-----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, DeJyu8NIYbZEdVfEBQgdb3AiJViwOwZe2kadLyQH0kYm/7/x8xmkpqGtwjPt+aMG IsZVMAuYh3+VSlrV3gpzHA== 0001144204-07-066221.txt : 20071206 0001144204-07-066221.hdr.sgml : 20071206 20071206164356 ACCESSION NUMBER: 0001144204-07-066221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071206 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071206 DATE AS OF CHANGE: 20071206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SOFTWARE INC CENTRAL INDEX KEY: 0000713425 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 581098795 STATE OF INCORPORATION: GA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12456 FILM NUMBER: 071289977 BUSINESS ADDRESS: STREET 1: 470 E PACES FERRY RD NE CITY: ATLANTA STATE: GA ZIP: 30305 BUSINESS PHONE: 4042614381 MAIL ADDRESS: STREET 1: 470 EAST PACES FERRY ROAD NE CITY: ATLANTA STATE: GA ZIP: 30305 8-K 1 v096623_8k.txt ================================================================================ 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) December 6, 2007 ------------------------------- AMERICAN SOFTWARE, INC. (Exact name of registrant as specified in its charter) Georgia 0-12456 58-1098795 - ---------------------------- ---------------- ---------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 470 East Paces Ferry Road, N.E. 30305 Atlanta, Georgia (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (404) 261-4381 Former name or former address, if changed since last report: Not applicable 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 (See General Instruction A.2. below): |_| 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)) ================================================================================ SECTION 2 - FINANCIAL INFORMATION ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for American Software, Inc. for the quarter ended October 31, 2007, and certain forward-looking statements, as presented in a press release of December 6, 2007. The information in this report shall be deemed incorporated by reference into any registration statement heretofore or hereafter filed under the Securities Act of 1933, as amended, except to the extent that such information is superseded by information as of a subsequent date that is included in or incorporated by reference into such registration statement. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS The following Exhibit is filed as part of this Report: Exhibit No. Description - ----------- ----------- 99.1 Press Release of American Software, Inc., dated December 6, 2007. - -------------------------------------------------------------------------------- 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. AMERICAN SOFTWARE, INC. (Registrant) Date: December 6, 2007 By: /s/ Vincent C. Klinges ------------------------------------ Vincent C. Klinges Chief Financial Officer 2 EX-99.1 2 v096623_ex99-1.txt EXHIBIT 99.1 American Software Reports Preliminary Second Quarter of Fiscal Year 2008 Results Operating Earnings Increase 56% driven by 17% Growth in Revenues ATLANTA, Dec. 6 /PRNewswire-FirstCall/ -- American Software, Inc. (Nasdaq: AMSWA) today reported financial results for the second quarter of fiscal year 2008, achieving 27 consecutive quarters of profitability. Key second quarter financial highlights include: * Total revenues for the quarter ended October 31, 2007 were $23.6 million, an increase of 17% over the second quarter of fiscal 2007; * Software license fees for the quarter ended October 31, 2007 were $4.8 million, an increase of 11% over the second quarter of fiscal 2007; * Services and other revenues for the second quarter ended October 31, 2007 were $11.6 million; an increase of 25% over the second quarter of fiscal 2007; * Maintenance revenues for the quarter ended October 31, 2007 were $7.2 million, an increase of 9% over the second quarter of fiscal 2007; and * Operating earnings for the quarter ended October 31, 2007 were $2.8 million, an increase of 56% over the second quarter of fiscal 2007. GAAP net earnings were approximately $2.5 million or $0.10 per fully diluted share for the second quarter of fiscal 2008 compared to $1.8 million or $0.07 per fully diluted share for the same period last year. Adjusted net earnings, which excludes stock option compensation expense and acquisition- related amortization of intangibles, were $2.8 million or $0.11 per fully diluted share for the quarter ended October 31, 2007, compared to $2.1 million or $0.08 per fully diluted share for the same period last year. Total revenues for the six months ended October 31, 2007 were $45.3 million or a 12% increase compared to $40.4 million for the comparable period last year. Software license fees for the six-month period were $9.9 million or a 14% increase compared to $8.7 million during the same period last year. Services and other revenues were $21.4 million or a 16% increase compared to $18.5 million in the same period last year. Maintenance revenues were $14.0 million or a 6% increase compared to $13.2 million in the same period last year. For the six months ended October 31, 2007, the Company reported operating earnings of approximately $5.3 million, a 54% increase compared to operating income of $3.4 million for the same period last year. GAAP net earnings were approximately $4.5 million or $0.17 per fully diluted share for the six months ended October 31, 2007 compared to $3.1 million or $0.12 per fully diluted share for the same period last year. Adjusted net earnings year to date as of October 31, 2007, which excludes stock option compensation expense and acquisition-related amortization of intangibles, were $5.0 million or $0.19 earnings per fully diluted share compared to $3.7 million or $0.14 earnings per fully diluted share for the same period last year. The Company is including adjusted net earnings and adjusted net earnings per share in the summary financial information provided with this press release as supplemental information relating to its operating results. This financial information is not in accordance with, or an alternative for, GAAP and may be different from non-GAAP net earnings and non-GAAP per share measures used by other companies. The Company believes that this presentation of adjusted net earnings and adjusted net earnings per share provides useful information to investors regarding certain additional financial and business trends relating to its financial condition and results of operations. The overall financial condition of the Company remains strong, with cash and investments of approximately $76.4 million and no debt as of October 31, 2007. This is an increase in cash and investments of approximately $11.3 million compared to October 31, 2006. "American Software posted a strong performance for the second quarter of fiscal 2008, delivering an impressive 56% growth in operating earnings fueled by 17% growth in total revenues," stated James C. Edenfield, president and CEO of American Software. "With 27 consecutive quarters of profitability and positive cash flow, we will continue to use our financial strength to reinvest in the Company and expect to provide a tangible benefit to our shareholders with a quarterly dividend." Additional highlights for the second quarter of fiscal year 2008 include: Customers: * Notable new and existing customers placing orders with the Company in the second quarter include: Atek Medical, Caremark International, CooperVision, Cypress Medical, Henkel North America, Interface Modernform, Nike, PPG Refinish, Premier Farnell, Electrolux, Modern Amusement, SanMar Corporation, SEPTA, Stiefel Laboratories, and Whatman International. * During the quarter, software license agreements were signed with customers located in 13 countries including; Australia, Brazil, Canada, China, France, Germany, Italy, Malaysia, South Africa, Switzerland, Thailand, the United Kingdom, and the United States. * New Generation Computing Inc. (NGC), a wholly owned subsidiary of the Company, announced that Parigi Group, a leader in apparel for fashion conscious kids and tweens, is implementing NGC's e-PLM and e-SPS(R) software to manage its worldwide product development and supply chain operations. With offices in New York and Hong Kong and factories throughout the world, Parigi Group sought a solution that would provide end-to-end visibility and enhance global collaboration, allowing the company to improve time to market and manage its increasingly complex, fast-paced business. Parigi Group found the ideal solution with e-PLM and e-SPS, an integrated application for Product Development and Global Sourcing that provides real-time visibility into each step of the product lifecycle. * NGC announced that Modern Amusement has implemented its RedHorse(R) software, a complete ERP solution that is designed specifically for Fashion, Apparel, Retail and Footwear. NGC's rapid implementation services enabled Modern Amusement to go live in four weeks with key business functions including purchasing and receiving, customer order processing, invoicing and accounts receivable, inventory control, and EDI. Modern Amusement, a premier designer of men's and women's sportswear, swimwear, and accessories, chose RedHorse based on its out-of-the-box, industry-specific functionality combined with ease of use and comprehensive reporting capabilities. * NGC announced that Bombay Industries and Alex Cannon have implemented NGC's RedHorse(R) software, a complete ERP solution that is designed specifically for Fashion, Apparel and Footwear. The system was deployed in production at both companies in 45 days. Alex Cannon, a leading men's casual sportswear brand sold in better department and specialty stores, selected RedHorse in May 2007 after extensive vendor evaluation. * American Software USA announced that Southeastern Pennsylvania Transportation Authority (SEPTA) has licensed the Company's web-based procurement, requisitioning and forms systems. These systems are fully integrated with the SEPTA ERP system. * Logility customer Intertape Polymer Group (IPG) was featured along with Logility in an APICS webcast "Forecasting a Profitable Supply Chain". The webcast focused on how companies can improve forecast accuracy to increase supply chain profitability and discussed how IPG improved forecast accuracy, accelerated inventory turns and increased profitability with the help of Logility Voyager Solutions. "Forecasting a Profitable Supply Chain" was also a featured presentation at the APICS national conference held October 21-23, 2007. * Logility's Supply Chain Power Hour "Buckle Up Transportation Savings" was the latest webcast in Logility's popular supply chain educational series. The webcast featured Logility customer Rockline Industries and Ian Hobkirk, senior analyst, logistics, AberdeenGroup who provided participants with the latest insights on centralizing transportation management to reduce costs and improve overall supply chain performance. * Logility and Shaw Industries were featured in an APICS webcast on Sales and Operations Planning. The webcast, "S&OP: Turning Blame into Gain", focused on how companies can compete more effectively by synchronizing corporate planning processes with an integrated S&OP planning solution. Products and Technology: * Demand Management, a wholly-owned subsidiary of Logility and a global resource for managing the supply chain, announced the addition of service parts management capabilities to its replenishment software solution. These capabilities automate the process of planning and aligning service parts inventories, resources, and processes to ensure optimal customer service and response with minimal risk and cost. * Logility announced its new Carrier On-Boarding Service to accelerate implementations of Voyager Transportation Planning and Management. The new Carrier Portal, EDI and Carrier On-boarding capabilities streamline the business processes and communication with carriers and further accelerates rapid ROI by enabling visibility into loads, tenders, bids, shipment status information and freight payment. * American Software was named to Software Magazine's annual Software 500, a revenue-based ranking of the world's largest software and services suppliers. American Software has consistently improved its position for the past three years. About American Software, Inc. Headquartered in Atlanta, American Software develops, markets and supports one of the industry's most comprehensive offerings of integrated business applications, including supply chain management, Internet commerce, financial, warehouse management and manufacturing packages. e-Intelliprise(TM) is an ERP/supply chain management suite, which leverages Internet connectivity and includes multiple manufacturing methodologies. American Software owns 88% of Logility, Inc. (Nasdaq: LGTY), a leading provider of collaborative supply chain solutions that help small, medium, large and Fortune 1000 companies realize substantial bottom-line results in record time. Logility is proud to serve such customers as Avery Dennison Corporation, Brown Shoe Company, BP (British Petroleum), Hyundai Motor America, Leviton Manufacturing Company, McCain Foods, Pernod-Ricard, Sigma Aldrich and Under Armour Performance Apparel. New Generation Computing Inc. (NGC), a wholly owned subsidiary of American Software, is a global software company that has 25 years of experience developing and marketing business applications for apparel manufacturers, brand managers, retailers and importers. Headquartered in Miami, NGC's worldwide customers include Dick's Sporting Goods, Wilsons Leather, Kellwood, Hugo Boss, Russell Corp., Ralph Lauren Childrenswear, Haggar Clothing Company, Maidenform, William Carter and VF Corporation. For more information on the Company, contact: American Software, 470 East Paces Ferry Rd., Atlanta, GA 30305; (800) 726-2946 or (404) 261-4381. FAX: (404) 264-5206. INTERNET: www.amsoftware.com or e-mail: ask@amsoftware.com. Forward-Looking Statements This press release contains forward-looking statements that are subject to substantial risks and uncertainties. There are a number of factors that could cause actual results to differ materially from those anticipated by statements made herein. These factors include, but are not limited to, changes in general economic conditions, technology and the market for the Company's products and services, including economic conditions within the e-commerce markets; the timely availability and market acceptance of these products and services; the Company's ability to satisfy in a timely manner all SEC required filings and the requirements of Section 404 of the Sarbanes-Oxley Act of 2002 and the rules and regulations adopted under that Section; the challenges and risks associated with integration of acquired product lines and companies; the effect of competitive products and pricing; the uncertainty of the viability and effectiveness of strategic alliances; and the irregular pattern of the Company's revenues. For further information about risks the Company could experience as well as other information, please refer to the Company's Form 10-K for the year ended April 30, 2007 and other reports and documents subsequently filed with the Securities and Exchange Commission. For more information, contact: Vincent C. Klinges, Chief Financial Officer, American Software, Inc., (404) 264-5477 or fax: (404) 237-8868. e-Intelliprise is a trademark of American Software, Logility is a registered trademark and Logility Voyager Solutions is a trademark of Logility, Demand Solutions is a registered trademark of Demand Management, and REDHORSE is a trademark of New Generation Computing. Other products mentioned in this document are registered, trademarked or service marked by their respective owners. AMERICAN SOFTWARE, INC. Consolidated Statements of Operations Information (In thousands, except per share data) (Unaudited)
Second Quarter Ended Six Months Ended --------------------------------- -------------------------------- October 31, October 31, Pct Pct 2007 2006 Chg. 2007 2006 Chg. -------- -------- --------- -------- -------- -------- Revenues: License $ 4,806 $ 4,333 11% $ 9,926 $ 8,706 14% Services & other 11,634 9,280 25% 21,421 18,543 16% Maintenance 7,179 6,612 9% 13,994 13,157 6% -------- -------- -------- -------- -------- -------- Total Revenues 23,619 20,225 17% 45,341 40,406 12% -------- -------- -------- -------- -------- -------- Cost of Revenues: License 1,550 1,605 (3%) 3,235 3,059 6% Services & other 8,450 6,300 34% 15,273 12,944 18% Maintenance 1,880 1,791 5% 3,641 3,568 2% -------- -------- -------- -------- -------- -------- Total Cost of Revenues 11,880 9,696 23% 22,149 19,571 13% -------- -------- -------- -------- -------- -------- Gross Margin 11,739 10,529 11% 23,192 20,835 11% -------- -------- -------- -------- -------- -------- Operating expenses: Research and development 2,459 2,313 6% 4,894 4,628 6% Less: capitalized development (630) (587) 7% (1,155) (1,183) (2%) Sales and marketing 3,820 3,523 8% 7,212 7,040 2% General and administrative 3,244 3,427 (5%) 6,762 6,735 0% Acquisition related amortization of intangibles 87 87 0% 174 175 (1%) -------- -------- -------- -------- -------- -------- Total Operating Expenses 8,980 8,763 2% 17,887 17,395 3% -------- -------- -------- -------- -------- -------- Operating Earnings 2,759 1,766 56% 5,305 3,440 54% -------- -------- -------- -------- -------- -------- Interest Income & Other, Net 1,664 1,466 14% 2,580 2,071 25% -------- -------- -------- -------- -------- -------- Earnings Before Income Taxes and Minority Interest 4,423 3,232 37% 7,885 5,511 43% Income Tax Expense 1,665 1,273 31% 2,936 2,178 35% Minority Interest Expense 214 138 55% 450 265 70% -------- -------- -------- -------- -------- -------- Net Earnings $ 2,544 $ 1,821 40% $ 4,499 $ 3,068 47% ======== ======== ======== ======== ======== ======== Earnings per common share: (1) Basic: $ 0.10 $ 0.07 43% $ 0.18 $ 0.13 38% ======== ======== ======== ======== ======== ======== Diluted: $ 0.10 $ 0.07 43% $ 0.17 $ 0.12 42% ======== ======== ======== ======== ======== ======== Weighted average number of common shares outstanding: Basic 25,530 24,534 25,328 24,529 Diluted 26,658 25,645 27,080 25,628 Reconciliation of Adjusted Net Earnings: Net Earnings $ 2,544 $ 1,821 $ 4,499 $ 3,068 Acquisition related amortization of intangibles (2) 87 87 174 175 Stock-based compensation (2) 180 217 359 442 -------- -------- -------- -------- -------- -------- Adjusted Net Earnings $ 2,811 $ 2,125 32% $ 5,032 $ 3,685 37% ======== ======== ======== ======== ======== ======== Adjusted Net Earnings per Diluted Share $ 0.11 $ 0.08 38% $ 0.19 $ 0.14 36% ======== ======== ======== ======== ======== ========
(1) - Basic per share amounts are the same for Class A and Class B shares. Diluted per share amounts for Class A shares are shown above. Diluted per share for Class B shares under the two-class method are $0.10 and $0.07 for the three months ended October 31, 2007 and 2006 and $0.18 and $0.13 for the six months ended October 31, 2007 and 2006. (2) - Not income tax affected - -------------------------------------------------------------------------------- AMERICAN SOFTWARE, INC. Consolidated Balance Sheet Information (In thousands) (Unaudited) October 31, April 30, 2007 2007 ----------- --------- Cash and Short-term investments $ 76,412 $ 72,769 Accounts Receivable: Billed 12,027 12,489 Unbilled 5,238 3,860 ----------- --------- Total Accounts Receivable,net 17,265 16,349 Prepaids & Other 2,985 2,560 ----------- --------- Current Assets 96,662 91,678 PP&E, net 6,909 7,080 Capitalized Software, net 5,997 6,137 Goodwill 11,503 11,210 Other Intangibles 1,264 1,472 Non-current Assets 228 239 ----------- --------- Total Assets $ 122,563 $ 117,816 =========== ========= Accounts Payable $ 1,589 $ 1,138 Other Current Liabilities 6,377 8,853 Dividend Payable 2,300 1,984 Deferred Income Tax Liability 846 911 Deferred Revenues 15,269 15,441 ----------- --------- Current Liabilities 26,381 28,327 Deferred Income Tax Liability 1,579 1,697 Minority Interest 5,712 5,061 Shareholders' Equity 88,891 82,731 ----------- --------- Total Liabilities & Shareholders' Equity $ 122,563 $ 117,816 =========== ========= -----END PRIVACY-ENHANCED MESSAGE-----