number was the result of an industry consolidation event that caused a large carrier customer to accelerate its annual support order into the fourth quarter of 2007.  Bookings of new license and service orders increased 14% to $15.1 million through nine months from $13.2 million in the same period a year ago, representing the strongest nine-month booking period in three years.  Customer support bookings through nine months totaled $7.4 million in 2008.  The Company defines bookings as new, non-cancelable orders expected to be recognized as revenue during the following 12 months.

 

Backlog at September 30, 2008, was $13.7 million, up 9% from $12.5 million at the same time a year ago.  The license and services backlog grew 36% over the same period, to $6.4 million from $4.7 million.

 

Balance Sheet Highlights

 

The Company has strengthened its balance sheet considerably in the first nine months of 2008, reducing its long-term debt obligations and preferred stock balance by a total of $9.7 million.  The year-to-date improvements include a $4.1 million reduction in senior, subordinated and capital lease debt obligations and the conversion of the remaining $5.6 million preferred stock balance to common stock.  In addition, during the first quarter of 2008 the Company closed a $10.0 million debt refinancing that lowered the average cash interest rate and improved financial flexibility with more favorable covenants.  Year-over-year interest expense savings in the third quarter and nine-month period of 2008 totaled 34% and 33%, respectively.  The Company generated $3.6 million in cash from operations in the first nine months of 2008, down from $4.4 million a year ago primarily as the result of the early-accrued interest payment on subordinated

 



 

debt during the first quarter of $0.8 million.  The cash and cash equivalents balance at September 30, 2008, was $5.6 million.

 

Conference Call

 

The Company will conduct a conference call and Web cast today at 2:45 p.m. Mountain Time.  The call-in numbers for the conference call are 1-877-419-6590 for domestic toll free and 719-325-4902 for international callers.  The conference ID is 4788905.  A telephone replay will be available through November 18, 2008, and can be accessed by calling 1-888-203-1112 or 1-719-457-0820, passcode 4788905.  To access a live Webcast of the call, please visit Evolving Systems’ website at www.evolving.com.  A replay of the Webcast will be accessible at that website through November 18, 2008.

 

About Evolving Systems

 

Evolving Systems, Inc. (NASDAQ-EVOL) is a provider of software and services to more than 70 network operators in over 40 countries worldwide.  Its portfolio includes market-leading products for Service Activation, Service Verification, Process Management, Dynamic SIM Allocation, Number Portability, Number Inventory and Mediation solutions.  Founded in 1985, the Company has headquarters in Englewood, Colorado, with offices in the United Kingdom, Germany, India and Malaysia.  Further information is available on the web at www.evolving.com.

 

CAUTIONARY STATEMENT

 

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, based on current expectations, estimates and projections that are subject to risk.  Specifically, statements about the Company’s growth and future profitability, future business, revenue and expense projections, the Company’s continued ability to post quarterly results that are similar to those described in this press release and the impact of new products and accounts on the Company’s business are forward-looking statements.  These statements are based on our expectations and are naturally subject to uncertainty and changes in circumstances. Readers should not place undue reliance on these forward-looking statements, and the Company may not undertake to update these statements. Actual results could vary materially from these expectations.  For a more extensive discussion of Evolving Systems’ business, and important factors that could cause actual results to differ materially from those contained in the forward-looking statements, please refer to the Company’s Form 10-K filed with the SEC on March 13, 2008, as well as subsequently filed Forms 10-Q, 8-K and press releases.

 

Investor Relations

 

Press Relations

 

 

 

Jay Pfeiffer

 

Sarah Hurp

Pfeiffer High Investor Relations, Inc.

 

Marketing Communications

303.393.7044

 

Manager

jay@pfeifferhigh.com

 

Evolving Systems

 

 

+44 1225 478060

 

 

sarah.hurp@evolving.com

 



 

Consolidated Statements of Operations

(In thousands except per share data)

 

(Unaudited)

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

License fees and services

 

$

4,539

 

$

4,692

 

$

14,713

 

$

13,425

 

Customer support

 

4,490

 

4,619

 

13,088

 

13,468

 

Total revenue

 

9,029

 

9,311

 

27,801

 

26,893

 

Costs of revenue and operating expenses:

 

 

 

 

 

 

 

 

 

Costs of license fees and services, excluding depreciation and amortization

 

1,977

 

2,097

 

6,103

 

5,962

 

Costs of customer support, excluding depreciation and amortization

 

1,581

 

1,532

 

4,706

 

4,741

 

Sales and marketing

 

2,004

 

2,003

 

6,385

 

6,228

 

General and administrative

 

1,281

 

1,350

 

3,942

 

4,549

 

Product development

 

792

 

665

 

2,810

 

1,572

 

Depreciation

 

189

 

189

 

671

 

729

 

Amortization

 

371

 

396

 

1,130

 

1,176

 

Restructuring and other

 

 

 

 

(1

)

Total costs of revenue and operating expenses

 

8,195

 

8,232

 

25,747

 

24,956

 

Income from operations

 

834

 

1,079

 

2,054

 

1,937

 

Interest and other expense, net

 

(119

)

(165

)

(769

)

(1,054

)

Income before income taxes

 

715

 

914

 

1,285

 

883

 

Income tax expense

 

122

 

345

 

161

 

569

 

Net income

 

$

593

 

$

569

 

$

1,124

 

$

314

 

Basic income per common share

 

$

0.03

 

$

0.03

 

$

0.06

 

$

0.02

 

Diluted income per common share

 

$

0.03

 

$

0.03

 

$

0.06

 

$

0.02

 

Weighted average basic shares outstanding

 

19,386

 

19,201

 

19,374

 

19,178

 

Weighted average diluted shares outstanding

 

19,746

 

19,550

 

19,809

 

19,546

 

 



 

Reconciliation of Net Income to Adjusted EBITDA

(In thousands)

 

(Unaudited)

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

593

 

$

569

 

$

1,124

 

$

314

 

Depreciation

 

189

 

189

 

671

 

729

 

Amortization

 

371

 

396

 

1,130

 

1,176

 

Stock-based compensation expense

 

189

 

162

 

645

 

543

 

Interest expense and other, net

 

119

 

165

 

769

 

1,054

 

Income tax expense

 

122

 

345

 

161

 

569

 

Adjusted EBITDA

 

$

1,583

 

$

1,826

 

$

4,500

 

$

4,385

 

 

Evolving Systems reports its financial results in accordance with accounting principles generally accepted in the U.S. (GAAP).  In addition, the Company is providing in this news release non-GAAP information in the form of adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, impairment, stock compensation and gain/loss on foreign exchange transaction.)  Management believes adjusted EBITDA is useful to investors and lenders in evaluating the overall financial health of the Company in that it allows for greater transparency of additional financial data routinely used by management to evaluate performance.  Adjusted EBITDA relates to a covenant contained in the Company’s loan agreements and therefore can be useful for lenders as an indicator of earnings available to service debt.  Readers of this adjusted EBITDA information are reminded that adjusted EBITDA is not a recognized term under GAAP and does not purport to be an alternative to income (loss) from operations, an indicator of cash flow from operations or a measure of liquidity.  Not all companies calculate adjusted EBITDA identically, so this presentation may not be comparable to similar presentations of other companies.

 



 

Consolidated Balance Sheets

(In thousands)

 

(Unaudited)

 

 

 

September 30,

 

December 31,

 

 

 

2008

 

2007

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

5,629

 

$

7,271

 

Contract receivables, net

 

4,438

 

10,959

 

Unbilled work-in-progress

 

1,871

 

922

 

Prepaid and other current assets

 

1,640

 

1,335

 

Total current assets

 

13,578

 

20,487

 

Property and equipment, net

 

1,364

 

1,677

 

Amortizable intangible assets, net

 

3,232

 

4,687

 

Goodwill

 

24,586

 

26,417

 

Long-term restricted cash

 

100

 

100

 

Other long-term assets

 

252

 

359

 

Total assets

 

$

43,112

 

$

53,727

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt and capital lease obligations

 

$

2,020

 

$

2,520

 

Accounts payable and accrued liabilities

 

4,730

 

5,937

 

Unearned revenue

 

6,271

 

10,635

 

Total current liabilities

 

13,021

 

19,092

 

Long-term liabilities:

 

 

 

 

 

Long-term debt and other obligations

 

6,666

 

10,242

 

Deferred foreign income taxes

 

630

 

878

 

Total liabilities

 

20,317

 

30,212

 

Preferred stock

 

 

5,587

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

19

 

18

 

Additional paid-in capital

 

81,604

 

75,317

 

Accumulated other comprehensive income (loss)

 

(401

)

2,144

 

Accumulated deficit

 

(58,427

)

(59,551

)

Total stockholders’ equity

 

22,795

 

17,928

 

Total liabilities and stockholders’ equity

 

$

43,112

 

$

53,727

 

 


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