-----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, OJhfjqEoVbCKEjTDo1Vghx6gsKtZDvCww9dbnXL01PHUcmTWDmHVwKj/Bhpr6wUG mX9MVv6SWrznBki3SEXiKA== 0001188112-04-001576.txt : 20041015 0001188112-04-001576.hdr.sgml : 20041015 20041015143356 ACCESSION NUMBER: 0001188112-04-001576 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041014 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041015 DATE AS OF CHANGE: 20041015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOFTECH INC CENTRAL INDEX KEY: 0000354260 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 042453033 STATE OF INCORPORATION: MA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10665 FILM NUMBER: 041080797 BUSINESS ADDRESS: STREET 1: 2 HIGHWOOD DRIVE CITY: TEWKSBURY STATE: MA ZIP: 01876 BUSINESS PHONE: 9786406222 MAIL ADDRESS: STREET 1: 2 HIGHWOOD DRIVE STREET 2: - CITY: TEWKSBURY STATE: MA ZIP: 01876 8-K 1 t8k-3762a.txt 8-K 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): OCTOBER 14, 2004 SOFTECH, INC. (Exact name of registrant as specified in its charter) MASSACHUSETTS 0-10665 04-2453033 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation) File Number) Identification No.) 2 Highwood Drive, Tewksbury, MA 01876 (Address of principal executive offices) (978)640-6222 (Registrant's telephone number, including area code) (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: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| 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 October 14, 2004, SofTech, Inc. issued a press release (the "Press Release") reporting its earnings results for the first quarter and its fiscal year 2005. The foregoing is qualified by reference to the Press Release which is furnished (not filed) as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. Exhibit 99.1. Press Release issued by SofTech, Inc. dated October 14, 2004 2 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. SOFTECH, INC.. Date: October 15, 2004 By: /s/ Joseph P. Mullaney ------------------------------------------- Name: Joseph P. Mullaney Title: President and Chief Operating Officer (Principal Financial and Accounting Officer) 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------ --------------------------------------------------------------------- 99.1 Press Release issued by SofTech, Inc. dated October 14, 2004 4 EX-99.1 2 tex99_1-3762a.txt EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE SOFTECH ANNOUNCES FIRST QUARTER FY 2005 RESULTS REPORTS SOLID FIRST QUARTER PERFORMANCE; OUTLOOK POSITIVE TEWKSBURY, Mass. - October 14, 2004 - SofTech, Inc. (OTCBB:SOFT), a leading provider of design-through-manufacturing productivity solutions, today announced Q1 fiscal 2005 results. Revenue for Q1 FY 2005 was about $2.8 million, a decrease of about 6% as compared to the same period last year. The net loss for the current quarter was ($459,000) or ($.04) per share as compared to a net loss of ($478,000) or ($.04) per share for the same period in the prior fiscal year. Pro forma net income, which excludes non-cash expenses related to amortization of intangible assets, was $152,000 for the current quarter as compared to $137,000 for the same period in the prior fiscal year. Free Cash Flow, defined as net loss adjusted for non-cash expenses less capital expenditures, totaled $166,000 for the current quarter as compared to $173,000 for the same period in the prior fiscal year. It is management's view that these non-GAAP financial measures of cash flow provide important information in understanding the Company's performance. A reconciliation is provided on the attached Financial Summary. "Our first quarter is traditionally our slowest quarter and this year was no different" said Joe Mullaney, President and COO. "Our Q1 performance was on budget and I was very pleased that we were able to generate positive cash flow comparable to last year's performance. We have a greater volume of outstanding proposals than we have had for a long time and I am looking for us to deliver on some exceptional quarters going forward, well above prior year cash flow performance, as these customers make their buying decisions." "It is critical for design and manufacturing companies to improve operating efficiencies and reduce cost and time to market. To accomplish these goals while improving quality is a difficult goal but one that is attainable through the use of our technology. Our PLM technology offering is the lowest price, full-featured product on the market. It can be implemented in a month and pay for itself in a year or less. As the economy continues to improve, I expect companies will begin to ramp up their capital expenditures on technologies like ours that improve their operations," Mullaney added. ABOUT SOFTECH SofTech, Inc. (OTCBB: SOFT) provides design-through-manufacturing productivity solutions with its computer-aided design (CAD), computer-aided manufacturing (CAM) and product data management (PDM) products including CADRA(R), DesignGateway(TM), Prospector(TM), and ProductCenter(TM) (through SofTech's Workgroup Technology Division). SofTech's solutions optimize producT lifecycle management at the lowest cost by fostering innovation, extended enterprise collaboration, product quality improvements, and compressed time-to-market cycles. SofTech has more than 100,000 users benefiting from its solutions, including Boeing, FlightSafety International, General Electric Company, Goodrich Turbine Fuel Technologies, Honeywell, Millipore Corporation, Siemens, Sikorsky Aircraft, U.S. Army, and Whirlpool Corporation. Headquartered in Tewksbury, Massachusetts, SofTech (WWW.SOFTECH.COM) has locations and distribution partners throughout North America, Europe, and Asia. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS The statements made above with respect to SofTech's outlook for fiscal 2005 and beyond represent "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 and are subject to a number of risks and uncertainties. These include, among other risks and uncertainties, general business and economic conditions, generating sufficient cash flow from operations to fund working capital needs, potential obsolescence of the Company's technologies, maintaining existing relationships with the Company's lender, successful introduction and market acceptance of planned new products and the ability of the Company to attract and retain qualified personnel both in our existing markets and in new territories. Contact: Joseph P. Mullaney President and COO (781) 890-8373 SOFTECH, INC. FINANCIAL SUMMARY (in thousands, except per share data) STATEMENTS OF OPERATIONS:
FOR THE THREE MONTH PERIODS ENDED - ------------------------------------- ----------------------------------- ----------------------------------- AUGUST 31, AUGUST 31, 2004 2003 ---- ---- - ------------------------------------- ----------------------------------- ----------------------------------- Revenue $ 2,777 $ 2,943 - ------------------------------------- ----------------------------------- ----------------------------------- Loss from operations (209) (225) - ------------------------------------- ----------------------------------- ----------------------------------- Net loss (459) (478) - ------------------------------------- ----------------------------------- ----------------------------------- Loss per share (.04) (.04) - ------------------------------------- ----------------------------------- ----------------------------------- - ------------------------------------- ----------------------------------- -----------------------------------
RECONCILIATION OF NET LOSS TO PRO FORMA NET INCOME AND FREE CASH FLOW: The net loss calculated in accordance with GAAP is adjusted below by non-cash expenses related to amortization and depreciation and by capital expenditures. It is management's view that these non-GAAP financial measures of cash flow provide important information in understanding the Company's performance.
FOR THE THREE MONTH PERIODS ENDED - ------------------------------------- ----------------------------------- ----------------------------------- AUGUST 31, AUGUST 31, 2004 2003 ---- ---- - ------------------------------------- ----------------------------------- ----------------------------------- Net loss $ (459) $ (478) - ------------------------------------- ----------------------------------- ----------------------------------- Plus: Non-cash amortization 611 615 --- --- - ------------------------------------- ----------------------------------- ----------------------------------- Pro Forma net income 152 137 - ------------------------------------- ----------------------------------- ----------------------------------- Plus: Non-cash depreciation 21 48 - ------------------------------------- ----------------------------------- ----------------------------------- Less: Capital expenditures (7) (12) --- ---- - ------------------------------------- ----------------------------------- ----------------------------------- Free cash flow $ 166 $ 173 - ------------------------------------- ----------------------------------- -----------------------------------
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