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: January 24, 2013
(Date of earliest event reported)
MICROS SYSTEMS, INC |
(Exact name of Registrant as specified in its charter) |
MARYLAND | 000-09993 | 52-1101488 |
(State of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
7031 Columbia Gateway Drive, Columbia, Maryland 21046-2289 |
(Address of principal executive offices) (Zip code) |
Registrant’s telephone number, including area code: 443-285-6000
Section 2 – Financial Information
Item 2.02. Results of Operations and Financial Condition
The registrant’s press release dated January 24, 2013, regarding its financial results for the three month period ended December 31, 2012,and the implementation of a two-million share buyback plan, is attached as Exhibit 99 to this Form 8-K.
Note: The information in Item 2.02 of this Form 8-K, and Exhibit 99, attached, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 – Financial Statements and Exhibits
The following exhibit is being furnished as part of this report:
Exhibit Description
99 – Press release dated January 24, 2013, issued by MICROS Systems, Inc.
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: January 24, 2013
MICROS Systems, Inc. | |||
(Registrant) | |||
By: | /s/ Cynthia A. Russo | ||
Cynthia A. Russo | |||
Executive Vice-President, Chief Financial Officer |
Exhibit 99
News Release
|
|
Release Date: January 24, 2013 | Contact: Peter J. Rogers, Jr. |
Executive Vice President, Investor Relations | |
443-285-8059 |
MICROS REPORTS FISCAL 2013 SECOND QUARTER RESULTS
RECORD SECOND QUARTER REVENUE, NET INCOME AND EPS
NEW STOCK BUYBACK PLAN APPROVED
Columbia, MD - January 24, 2013— MICROS Systems, Inc. (Nasdaq:MCRS), a leading supplier of information systems to the hospitality and retail industries, today announced the results for its fiscal 2013 second quarter ended December 31, 2012.
FINANCIAL HIGHLIGHTS
· | Revenue for the quarter was $324.5 million, an increase of $54.1 million, or 20.0%, versus the same period last year. |
· | Revenue for the six-month period was $624.4 million, an increase of $97.4 million, or 18.5% over the same period last year. |
· | GAAP net income for the quarter was $44.1 million, an increase of $5.8 million, or 15.2%, over the same period last year. |
· | GAAP net income for the six-month period was $85.2 million, an increase of $9.6 million, or 12.8%, over the same period last year. |
· | GAAP diluted earnings per share (EPS) for the quarter was $0.54 per share, an increase of $0.07, or 14.9%, over the same period last year. |
· | GAAP diluted EPS for the six-month period was $1.04, an increase of $0.12, or 13.0%, over the same period last year. |
· | Non-GAAP financial results, excluding the effect of charges for stock options, amortization of Torex intangibles, restructuring of Torex, and a one-time gain on the sale of auction rate securities, are as follows: |
- | Non-GAAP net income for the quarter was $47.0 million, an increase of $4.9 million, or 11.6%, over the year ago period. |
- | Non-GAAP net income for the six-month period was $93.4 million, an increase of $12.0 million, or 14.7%, over the year ago period. |
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- | Non-GAAP diluted EPS for the quarter was $0.58, an increase of $0.07, or 13.7%, over the year ago period. |
- | Non-GAAP diluted EPS for the six-month period was $1.14, an increase of $0.15, or 15.2%, over the year ago period. |
MICROS’s revenue, net income and EPS results were Company records for a second fiscal quarter.
Peter A. Altabef, MICROS’s President and CEO, stated, “We are pleased with the results of the second fiscal quarter as our business progresses across all regions of the world.“
MICROS’s financial guidance for fiscal 2013 remains the same as previously provided in August 2012 with revenue between $1.3 billion and $1.325 billion and Non-GAAP EPS between $2.40 and $2.44.
NEW STOCK BUYBACK APPROVED
On January 22, 2013, our Board of Directors approved the purchase of an additional two million shares of our common stock. The new plan will take the effect once the current two million share buyback plan of August 2010 is completed. Under the new plan, shares will be purchased from time to time in the open market as business conditions warrant.
MICROS’s stock is traded through NASDAQ under the symbol MCRS. Some of the statements contained herein not based on historic facts are forward-looking statements that involve risks and uncertainties MICROS is subject to, among others, the following uncertainties and risks: product demand and market acceptance; impact of competitive products and pricing on margins; product development delays and technological difficulties; controlling expenses as MICROS continues to expand; the ability to obtain on acceptable terms the right to incorporate in MICROS’s products and services technology patented by others; the risk that there are actual or perceived security vulnerabilities in MICROS’s products; adverse results in legal disputes resulting in liabilities that exceed reserves; unanticipated tax liabilities; the effects of terrorist activity and armed conflict; the effects of major environmental disasters; weakening in general economic conditions that adversely affect demand for computer hardware or software; and currency fluctuations.
All information in this release is as of January 24, 2013. MICROS undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in MICROS’s expectations.
For further information regarding risks and uncertainties associated with MICROS’s business, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business and Investment Risks” sections of MICROS’s SEC filings, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q, copies of which may be obtained by contacting MICROS’s investor relations department at 443-285-8059 or at MICROS’s website at http://www.micros.com.
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News | ||||
Contact: | Peter J. Rogers, Jr | |||
EVP, Investor Relations | ||||
443-285-8059 |
MICROS SYSTEMS, INC. |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
(Unaudited - in thousands, except per share amounts) |
Three Months Ended | Six Months Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Revenue: | ||||||||||||||||
Hardware | $ | 67,245 | $ | 57,427 | $ | 131,004 | $ | 105,837 | ||||||||
Software | 38,747 | 34,552 | 69,525 | 67,824 | ||||||||||||
Service | 218,528 | 178,424 | 423,842 | 353,300 | ||||||||||||
Total revenue | 324,520 | 270,403 | 624,371 | 526,961 | ||||||||||||
Cost of sales: | ||||||||||||||||
Hardware | 43,295 | 36,637 | 86,352 | 66,800 | ||||||||||||
Software | 5,257 | 4,294 | 10,621 | 9,153 | ||||||||||||
Service | 103,767 | 77,103 | 201,864 | 154,186 | ||||||||||||
Stock option expense | 82 | 48 | 155 | 85 | ||||||||||||
Total cost of sales | 152,401 | 118,082 | 298,992 | 230,224 | ||||||||||||
Gross margin | 172,119 | 152,321 | 325,379 | 296,737 | ||||||||||||
Selling, general and administrative expenses | 79,952 | 76,549 | 152,600 | 149,301 | ||||||||||||
Research and development expenses | 17,526 | 12,174 | 33,891 | 23,200 | ||||||||||||
Depreciation and amortization | 4,207 | 3,624 | 8,324 | 7,860 | ||||||||||||
Stock option expense | 7,233 | 5,729 | 11,371 | 8,696 | ||||||||||||
Amortization expense - Torex acquisition | 1,314 | 0 | 2,722 | 0 | ||||||||||||
Restructuring charge | 296 | 0 | 1,693 | 0 | ||||||||||||
Total operating expenses | 110,528 | 98,076 | 210,601 | 189,057 | ||||||||||||
Income from operations | 61,591 | 54,245 | 114,778 | 107,680 | ||||||||||||
Non-operating income (expense): | ||||||||||||||||
Interest income, net | 1,129 | 1,765 | 2,305 | 3,579 | ||||||||||||
Realized gain on sale of auction rate securities | 3,494 | 0 | 3,494 | 0 | ||||||||||||
Other non-operating expense, net | (635 | ) | (350 | ) | (964 | ) | 198 | |||||||||
Total non-operating income, net | 3,988 | 1,415 | 4,835 | 3,777 | ||||||||||||
Income before taxes | 65,579 | 55,660 | 119,613 | 111,457 | ||||||||||||
Income tax provision | 21,289 | 17,477 | 34,257 | 35,891 | ||||||||||||
Net income | 44,290 | 38,183 | 85,356 | 75,566 | ||||||||||||
Less: Net (income) loss attributable to noncontrolling interest | (204 | ) | 102 | (206 | ) | (49 | ) | |||||||||
Net Income attributable to MICROS Systems, Inc. (GAAP) | $ | 44,086 | $ | 38,285 | $ | 85,150 | $ | 75,517 | ||||||||
Net Income per diluted common share attributable to MICROS Systems, Inc. | $ | 0.54 | $ | 0.47 | $ | 1.04 | $ | 0.92 | ||||||||
Weighted-average number of shares outstanding - diluted | 81,289 | 81,971 | 81,643 | 82,190 |
Reconciliation of GAAP Net Income and EPS attributable to MICROS Systems, Inc. to Non-GAAP Net Income and EPS attributable to MICROS Systems, Inc. |
Net Income attributable to MICROS Systems, Inc. | $ | 44,086 | $ | 38,285 | $ | 85,150 | $ | 75,517 | ||||||||
Add back: | ||||||||||||||||
Stock option expense | ||||||||||||||||
Selling, general and administrative expenses | 6,905 | 5,424 | 10,605 | 8,082 | ||||||||||||
Research and development expenses | 328 | 305 | 766 | 614 | ||||||||||||
Cost of sales | 82 | 48 | 155 | 85 | ||||||||||||
7,315 | 5,777 | 11,526 | 8,781 | |||||||||||||
Realized gain on sale of auction rate securities | (3,494 | ) | 0 | (3,494 | ) | 0 | ||||||||||
Torex amortization expense | 1,314 | 0 | 2,722 | 0 | ||||||||||||
Restructuring charge | 296 | 0 | 1,693 | 0 | ||||||||||||
Total add back | 5,431 | 5,777 | 12,447 | 8,781 | ||||||||||||
Subtract tax effect on: | ||||||||||||||||
Stock option expense | 2,391 | 1,959 | 3,655 | 2,902 | ||||||||||||
Torex amortization expense | 59 | 0 | 118 | 0 | ||||||||||||
Restructuring charge | 83 | 0 | 432 | 0 | ||||||||||||
Non-GAAP Net Income attributable to MICROS Systems, Inc. | $ | 46,984 | $ | 42,103 | $ | 93,392 | $ | 81,396 | ||||||||
Non-GAAP Net Income per Diluted Common Share attributable to MICROS Systems, Inc. | $ | 0.58 | $ | 0.51 | $ | 1.14 | $ | 0.99 | ||||||||
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We believe the inclusion of the above non-GAAP measure will be useful to investors because it will enhance the comparability of our current period results to prior periods' results without comparable charges. We also believe inclusion of this measure will enhance comparability of our results to results of our competitors and to the analysts’ forecasts because the analysts typically forecast excluding the effect of share-based payment charge and above one time charges, the non-GAAP measure. In addition, our management uses this measure to evaluate our operating performance and compare our results to our competitors. Management also uses this measure as a metric to measure performance under our executive compensation program.
The Company notes that non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles. Instead, they are based on subjective determinations by management designed to supplement our GAAP financial measures. They are subject to a number of important limitations and should be considered only in conjunction with our consolidated financial statements prepared in accordance with GAAP. Among the limitations on the use of the non-GAAP measure are the following:
- | The exclusion of non-GAAP items can have a significant impact on reported GAAP net income and diluted net income per share. |
- | Other companies may calculate non-GAAP net income and non-GAAP net income per share differently than MICROS does, limiting the usefulness of those measures for comparative purposes. |
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News | ||||
Contact: | Peter J. Rogers, Jr | |||
EVP, Investor Relations | ||||
443-285-8059 |
MICROS SYSTEMS, INC. |
CONDENSED CONSOLIDATED BALANCE SHEETS |
(Unaudited - in thousands) |
December 31, 2012 | June 30, 2012 | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents and short-term investments | $ | 631,833 | $ | 582,038 | ||||
Accounts receivable, net | 215,549 | 235,433 | ||||||
Inventory | 52,728 | 44,278 | ||||||
Deferred income taxes | 13,313 | 17,004 | ||||||
Prepaid expenses and other current assets | 54,995 | 37,343 | ||||||
Total current assets | 968,418 | 916,096 | ||||||
Long-term investments | 5,579 | 34,456 | ||||||
Property, plant and equipment, net | 39,350 | 35,435 | ||||||
Deferred income taxes, non-current | 54,602 | 50,326 | ||||||
Goodwill | 453,956 | 444,117 | ||||||
Intangible assets, net | 41,441 | 45,024 | ||||||
Purchased and internally developed software costs, net | 34,986 | 33,980 | ||||||
Other assets | 6,837 | 6,586 | ||||||
Total Assets | $ | 1,605,169 | $ | 1,566,020 | ||||
LIABILITIES AND EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 63,128 | $ | 69,978 | ||||
Accrued expenses and other current liabilities | 145,124 | 174,214 | ||||||
Income taxes payable | 11,956 | 1,788 | ||||||
Deferred revenue | 164,760 | 169,989 | ||||||
Total current liabilities | 384,968 | 415,969 | ||||||
Income taxes payable, non-current | 33,136 | 34,722 | ||||||
Deferred income taxes, non-current | 866 | 2,554 | ||||||
Other non-current liabilities | 15,988 | 16,644 | ||||||
Total liabilities | 434,958 | 469,889 | ||||||
Commitments and contingencies | ||||||||
Equity: | ||||||||
MICROS Systems, Inc. shareholders’ equity: | ||||||||
Common stock | 1,984 | 2,008 | ||||||
Capital in excess of par | 71,773 | 107,662 | ||||||
Retained earnings | 1,085,972 | 1,000,822 | ||||||
Accumulated other comprehensive income (loss) | 7,389 | (17,847 | ) | |||||
Total MICROS Systems, Inc. shareholders’ equity | 1,167,118 | 1,092,645 | ||||||
Noncontrolling interest | 3,093 | 3,486 | ||||||
Total Equity | 1,170,211 | 1,096,131 | ||||||
Total Liabilities and Equity | $ | 1,605,169 | $ | 1,566,020 |
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