0001104659-14-056934.txt : 20140805 0001104659-14-056934.hdr.sgml : 20140805 20140805161530 ACCESSION NUMBER: 0001104659-14-056934 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140805 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20140805 DATE AS OF CHANGE: 20140805 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: 141016336 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 a14-18453_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 5, 2014

 

Evolving Systems, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction of
incorporation)

 

001-34261
(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 5, 2014, Evolving Systems, Inc. (“Evolving Systems”) issued a press release announcing its financial results for the second quarter ended June 30, 2014.  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 5, 2014

 

 

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, 2014. 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 a14-18453_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

Evolving Systems Reports Second Quarter 2014 Financial Results

 

Record Q2 revenue of $7.9 million, up 37% from $5.8 million in Q2 last year

 

Record Q2 adjusted EBITDA of $2.8M, up 93% from $1.5M in Q2 last year

 

First half license and services bookings up 34% year over year

 

First half DSA license and services bookings up 58% year over year

 

Third quarter dividend of $0.11 per share, payable August 29, 2014, to stockholders of record on August 22, 2014

 

ENGLEWOOD, Colorado, August 5, 2014 — Evolving Systems, Inc. (Nasdaq: EVOL), a leader in activation, enablement and management of services for connected mobile devices, today reported financial results for its second quarter and six months ended June 30, 2014.

 

“Evolving Systems delivered record revenue and profitability in the second quarter, led by strong revenue growth from our Dynamic SIM Allocation™ (DSA) solution, which grew 76% year-over-year,” said Thad Dupper, Chairman and CEO.  “Also in the second quarter, we achieved new records for gross margins (75%) and operating margins (33%).  We are executing our strategy, and the results reflect the compelling value proposition and overall growing market acceptance of our DSA solution. Our outlook for 2014 remains positive and as a result we’re pleased to report the board of directors has increased our quarterly dividend by 10% to $0.11 per share.”

 

Second Quarter Results Recap

 

·                  Revenue increased 37% to $7.9 million from $5.8 million in the second quarter last year. It was a record quarter for revenue since the Company divested its Numbering business in 2011.  License and services revenue increased 47% to $5.2 million from $3.5 million last year. Customer support revenue increased 22% to $2.8 million from $2.3 million in the second quarter last year.

 

·                  Operating income increased 109% to $2.6 million from $1.3 million in the second quarter last year.

 

·                  Net income increased 84% to $1.7 million from $0.9 million in the second quarter last year.  Diluted net income per share was $0.14 versus $0.08.

 

·                  Record adjusted EBITDA of $2.8 million, up 93% from $1.5 million in the second quarter last year.

 

·                  Balance Sheet: Cash and cash equivalents at June 30, 2014, were $12.4 million, equal to the first quarter but down from $13.8 million at 2013 year-end. Working capital at June 30, 2014, was $15.4 million, up from $14.7 million at 2013 year-end.

 



 

·                  Dividend Update: The Company declared a third quarter dividend of $0.11 per share, payable on August 29, 2014, to stockholders of record on August 22, 2014.

 

Six-Month Results Recap

 

·                  Revenue increased 17% to $14.5 million in the first half of 2014 from $12.5 million in the same period last year. License and services revenue was up 19% to $9.5 million from $8.0 million last year. Customer support revenue increased 12% to $5.0 million from $4.4 million.

 

·                  Operating income increased 20% to $3.6 million (inclusive of $0.2 million in restructuring costs) from $3.0 million last year.

 

·                  Net income increased 12% to $2.3 million from $2.1 million a year ago. Diluted net income per share was $0.20 versus $0.18.

 

·                  Adjusted EBITDA increased 22% to $4.2 million versus $3.5 million a year ago.

 

Bookings and Backlog Highlights

 

·                  Second quarter bookings increased 18% to $7.2 million from $6.1 million in the same quarter last year.  License and services bookings were up 25% to $3.7 million from $3.0 million year over year.  DSA license and services bookings grew 18% to $1.9 million from $1.6 million.  TSA license and services bookings grew 33% to $1.8 million from $1.3 million in the second quarter last year.  Customer support bookings in the second quarter were up 12% year over year to $3.6 million from $3.2 million.  Bookings are defined as new, non-cancelable orders expected to be recognized as revenue during the following 12 months.

 

·                  Six-month bookings increased 24% year over year to $14.7 million from $11.8 million.  License and services bookings were $8.8 million, up 34% over $6.5 million. DSA license and services orders were up 58% to $5.4 million from $3.4 million.  TSA license and services orders increased 9% year over year to $3.4 million from $3.1 million.  Customer support bookings totaled $5.9 million, up 11% over $5.3 million last year.  Customer support bookings included $2.1 million in DSA, up 13% from $1.9 million last year, and $3.8 million in TSA, up 10% from $3.5 million a year ago.

 

·                  Total backlog at June 30, 2014, was $12.5 million, up 21% from $10.3 million in the second quarter last year. License and services backlog totaled $6.3 million and included $3.8 million in DSA and $2.5 million in TSA.  Customer support backlog was $6.2 million, up 20% over the year-ago total of $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 77902156.  A telephone replay will be available through August 19, 2014, and can be accessed by calling 1-855-859-2056 or 1-404-537-3406. Conference ID 77902156.  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 19, 2014.

 



 

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 and services to 60 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, CO, with offices in San Francisco, CA; the United Kingdom; India; and Malaysia. For more information please visit 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, TSA and SaaS products, market leadership, positive outlook, EBITDA, cash flow and bookings growth, 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 11, 2014, 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
Evolving Systems
+44 (0) 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,

 

 

 

2014

 

2013

 

2014

 

2013

 

Revenue:

 

 

 

 

 

 

 

 

 

License fees and services

 

$

5,182

 

$

3,518

 

$

9,549

 

$

8,025

 

Customer support

 

2,757

 

2,267

 

4,972

 

4,429

 

Total revenue

 

7,939

 

5,785

 

14,521

 

12,454

 

Costs of revenue and operating expenses:

 

 

 

 

 

 

 

 

 

Costs of license fees and services, excluding depreciation and amortization

 

1,513

 

1,301

 

2,991

 

2,837

 

Costs of customer support excluding depreciation and amortization

 

488

 

401

 

908

 

709

 

Sales and marketing

 

1,321

 

1,245

 

2,981

 

2,546

 

General and administrative

 

943

 

768

 

1,777

 

1,663

 

Product development

 

955

 

684

 

1,838

 

1,397

 

Depreciation

 

52

 

37

 

98

 

74

 

Amortization

 

24

 

97

 

47

 

195

 

Restructuring

 

26

 

 

237

 

 

Total costs of revenue and operating expenses

 

5,322

 

4,533

 

10,877

 

9,421

 

Income from operations

 

2,617

 

1,252

 

3,644

 

3,033

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

4

 

3

 

7

 

6

 

Interest expense

 

(4

)

(5

)

(9

)

(11

)

Other loss

 

(27

)

 

(27

)

 

Foreign currency exchange gain (loss)

 

(76

)

188

 

(172

)

145

 

Other income (expense), net

 

(103

)

186

 

(201

)

140

 

Income from operations before income taxes

 

2,514

 

1,438

 

3,443

 

3,173

 

Income tax expense

 

838

 

529

 

1,116

 

1,091

 

Net income

 

$

1,676

 

$

909

 

$

2,327

 

$

2,082

 

Basic income per common share

 

$

0.14

 

$

0.08

 

$

0.20

 

$

0.18

 

Diluted income per common share

 

$

0.14

 

$

0.08

 

$

0.20

 

$

0.18

 

Weighted average basic shares outstanding

 

11,635

 

11,423

 

11,628

 

11,416

 

Weighted average diluted shares outstanding

 

11,907

 

11,691

 

11,912

 

11,691

 

 



 

Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

 

 

June 30,

 

December 31,

 

 

 

2014

 

2013

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

12,376

 

$

13,785

 

Short-term restricted cash

 

24

 

 

Contract receivables, net

 

6,190

 

6,420

 

Unbilled work-in-progress, net

 

4,461

 

2,423

 

Deferred income taxes

 

98

 

131

 

Prepaid and other current assets

 

1,290

 

1,173

 

Total current assets

 

24,439

 

23,932

 

Property and equipment, net

 

462

 

342

 

Amortizable intangible assets, net

 

655

 

702

 

Goodwill

 

18,504

 

17,936

 

Long-term restricted cash

 

 

24

 

Long-term deferred income taxes

 

262

 

248

 

Total assets

 

$

44,322

 

$

43,184

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of capital lease obligations

 

$

5

 

$

8

 

Accounts payable and accrued liabilities

 

3,954

 

4,479

 

Income taxes payable

 

807

 

459

 

Unearned revenue

 

4,295

 

4,287

 

Total current liabilities

 

9,061

 

9,233

 

Long-term liabilities:

 

 

 

 

 

Capital lease obligations, net

 

9

 

11

 

Contingent earn-out obligation

 

178

 

178

 

Long-term unearned revenue

 

721

 

1,027

 

Total liabilities

 

9,969

 

10,449

 

Stockholders’ equity:

 

 

 

 

 

Common stock

 

12

 

12

 

Additional paid-in capital

 

94,619

 

93,895

 

Treasury stock

 

(1,253

)

(1,253

)

Accumulated other comprehensive loss

 

(2,122

)

(3,016

)

Accumulated deficit

 

(56,903

)

(56,903

)

Total stockholders’ equity

 

34,353

 

32,735

 

Total liabilities and stockholders’ equity

 

$

44,322

 

$

43,184

 

 



 

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,

 

 

 

2014

 

2013

 

2014

 

2013

 

Non-GAAP net income and income per share:

 

 

 

 

 

 

 

 

 

GAAP net income

 

$

1,676

 

$

909

 

$

2,327

 

$

2,082

 

Amortization of intangible assets

 

24

 

97

 

47

 

195

 

Stock-based compensation expense

 

113

 

79

 

201

 

154

 

Restructuring

 

26

 

 

237

 

 

Income tax adjustment for non-GAAP*

 

(52

)

(49

)

(168

)

(98

)

Non-GAAP net income

 

$

1,787

 

$

1,036

 

$

2,644

 

$

2,333

 

 

 

 

 

 

 

 

 

 

 

Diluted net income per share

 

 

 

 

 

 

 

 

 

GAAP

 

$

0.14

 

$

0.08

 

$

0.20

 

$

0.18

 

Non-GAAP

 

$

0.15

 

$

0.09

 

$

0.22

 

$

0.20

 

Shares used to compute diluted EPS

 

11,907

 

11,691

 

11,912

 

11,691

 

 

 

 

Three months ended

 

Six months ended

 

 

 

June 30,

 

June 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,676

 

$

909

 

$

2,327

 

$

2,082

 

Depreciation

 

52

 

37

 

98

 

74

 

Amortization of intangible assets

 

24

 

97

 

47

 

195

 

Stock-based compensation expense

 

113

 

79

 

201

 

154

 

Restructuring

 

26

 

 

237

 

 

Interest expense and other (benefit), net

 

103

 

(186

)

201

 

(140

)

Income tax expense

 

838

 

529

 

1,116

 

1,091

 

Adjusted EBITDA

 

$

2,832

 

$

1,465

 

$

4,227

 

$

3,456

 

 


*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.