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) |
August 28, 2014 |
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 |
470 East Paces Ferry Road, N.E. Atlanta, Georgia |
30305 |
|
(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
July 31, 2014 and certain forward-looking statements, as presented in a
press release on August 28, 2014. 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amended, except to the extent that such information is superseded by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., August 28, 2014. |
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: | August 28, 2014 | By: |
/s/ Vincent C. Klinges |
|
Vincent C. Klinges |
||||
Chief Financial Officer |
EXHIBIT 99.1
2
Exhibit 99.1
American Software Reports Preliminary First Quarter of Fiscal Year 2015 Results
License Fee Revenues Increase 36% and Total Revenues Increase 7% for the quarter
ATLANTA--(BUSINESS WIRE)--August 28, 2014--American Software, Inc. (NASDAQ: AMSWA) today reported preliminary financial results for the first quarter of fiscal 2015. The Company has delivered 54 consecutive quarters of profitability.
Key first quarter financial metrics:
The Company is including EBITDA, adjusted EBITDA, 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-compliant financial information 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 $72.4 million as of July 31, 2014. Since initiating the current cash dividend policy in July, 2004, the Company has paid approximately $96.9 million in dividends.
“First quarter license fee revenue was up 36% and total revenues increased by 7%,” stated Mike Edenfield, president and CEO of American Software. “Today, leading businesses are pragmatically preparing for growth and are looking to increase visibility and lower operating costs while improving their ability to respond to dynamic market conditions. Our portfolio of solutions helps our customers optimize inventory investments and synchronize demand with supply across strategic, tactical and operational horizons. With the ability to model, optimize and evaluate multiple business scenarios, our customers have better information and greater confidence to respond effectively to dynamic market conditions.”
“Logility’s acquisition of MIDRetail, announced on May 30, 2014, extends our reach into retail operations and expands our ability to help customers improve their Omni-Channel performance. We are now uniquely positioned to optimize demand-driven integrated business planning (IBP) from raw materials sourcing and manufacturing through inventory optimization and distribution to specific store-level requirements and customer delivery.”
The MIDRetail acquisition is expected to be accretive to Logility’s earnings and cash flow within the next 12 months, and is expected to contribute approximately $4.0 million in annual revenue, with 50% as a recurring component. First quarter 2015 financial results included two months of operations of MIDRetail, which reduced the Company’s net income by approximately one cent per share.
Additional highlights for the first quarter of fiscal 2015 include:
Customers & Channels
Company & Technology
About American Software, Inc.
Atlanta-based American Software (NASDAQ: AMSWA) provides demand-driven supply chain management and enterprise software solutions, backed by more than 40 years of industry experience, that drive value for companies regardless of market conditions. Logility, Inc., a wholly-owned subsidiary of American Software, is a leading provider of collaborative solutions to optimize the supply chain. Logility Voyager Solutions™ is a complete supply chain management solution suite that features a performance monitoring architecture and provides supply chain visibility; demand, inventory and replenishment planning; Sales and Operations Planning (S&OP); supply and inventory optimization; manufacturing planning and scheduling; retail merchandise planning and allocation; and transportation planning and management. Logility customers include Abercrombie & Fitch, Big Lots, Fender Musical Instruments, Parker Hannifin, Verizon Wireless, and VF Corporation. Demand Management, Inc., a wholly-owned subsidiary of Logility, delivers supply chain solutions to small and midsized manufacturers, distributors and retailers. Demand Management’s Demand Solutions® suite is widely deployed and globally recognized for forecasting, demand planning and point-of-sale analysis. Demand Management serves customers such as AutomationDirect.com, Campbell Hausfeld and Lonely Planet. New Generation Computing® (NGC®), a wholly-owned subsidiary of American Software, is a leading provider of PLM, supply chain management, ERP and product testing software and services for brand owners, retailers and consumer products companies. NGC customers include A|X Armani Exchange, Aeropostale, Billabong, Carter’s, Casual Male, Hugo Boss, Jos. A. Bank, FGL Group, Athletica, Marchon Eyewear, and Swatfame. For more information about American Software, please visit www.amsoftware.com, call (800) 726-2946 or email: 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, continuing U.S. and global economic uncertainty, the timing and degree of business recovery, unpredictability and the irregular pattern of future revenues, dependence on particular market segments or customers, competitive pressures, delays, product liability and warranty claims and other risks associated with new product development, undetected software errors, market acceptance of the Company’s products, technological complexity, the challenges and risks associated with integration of acquired product lines, companies and services, as well as a number of other risk factors that could affect the Company’s future performance. For further information about risks the Company could experience as well as other information, please refer to the Company's current Form 10-K 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.
Logility is a registered trademark and Logility Voyager Solutions is a trademark of Logility, Inc.; Demand Solutions is a registered trademark of Demand Management, Inc.; and NGC and New Generation Computing are registered trademarks of New Generation Computing, Inc. 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) | ||||||||||||||
First Quarter Ended | ||||||||||||||
July 31, | ||||||||||||||
2014 | 2013 | Pct Chg. | ||||||||||||
Revenues: | ||||||||||||||
License | $ | 4,368 | $ | 3,218 | 36 | % | ||||||||
Services & other | 10,992 | 11,228 | (2 | %) | ||||||||||
Maintenance | 9,497 | 8,872 | 7 | % | ||||||||||
Total Revenues | 24,857 | 23,318 | 7 | % | ||||||||||
Cost of Revenues: | ||||||||||||||
License | 1,736 | 1,161 | 50 | % | ||||||||||
Services & other | 7,795 | 8,040 | (3 | %) | ||||||||||
Maintenance | 1,981 | 1,962 | 1 | % | ||||||||||
Total Cost of Revenues | 11,512 | 11,163 | 3 | % | ||||||||||
Gross Margin | 13,345 | 12,155 | 10 | % | ||||||||||
Operating expenses: | ||||||||||||||
Research and development | 3,374 | 2,817 | 20 | % | ||||||||||
Less: capitalized development | (178 | ) | (717 | ) | (75 | %) | ||||||||
Sales and marketing | 4,644 | 4,394 | 6 | % | ||||||||||
General and administrative | 3,215 | 3,153 | 2 | % | ||||||||||
Provision for doubtful accounts | 42 | - | nm | |||||||||||
Amortization of acquisition-related intangibles | 85 | 125 | (32 | %) | ||||||||||
Total Operating Expenses | 11,182 | 9,772 | 14 | % | ||||||||||
Operating Earnings | 2,163 | 2,383 | (9 | %) | ||||||||||
Interest Income & Other, Net | 306 | 44 | 595 | % | ||||||||||
Earnings Before Income Taxes | 2,469 | 2,427 | 2 | % | ||||||||||
Income Tax Expense | 935 | 834 | 12 | % | ||||||||||
Net Earnings | $ | 1,534 | $ | 1,593 | (4 | %) | ||||||||
Earnings per common share: (1) | ||||||||||||||
Basic | $ | 0.05 | $ | 0.06 | (17 | %) | ||||||||
Diluted | $ | 0.05 | $ | 0.06 | (17 | %) | ||||||||
Weighted average number of common shares outstanding: | ||||||||||||||
Basic | 28,233 | 27,363 | ||||||||||||
Diluted | 28,606 | 27,815 | ||||||||||||
nm- not meaningful | ||||||||||||||
AMERICAN SOFTWARE, INC. | ||||||||||||||
NON-GAAP MEASURES OF PERFORMANCE | ||||||||||||||
(In thousands, except per share data, unaudited) | ||||||||||||||
First Quarter Ended | ||||||||||||||
July 31, | ||||||||||||||
2014 | 2013 | Pct Chg. | ||||||||||||
NON-GAAP EBITDA: | ||||||||||||||
Net Earnings (GAAP Basis) | $ | 1,534 | $ | 1,593 | (4 | %) | ||||||||
Income tax expense | 935 | 834 | 12 | % | ||||||||||
Interest Income & Other, Net | (306 | ) | (44 | ) | 595 | % | ||||||||
Amortization of intangibles | 1,099 | 768 | 43 | % | ||||||||||
Depreciation | 284 | 261 | 9 | % | ||||||||||
EBITDA (earnings before interest, taxes, depreciation and amortization) | 3,546 | 3,412 | 4 | % | ||||||||||
Stock-based compensation | 404 | 338 | 20 | % | ||||||||||
Adjusted EBITDA | $ | 3,950 | $ | 3,750 | 5 | % | ||||||||
EBITDA , as a percentage of revenues | 14 | % | 15 | % | ||||||||||
Adjusted EBITDA , as a percentage of revenues | 16 | % | 16 | % | ||||||||||
First Quarter Ended | ||||||||||||||
July 31, | ||||||||||||||
2014 | 2013 | Pct Chg. | ||||||||||||
NON-GAAP EARNINGS PER SHARE: | ||||||||||||||
Net Earnings (GAAP Basis) | $ | 1,534 | $ | 1,593 | (4 | %) | ||||||||
Mid Retail Loss (2) | 187 | - | nm | |||||||||||
Amortization of TMS and Optiant acquisition-related intangibles (2) | 25 | 82 | (70 | %) | ||||||||||
Stock-based compensation (2) | 251 | 222 | 13 | % | ||||||||||
Adjusted Net Earnings | $ | 1,997 | $ | 1,897 | 5 | % | ||||||||
Adjusted non-GAAP diluted earnings per share | $ | 0.07 | $ | 0.07 | 0 | % | ||||||||
(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 $0.05 and $0.06 for the three months ended July 31, 2014 and 2013.
(2) - Tax affected using the effective tax rate for the three months period ended July 31, 2014 and 2013.
AMERICAN SOFTWARE, INC. | |||||||||||
Consolidated Balance Sheet Information | |||||||||||
(In thousands) | |||||||||||
(Unaudited) | |||||||||||
July 31, | April 30, | ||||||||||
2014 | 2014 | ||||||||||
Cash and Short-term Investments | $ | 60,608 | $ | 70,599 | |||||||
Accounts Receivable: | |||||||||||
Billed | 12,914 | 15,422 | |||||||||
Unbilled | 3,826 | 3,234 | |||||||||
Total Accounts Receivable, net | 16,740 | 18,656 | |||||||||
Prepaids & Other | 3,027 | 2,953 | |||||||||
Income Tax Receivable | 141 | 1,139 | |||||||||
Current Assets | 80,516 | 93,347 | |||||||||
Investments - Non-current | 11,831 | 8,975 | |||||||||
PP&E, net | 3,488 | 3,681 | |||||||||
Capitalized Software, net | 10,013 | 10,732 | |||||||||
Goodwill | 18,749 | 13,819 | |||||||||
Other Intangibles, net | 3,522 | 534 | |||||||||
Other Non-current Assets | 630 | 132 | |||||||||
Total Assets | $ | 128,749 | $ | 131,220 | |||||||
Accounts Payable | $ | 745 | $ | 1,382 | |||||||
Accrued Compensation and Related costs | 2,248 | 3,532 | |||||||||
Dividend Payable | 2,825 | 2,822 | |||||||||
Other Current Liabilities | 2,743 | 2,735 | |||||||||
Deferred Tax Liability - Current | 402 | 418 | |||||||||
Deferred Revenues - Current | 23,614 | 23,638 | |||||||||
Current Liabilities | 32,577 | 34,527 | |||||||||
Deferred Revenues - Non-current | 575 | 670 | |||||||||
Deferred Tax Liability - Non-current | 1,671 | 1,936 | |||||||||
Other Long-term Liabilities | 2,035 | 1,527 | |||||||||
Long-term Liabilities | 4,281 | 4,133 | |||||||||
Total Liabilities | 36,858 | 38,660 | |||||||||
Shareholders' Equity | 91,891 | 92,560 | |||||||||
Total Liabilities & Shareholders' Equity | $ | 128,749 | $ | 131,220 | |||||||
AMERICAN SOFTWARE, INC. | |||||||||||
Condensed Consolidated Cashflow Information | |||||||||||
(In thousands) | |||||||||||
(Unaudited) | |||||||||||
Three Months Ended, | |||||||||||
July 31, | |||||||||||
2014 | 2013 | ||||||||||
Net cash provided by operating activities | $ | 1,125 | $ | 9,251 | |||||||
Capitalized computer software development costs | (178 | ) | (717 | ) | |||||||
Purchases of property and equipment, net of disposals | (58 | ) | (34 | ) | |||||||
Proceeds from maturities of investments | - | 200 | |||||||||
Purchase of business, net of cash acquired | (7,881 | ) | - | ||||||||
Net cash used in investing activities | (8,117 | ) | (551 | ) | |||||||
Excess tax benefits from stock based compensation | 41 | 27 | |||||||||
Proceeds from exercise of stock options | 183 | 487 | |||||||||
Dividends paid | (2,826 | ) | - | ||||||||
Net cash provided by (used in) financing activities | (2,602 | ) | 514 | ||||||||
Net change in cash and cash equivalents | (9,594 | ) | 9,214 | ||||||||
Cash and cash equivalents at beginning of period | 55,803 | 41,164 | |||||||||
Cash and cash equivalents at end of period | $ | 46,209 | $ | 50,378 |
CONTACT:
American Software, Inc.
Vincent C. Klinges, 404-264-5477
Chief
Financial Officer