0001104659-13-063255.txt : 20130813 0001104659-13-063255.hdr.sgml : 20130813 20130813160537 ACCESSION NUMBER: 0001104659-13-063255 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130813 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20130813 DATE AS OF CHANGE: 20130813 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: 001-34261 FILM NUMBER: 131033132 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 a13-18586_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)

August 13, 2013

 

Evolving Systems, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction of
incorporation)

 

0-24081
(Commission File Number)

 

84-1010843
(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 August 13, 2013, Evolving Systems, Inc. (“Evolving Systems”) issued a press release announcing its financial results for the second quarter ended June 30, 2013.  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:  August 13, 2013

 

 

Evolving Systems, Inc.

 

 

 

 

 

By:

/s/ DANIEL J. MOORHEAD

 

 

Daniel J. Moorhead

 

 

Vice President, Finance & Administration

 

2



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

99.1

 

Press Release issued by Evolving Systems, Inc. (“Evolving Systems”) announcing its financial results for the second quarter ended June 30, 2013. 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 a13-18586_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

IMMEDIATE RELEASE

NEWS

August 13, 2013

Nasdaq: EVOL

 

Evolving Systems Reports Second Quarter 2013 Financial Results

 

Q2 Dynamic SIM Allocation™ (DSA) license and services bookings up 48% to $1.6 million year over year

 

Q2 total bookings up 6% to $6.1 million from $5.8 million

 

Adjusted EBITDA through six months up 31% to $3.5 million from $2.6 million

 

Q2 cash and cash equivalents increase to $13.4 million from $8.8 million at year-end

 

Third quarter dividend increased to $0.10 per share, payable September 13, 2013, to stockholders of record on August 30, 2013

 

ENGLEWOOD, Colorado — Evolving Systems, Inc. (Nasdaq: EVOL), a leading provider of strategic solutions to telecom operators worldwide, today reported financial results for its second quarter and six-month period ended June 30, 2013.

 

“We are pleased with our profit metrics and ability to generate strong cash flows in the second quarter,” said Thad Dupper, Chairman and CEO.  “However, our results for the quarter were impacted by a new DSA sale we expected in the second quarter that subsequently closed early in the third quarter.  With second quarter DSA bookings up 48% and our third quarter bookings off to a strong start, we’re confident we are on track to deliver improved results for the third quarter and 2013.  As a result, our Board of Directors has increased our quarterly dividend to $0.10 from $0.08 — representing the Company’s second dividend increase since the fourth quarter of 2012.”

 

Second Quarter Highlights

 

·                  Revenue of $5.8 million versus $6.7 million a year ago.  License and services revenue was $3.5 million versus $4.5 million last year. Customer support revenue was up to $2.3 million from $2.1 million.

 

·                  Operating income of $1.3 million versus $1.6 million in the second quarter last year.

 

·                  Net income of $0.9 million versus $2.1 million in the second quarter last year.  Diluted net income per share was $0.08 versus $0.19.  The year-ago net income figure included a $1.0 million gain on sale plus interest on an investment in marketable debt securities.

 

·                  Adjusted EBITDA of $1.5 million versus $1.8 million in the second quarter last year.

 

·                  Cash Flow: The Company generated $2.7 million in cash from operations in the second quarter compared with ($1.7) million in cash used in operations the same quarter last year.

 



 

·                  Balance Sheet: Cash and cash equivalents at June 30, 2013, were $13.4 million, up from $8.8 million at 2012 year-end.

 

·                  Dividend Update: The Company declared a third quarter dividend of $0.10 per share to stockholders of record on August 30, 2013, payable September 13, 2013.  It is the Company’s second dividend increase in 2013.

 

Six Month Highlights

 

·                  Revenue of $12.5 million, down slightly from $12.6 million in the first half last year. License and services revenue was $8.0 million versus $8.3 million last year. Customer support revenue was up to $4.4 million from $4.3 million.

 

·                  Operating income increased 42% to $3.0 million from $2.1 million in the same period last year due to higher gross margins combined with a reduction in product development and general and administrative expense.

 

·                  Net income of $2.1 million compared favorably with $2.9 million a year ago when the Company recorded $1.4 million in gain on sale and related interest associated with investments in marketable debt securities. Diluted net income per share was $0.18 versus $0.25.

 

·                  Adjusted EBITDA increased to $3.5 million versus $2.6 million in the same period last year.

 

·                  Cash Flow: The Company generated $5.4 million in cash from operations in the first six months of 2013 compared with ($0.2) million in cash used in operations during the same period last year.

 

Bookings and Backlog Highlights

 

·                  Second quarter bookings totaled $6.1 million, up from $5.8 million in the same quarter last year and up from $5.7 million in the first quarter of this year.  Second quarter bookings included $3.0 million in license and services and $3.1 million in customer support. DSA license and services bookings in the second quarter were $1.6 million, up from $1.1 million year over year. Tertio® Service Activation (TSA) license and services bookings were $1.4 million, down from $3.0 million last year. Bookings are defined as new, non-cancelable orders expected to be recognized as revenue during the following 12 months.

 

·                  Six-month bookings totaled $11.8 million, up from $11.4 million in the same period last year.  License and services bookings were $6.5 million and were comprised of $3.4 million in DSA orders and $3.1 million in orders for TSA.   Customer support bookings were $5.3 million.

 

·                  Total backlog at June 30, 2013, was $10.3 million, up from $9.8 million in the first quarter but down from $11.4 million at the same time last year.  License and services backlog totaled $5.1 million and included of $2.9 million in DSA and $2.2 million in TSA.  Customer support backlog was $5.2 million.

 



 

Conference Call

 

The Company will conduct a conference call and webcast today at 2:30 p.m. Mountain Time.  The call-in numbers for the conference call are 1-877-303-6316 for domestic toll free and 650-521-5176 for international callers. The conference ID is 25851480. A telephone replay will be available through August 27, 2013, and can be accessed by calling 1-855-859-2056 or 1-404-537-3406. Conference ID 25851480. 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 August 27, 2013.

 

Non-GAAP Financial Measures

 

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 financial information in the form of net income, diluted net income per share and adjusted EBITDA (earnings before interest, taxes, depreciation, amortization, impairment, stock compensation and gain/loss on foreign exchange transactions). Management believes these non-GAAP financial measures are useful to investors and lenders in evaluating the overall financial health of the Company in that they allow for greater transparency of additional financial data routinely used by management to evaluate performance. Investors and financial analysts who follow the Company use non-GAAP net income and non-GAAP diluted income per share to compare the Company against other companies. Adjusted EBITDA can be useful for lenders as an indicator of earnings available to service debt. Non-GAAP financial measures should not be considered in isolation from or as an alternative to the financial information prepared in accordance with GAAP.

 

About Evolving Systems®

 

Evolving Systems, Inc. (NASDAQ: EVOL) is a provider of software solutions and services to 50 network operators in over 40 countries worldwide. The Company’s product portfolio includes market-leading activation products that address subscriber service activation, SIM card activation, mobile broadband activation as well as the activation of connected devices. Founded in 1985, the Company has headquarters in Englewood, Colorado, with offices in the United Kingdom, India and Malaysia. Further information is available on the web at www.evolving.com or follow us on Twitter: http://twitter.com/EvolvingSystems.

 

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 market for the Company’s DSA and TSA products, sales momentum, growth of the pipeline of prospective customers, belief that the Company is on track for revenue, EBITDA and bookings growth for 2013, and the Company’s continued ability to pay dividends or post quarterly or six-month results that are similar to those described in this press release 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 12, 2013, as well as other SEC filings, including Forms 10-Q, 10-Q/A, 8-K and press releases.

 

Investor Relations

Press Relations

 

 

Jay Pfeiffer

Pfeiffer High Investor Relations, Inc.

303.393.7044

jay@pfeifferhigh.com

Sarah Hurp

Marketing Manager

Evolving Systems

+44 1225 478060

sarah.hurp@evolving.com

 



 

Consolidated Statements of Operations

(In thousands except per share data)

(Unaudited)

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Revenue:

 

 

 

 

 

 

 

 

 

License fees and services

 

$

3,518

 

$

4,507

 

$

8,025

 

$

8,291

 

Customer support

 

2,267

 

2,147

 

4,429

 

4,271

 

Total revenue

 

5,785

 

6,654

 

12,454

 

12,562

 

Costs of revenue and operating expenses:

 

 

 

 

 

 

 

 

 

Costs of license fees and services, excluding depreciation and amortization

 

1,301

 

1,524

 

2,837

 

3,342

 

Costs of customer support excluding depreciation and amortization

 

401

 

387

 

709

 

747

 

Sales and marketing

 

1,245

 

1,223

 

2,546

 

2,564

 

General and administrative

 

768

 

994

 

1,663

 

1,907

 

Product development

 

684

 

778

 

1,397

 

1,507

 

Depreciation

 

37

 

79

 

74

 

152

 

Amortization

 

97

 

100

 

195

 

199

 

Total costs of revenue and operating expenses

 

4,533

 

5,085

 

9,421

 

10,418

 

Income from operations

 

1,252

 

1,569

 

3,033

 

2,144

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

3

 

29

 

6

 

50

 

Interest income, related party

 

 

100

 

 

532

 

Interest expense

 

(5

)

 

(11

)

(1

)

Gain on sale of investments

 

 

891

 

 

891

 

Foreign currency exchange gain (loss)

 

188

 

46

 

145

 

(50

)

Other income (expense), net

 

186

 

1,066

 

140

 

1,422

 

Income from operations before income taxes

 

1,438

 

2,635

 

3,173

 

3,566

 

Income tax expense

 

529

 

504

 

1,091

 

678

 

Net income

 

$

909

 

$

2,131

 

$

2,082

 

$

2,888

 

Basic income per common share

 

$

0.08

 

$

0.19

 

$

0.18

 

$

0.26

 

Diluted income per common share

 

$

0.08

 

$

0.19

 

$

0.18

 

$

0.25

 

Weighted average basic shares outstanding

 

11,423

 

11,261

 

11,416

 

11,213

 

Weighted average diluted shares outstanding

 

11,691

 

11,511

 

11,691

 

11,440

 

 



 

Consolidated Balance Sheets

(In thousands)

 

 

June 30,

 

December 31,

 

 

 

2013

 

2012

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

13,372

 

$

8,844

 

Short-term restricted cash

 

 

53

 

Contract receivables, net

 

5,601

 

4,803

 

Unbilled work-in-progress, net

 

2,094

 

4,802

 

Prepaid and other current assets

 

1,002

 

1,133

 

Total current assets

 

22,069

 

19,635

 

Property and equipment, net

 

255

 

211

 

Amortizable intangible assets, net

 

 

204

 

Goodwill

 

15,538

 

16,510

 

Long-term deferred income taxes

 

 

27

 

Other long-term assets

 

2

 

6

 

Total assets

 

$

37,864

 

$

36,593

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of capital lease obligations

 

$

4

 

$

4

 

Accounts payable and accrued liabilities

 

2,857

 

3,833

 

Income taxes payable

 

400

 

308

 

Dividends payable

 

913

 

 

Unearned revenue

 

3,350

 

1,596

 

Total current liabilities

 

7,524

 

5,741

 

Long-term liabilities:

 

 

 

 

 

Capital lease obligations, net

 

14

 

16

 

Deferred income taxes

 

160

 

 

Total liabilities

 

7,698

 

5,757

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

12

 

11

 

Additional paid-in capital

 

92,467

 

91,957

 

Treasury stock

 

(1,253

)

(1,253

)

Accumulated other comprehensive loss

 

(4,733

)

(3,297

)

Accumulated deficit

 

(56,327

)

(56,582

)

Total stockholders’ equity

 

30,166

 

30,836

 

Total liabilities and stockholders’ equity

 

$

37,864

 

$

36,593

 

 



 

Reconciliation of GAAP to Non-GAAP Financial Measures

(In thousands except per share data)

(Unaudited)

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Non-GAAP net income and income per share:

 

 

 

 

 

 

 

 

 

GAAP net income

 

$

909

 

$

2,131

 

$

2,082

 

$

2,888

 

Amortization of intangible assets

 

97

 

100

 

195

 

199

 

Stock-based compensation expense

 

79

 

69

 

154

 

139

 

Income tax adjustment for non-GAAP*

 

(49

)

(50

)

(81

)

(83

)

Non-GAAP net income

 

$

1,036

 

$

2,250

 

$

2,350

 

$

3,143

 

 

 

 

 

 

 

 

 

 

 

Diluted net income per share

 

 

 

 

 

 

 

 

 

GAAP

 

$

0.08

 

$

0.19

 

$

0.18

 

$

0.25

 

Non-GAAP

 

$

0.09

 

$

0.20

 

$

0.20

 

$

0.27

 

Shares used to compute diluted EPS

 

11,691

 

11,511

 

11,691

 

11,440

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

909

 

$

2,131

 

$

2,082

 

$

2,888

 

Depreciation

 

37

 

79

 

74

 

152

 

Amortization of intangible assets

 

97

 

100

 

195

 

199

 

Stock-based compensation expense

 

79

 

69

 

154

 

139

 

Interest expense and other (benefit), net

 

(186

)

(1,066

)

(140

)

(1,422

)

Income tax expense (benefit)

 

529

 

504

 

1,091

 

678

 

Adjusted EBITDA

 

$

1,465

 

$

1,817

 

$

3,456

 

$

2,634

 

 


*The estimated income tax for non-GAAP net income is adjusted by the amount of additional expense that the Company would accrue if it used non-GAAP results instead of GAAP results in the calculation of its tax liability, taking into account in which tax jurisdiction each of the above adjustments would be made and the tax rate in that jurisdiction.