Document

0001122388-16-000098.txt : 20160728 0001122388-16-000098.hdr.sgml : 20160728 20160728161631 ACCESSION NUMBER: 0001122388-16-000098 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20160728 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160728 DATE AS OF CHANGE: 20160728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELLIE MAE INC CENTRAL INDEX KEY: 0001122388 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35140 FILM NUMBER: 161790331 BUSINESS ADDRESS: STREET 1: 4420 ROSEWOOD DRIVE, SUITE 500 CITY: PLEASANTON STATE: CA ZIP: 94588 BUSINESS PHONE: 925-227-2082 MAIL ADDRESS: STREET 1: 4420 ROSEWOOD DRIVE, SUITE 500 CITY: PLEASANTON STATE: CA ZIP: 94588 8-K 1 elli-8kx2016x0630.htm 8-K Document

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): July 28, 2016

ELLIE MAE, INC.

(Exact name of registrant as specified in its charter)




Delaware	001-35140	94-3288780
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

4420 Rosewood Drive, Suite 500

Pleasanton, California 94588

(Address of principal executive offices, including Zip Code)

(925) 227-7000

Registrant's telephone number, including area code:

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 July 28, 2016, Ellie Mae, Inc. (“Ellie Mae”) issued a press release announcing selected operating results for its second quarter ended June 30, 2016. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K furnished pursuant to Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if such subsequent filing specifically references the information furnished pursuant to Item 2.02 of this Report.

Item 9.01 Financial Statements and Exhibits.


(d)	Exhibits.

The following exhibit is furnished herewith:




Exhibit No.			Description

99.1			Press Release dated July 28, 2016, titled "Ellie Mae Reports Second Quarter 2016 Results"

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 hereunto duly authorized.




Date: July 28, 2016		Ellie Mae, Inc.

		By: /s/ Edgar A. Luce
		Edgar A. Luce
		Executive Vice President, Finance and Administration and Chief Financial Officer

EXHIBIT INDEX




Exhibit No.			Description

99.1			Press Release dated July 28, 2016, titled "Ellie Mae Reports Second Quarter 2016 Results"

EX-99.1 2 elli-8kx2016x0630xex991.htm EXHIBIT 99.1 Exhibit

Exhibit 99.1

FOR IMMEDIATE RELEASE

ELLIE MAE REPORTS SECOND QUARTER 2016 RESULTS

Record Revenue Up 37% to $90.1 Million

Raises 2016 Guidance

PLEASANTON, Calif. - July 28, 2016 - Ellie Mae^®(NYSE:ELLI), a leading provider of innovative on-demand software solutions and services for the residential mortgage industry, today reported results for the second quarter ended June 30, 2016.

Second Quarter 2016 Highlights


•	Record revenue of $90.1 million, up 37% from $65.9 million in Q2 2015


•	Net income of $10.6 million, up 39% from $7.6 million in Q2 2015


•	Adjusted EBITDA of $30.9 million, up 37% from $22.6 million in Q2 2015


•	13,000 Encompass seats booked


•	Revenue per average active Encompass® user of $601, up 14% from $526 in Q2 2015

“Second quarter results exceeded expectations across revenue, bookings and profitability,” said Jonathan Corr, president and CEO of Ellie Mae. “Our results are reflective of the mortgage industry’s transformation toward technology-driven solutions and our expanded market leadership. Our business also benefits from an improving housing and origination market. With the strong first half complete, we are raising our 2016 full year guidance.”

Financial Results

Total revenue for the second quarter of 2016 was $90.1 million, compared to $65.9 million for the second quarter of 2015. Net income for the second quarter of 2016 was $10.6 million, or $0.34 per diluted share, compared to net income of $7.6 million, or $0.25 per diluted share, for the second quarter of 2015.

On a non-GAAP basis, adjusted net income for the second quarter of 2016 was $20.1 million, or $0.64 per diluted share, compared to $14.9 million, or $0.48 per diluted share, for the second quarter of 2015. Adjusted EBITDA for the second quarter of 2016 was $30.9 million, compared to $22.6 million for the second quarter of 2015.

Additional information about the non-GAAP financial measures presented in this release, including a reconciliation of the non-GAAP financial measures to their related GAAP financial measures, is set forth below under the section entitled “Use of Non-GAAP Financial Measures.”

Key Operating Metrics:


•	The total number of active Encompass users increased 21% year-over-year to 153,334;


•	Contracted revenue increased 39% year-over-year to $49.6 million; and


•	Revenue per average active Encompass user in the second quarter increased 14% year-over-year to $601.

Third Quarter and Full Year 2016 Financial Outlook

For the third quarter of 2016, our revenue is expected to be in the range of $90.0 million to $92.0 million. Net income is expected to be in the range of $8.7 million to $9.2 million, or $0.27 to $0.29 per diluted share. Adjusted net income is expected to be in the range of $17.7 million to $18.9 million, or $0.56 to $0.59 per diluted share. Adjusted EBITDA is expected to be in the range of $28.0 million to $30.0 million.

For the full year 2016, revenue is expected to be in the range of $338.0 million to $341.0 million, up from the previously provided range of $325.0 million to $329.0 million. Net income is expected to be in the range of $27.5 million to $28.5 million, or $0.86 to $0.89 per diluted share, up from the previously provided range of $23.5 million to $25.5 million, or $0.74 to $0.80 per diluted share. Adjusted net income is expected to be in the range of $63.5 million to $66.0 million, or $2.00 to $2.06 per diluted share, up from the previously provided range of $58.4 million to $61.4 million, or $1.84 to $1.92 per diluted share. Adjusted EBITDA is expected to be in the range of $99.0 million to $103.0 million, up from the previously provided range of $93.0 million to $97.5 million.

Quarterly Conference Call

Ellie Mae (the “Company”) will discuss its second quarter 2016 results today, July 28, 2016, via teleconference at 4:30 p.m. Eastern Time. To access the call, please dial 800-967-7143 or 719-325-2336 at least five minutes prior to the 4:30 p.m. Eastern Time start time. A live webcast of the call will be available on the Investor Relations section of the Company’s website at http://ir.elliemae.com. An audio replay of the call will be available through August 11, 2016 by dialing 888-203-1112 or 719-457-0820 and entering access code 9493361.

Use of Non-GAAP Financial Measures

Ellie Mae provides investors with the non-GAAP financial measures of adjusted net income, adjusted EBITDA, and free cash flow in addition to the traditional GAAP operating performance measure of net income as part of its overall assessment of its performance. Adjusted net income consists of net income plus stock-based compensation expense and amortization of intangible assets. EBITDA consists of net income plus depreciation, amortization of intangible assets, and income tax provision, less other income, net. Adjusted EBITDA consists of EBITDA plus stock-based compensation expense. Free cash flow consists of net cash provided by operating activities less acquisition of property and equipment and internal-use software, net. Ellie Mae uses adjusted net income and adjusted EBITDA as measures of operating performance because they enable period to period comparisons by excluding potential differences caused by variations in the age and depreciable lives of fixed assets, the amortization of intangibles related to acquisitions, loss on impairment of intangible assets, and changes in interest expense and interest income that are influenced by capital market conditions. The Company also believes it is useful to exclude stock-

based compensation expense from adjusted net income and adjusted EBITDA because the amount of non-cash expense associated with stock-based awards made at certain prices and points in time (a) do not necessarily reflect how the company’s business is performing at any particular time and (b) can vary significantly between periods due to the timing of new stock-based awards. These non-GAAP measures are not measurements of the Company’s financial performance under GAAP and have limitations as analytical tools. Accordingly, these non-GAAP financial measures should not be considered a substitute for, or superior to, net income or operating income or other financial measures calculated in accordance with GAAP. The Company cautions that other companies in Ellie Mae’s industry may calculate adjusted net income, EBITDA, adjusted EBITDA, and free cash flow differently than the Company does, further limiting their usefulness as a comparative measure. A reconciliation of net income to adjusted net income, EBITDA, adjusted EBITDA, and operating cash flow to free cash flow are included in the tables below.

Note Regarding Adjusted Net Income

Recent Compliance and Disclosure Interpretations published by the U.S. Securities and Exchange Commission in May of 2016 (the “May C&DI”) related to the use of non-GAAP financial measures would require the Company to include an additional adjustment to adjusted net income to reflect the income tax effects of the adjustments to GAAP net income (the “tax adjustment”), as discussed above. In reporting adjusted net income results for the second quarter of 2016, as well as the Company’s adjusted net income guidance for the third quarter and full year of 2016, the Company has elected to calculate adjusted net income consistent with its historical practice, excluding the tax adjustment discussed in the May C&DI. The Company believes that maintaining consistency with its historical practice as well as the Company’s original 2016 financial outlook better allows the Company’s investors to evaluate financial performance. The Company is evaluating the best way to transition and comply with the May C&DI while providing consistency to investors.

Disclosure Information

Ellie Mae uses the investor relations section on its website as means of complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor Ellie Mae’s investor relations website in addition to following Ellie Mae’s press releases, SEC filings, and public conference calls and webcasts.

About Ellie Mae

Ellie Mae (NYSE:ELLI) is a leading provider of innovative on-demand software solutions and services for the residential mortgage industry. Mortgage lenders of all sizes use Ellie Mae’s Encompass® all-in-one mortgage management solution, Mavent Compliance Service, and AllRegs research, reference and education resources to improve compliance, loan quality and efficiency across the entire mortgage lifecycle. Visit EllieMae.com or call (877) 355-4362 to learn more.

Forward-Looking Statements

This press release contains forward-looking statements under the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These forward-looking statements include projected revenue, net income, adjusted EBITDA, and adjusted net income for the third quarter and fiscal year 2016. These statements involve known and unknown risks, uncertainties, and other factors which may cause Ellie Mae’s results to be materially different than those expressed or implied in such statements. Such differences may be based on factors such as changes in the volume of residential mortgages in the United States; changes in other macroeconomic factors affecting the residential real estate industry; changes in strategic planning decisions by management; our ability to manage growth and expenses as we continue to scale our business; reallocation of internal resources; costs incurred and delays in developing new products; changes in anticipated rates of SaaS seat additions, and new customer acquisitions; the possibility that economic benefits of future opportunities may never materialize, including unexpected variations in market growth and demand for the acquired products and technologies; delays and disruptions, including changing relationships with partners, customers, employees or suppliers; the satisfactory performance, reliability and availability of our products and services; the amount of costs incurred in connection with supporting and integrating new customers and partners; ongoing personnel and logistical challenges of managing a larger organization; changes in other macroeconomic factors affecting the residential real estate industry and other risk factors included in documents that Ellie Mae has filed with the Securities and Exchange Commission (“SEC”), including but not limited to its Annual Report on Form 10-K for the year ended December 31, 2015 as updated from time to time by our quarterly reports on Form 10-Q and our other filings with the SEC. Other unknown or unpredictable factors also could have material adverse effects on Ellie Mae’s future results. The forward-looking statements included in this press release are made only as of the date hereof. Ellie Mae cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, Ellie Mae expressly disclaims any intent or obligation to update any forward-looking statements to reflect subsequent events or circumstances, unless otherwise required by law.

IR CONTACTS:

Alex Hughes

VP of Investor Relations

Ellie Mae, Inc.

(925) 227-7079

IR@elliemae.com

Lisa Laukkanen

The Blueshirt Group for Ellie Mae, Inc.

(415) 217-4967

lisa@blueshirtgroup.com

PRESS CONTACT:

Erica Harvill

Ellie Mae, Inc.

(925) 227-5913

Erica.Harvill@elliemae.com

# # #

© 2016 Ellie Mae, Inc. Ellie Mae®, Encompass®, AllRegs®, DataTrac®, Ellie Mae Network™, Mavent®, Mortgage Returns®, Prospect Manager®, Total Quality Loan®, True CRM®, TQL® and the Ellie Mae logo are trademarks of Ellie Mae, Inc. or its subsidiaries. All rights reserved. Other company and product names may be trademarks or copyrights of their respective owners.



Ellie Mae, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except share and per share amounts)

	June 30, 2016		December 31, 2015
Assets
Current assets:
Cash and cash equivalents	$	44,609	$	34,396
Short-term investments	46,859		48,975
Accounts receivable, net of allowance for doubtful accounts of $218 and $124 as of June 30, 2016 and December 31, 2015, respectively	44,306		28,568
Prepaid expenses and other current assets	11,262		9,874
Total current assets	147,036		121,813
Property and equipment, net	105,787		81,360
Long-term investments	41,592		55,473
Intangible assets, net	19,861		22,810
Deposits and other assets	8,248		8,888
Goodwill	74,547		74,547
Total assets	$	397,071	$	364,891
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	9,526	$	9,911
Accrued and other current liabilities	27,385		37,307
Deferred revenue	18,824		15,864
Total current liabilities	55,735		63,082
Leases payable, net of current portion	151		685
Other long-term liabilities	14,926		10,273
Total liabilities	70,812		74,040

Stockholders’ equity:
Common stock, $0.0001 par value per share; 140,000,000 authorized shares, 30,198,074 and 29,566,511 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively	3		3
Additional paid-in capital	307,227		285,342
Accumulated other comprehensive income (loss)	172		(257		)
Retained earnings	18,857		5,763
Total stockholders’ equity	326,259		290,851
Total liabilities and stockholders’ equity	$	397,071	$	364,891



Ellie Mae, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
(in thousands, except share and per share amounts)

	Three Months ended June 30,					Six Months ended June 30,
	2016		2015			2016		2015
Revenues	$	90,098	$	65,942		$	163,723	$	120,131
Cost of revenues⁽¹⁾	28,453		20,862			55,084		38,212
Gross profit	61,645		45,080			108,639		81,919
Operating expenses:
Sales and marketing⁽¹⁾	12,506		8,804			27,792		18,564
Research and development⁽¹⁾	14,662		9,282			27,115		17,579
General and administrative⁽¹⁾	17,793		14,149			33,525		26,451
Total operating expenses	44,961		32,235			88,432		62,594
Income from operations	16,684		12,845			20,207		19,325
Other income, net	162		153			361		285
Income before income taxes	16,846		12,998			20,568		19,610
Income tax provision	6,258		5,368			7,474		8,396
Net income	$	10,588	$	7,630		$	13,094	$	11,214
Net income per share of common stock:
Basic	$	0.36	$	0.26		$	0.44	$	0.39
Diluted	$	0.34	$	0.25		$	0.42	$	0.37
Weighted average common shares used in computing net income per share of common stock:
Basic	29,578,630		29,092,149			29,643,779		28,931,042
Diluted	31,188,599		30,807,417			31,279,512		30,643,071

Net income	$	10,588	$	7,630		$	13,094	$	11,214
Other comprehensive income, net of taxes:
Unrealized gain (loss) on investments	101		(41		)	429		130
Comprehensive income	$	10,689	$	7,589		$	13,523	$	11,344

⁽¹⁾Includes stock-based compensation expense of the following for the periods presented:

Cost of revenues	$	1,132	$	813		$	2,102	$	1,428
Sales and marketing	1,059		673			1,937		1,190
Research and development	1,944		1,376			3,448		2,523
General and administrative	3,883		3,215			7,221		5,943
	$	8,018	$	6,077		$	14,708	$	11,084



Ellie Mae, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)

	Six Months ended June 30,
	2016			2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	13,094		$	11,214
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	8,679			4,310
Provision for uncollectible accounts receivable	111			(6		)
Amortization of intangible assets	2,949			2,511
Stock-based compensation expense	14,708			11,084
Excess tax benefit from stock-based compensation	(1,234		)	(3,852		)
Deferred income taxes	6,153			6,433
Loss on disposal of property and equipment	5			90
Amortization of investment premium	490			530
Changes in operating assets and liabilities:
Accounts receivable	(15,849		)	(8,759		)
Prepaid expenses and other current assets	(1,388		)	4,592
Deposits and other assets	(1,580		)	(762		)
Accounts payable	(432		)	(984		)
Accrued, other current and other liabilities	(6,629		)	7,821
Deferred revenue	2,895			4,628
Net cash provided by operating activities	21,972			38,850
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment	(15,566		)	(17,196		)
Acquisition of internal-use software	(16,373		)	(13,260		)
Proceeds from sale of property and equipment	—			37
Purchases of investments	(35,615		)	(28,306		)
Maturities of investments	31,551			28,703
Sale of investments	20,000			—
Net cash used in investing activities	(16,003		)	(30,022		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment of capital lease obligations	(2,080		)	(1,730		)
Proceeds from issuance of common stock under employee stock plans	9,127			8,579
Payments for repurchase of common stock	—			(8,830		)
Tax payments related to shares withheld for vested restricted stock units	(4,037		)	(2,537		)
Excess tax benefit from stock-based compensation	1,234			3,852
Net cash provided by (used in) financing activities	4,244			(666		)
NET INCREASE IN CASH AND CASH EQUIVALENTS	10,213			8,162
CASH AND CASH EQUIVALENTS, Beginning of period	34,396			26,756
CASH AND CASH EQUIVALENTS, End of period	$	44,609		$	34,918



Ellie Mae, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - (continued)
(UNAUDITED)
(in thousands)

	Six Months ended June 30,
	2016		2015
Supplemental disclosure of cash flow information:
Cash paid for interest	$	145	$	69
Cash paid for income taxes	$	129	$	511
Supplemental disclosure of non-cash investing and financing activities:
Fixed asset purchases accrued but not paid	$	3,709	$	1,687
Stock-based compensation capitalized to property and equipment	$	1,125	$	464
Acquisition of property and equipment under capital leases	$	—	$	7,020



Ellie Mae, Inc.
NON-GAAP RECONCILIATION
(UNAUDITED)
(in thousands, except share and per share amounts)

	Three Months ended June 30,						Six Months ended June 30,
	2016			2015			2016			2015
Net income	$	10,588		$	7,630		$	13,094		$	11,214
Depreciation	4,725			2,543			8,679			4,310
Amortization of intangible assets	1,492			1,179			2,949			2,511
Other income, net	(162		)	(153		)	(361		)	(285		)
Income tax provision	6,258			5,368			7,474			8,396
EBITDA	22,901			16,567			31,835			26,146

Stock-based compensation expense	8,018			6,077			14,708			11,084
Adjusted EBITDA	$	30,919		$	22,644		$	46,543		$	37,230

Net income	$	10,588		$	7,630		$	13,094		$	11,214
Stock-based compensation expense	8,018			6,077			14,708			11,084
Amortization of intangible assets	1,492			1,179			2,949			2,511
Adjusted net income	$	20,098		$	14,886		$	30,751		$	24,809

Shares used to compute adjusted net income per share
Basic	29,578,630			29,092,149			29,643,779			28,931,042
Diluted	31,188,599			30,807,417			31,279,512			30,643,071

Adjusted net income per share
Basic	$	0.68		$	0.51		$	1.04		$	0.86
Diluted	$	0.64		$	0.48		$	0.98		$	0.81

Net cash provided by operating activities	$	32,032		$	27,904		$	21,972		$	38,850
Acquisition of property and equipment and internal-use software, net	(11,529		)	(14,441		)	(31,939		)	(30,456		)
Free cash flow	$	20,503		$	13,463		$	(9,967	)	$	8,394



Ellie Mae, Inc.
NON-GAAP RECONCILIATION
(UNAUDITED)
(in thousands, except share and per share amounts)

	Third Quarter 2016 Projected Range				Fiscal 2016 Projected Range
Net income	$	8,700	$	9,200	$	27,500	$	28,500

Depreciation	5,800		6,200		20,700		21,500
Amortization of intangible assets	1,500		1,500		5,900		5,900
Income tax provision/other	4,500		4,900		14,800		15,500
EBITDA	20,500		21,800		68,900		71,400

Stock-based compensation expense	7,500		8,200		30,100		31,600
Adjusted EBITDA	$	28,000	$	30,000	$	99,000	$	103,000

Net income	$	8,700	$	9,200	$	27,500	$	28,500
Stock-based compensation expense	7,500		8,200		30,100		31,600
Amortization of intangible assets	1,500		1,500		5,900		5,900
Adjusted net income	$	17,700	$	18,900	$	63,500	$	66,000

Shares used to compute non-GAAP net income per share
Basic	30,100,000		30,300,000		30,300,000		30,500,000
Diluted	31,800,000		32,000,000		31,800,000		32,000,000

Projected net income per share
Basic	$	0.29	$	0.30	$	0.91	$	0.93
Diluted	$	0.27	$	0.29	$	0.86	$	0.89

Adjusted net income per share
Basic	$	0.59	$	0.62	$	2.10	$	2.16
Diluted	$	0.56	$	0.59	$	2.00	$	2.06

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