-----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, IWgd3zoQPdOG1BAP/3PElQ1XtwVQXE+dX8qg4V5Cr6AINQvSsvSEkLk6g7J3p8zK PMVM+sVA5OGG7o1LM8rlog== 0001019687-09-001834.txt : 20090518 0001019687-09-001834.hdr.sgml : 20090518 20090518113635 ACCESSION NUMBER: 0001019687-09-001834 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090518 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090518 DATE AS OF CHANGE: 20090518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BPO Management Services, Inc. CENTRAL INDEX KEY: 0000768892 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 232214195 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13591 FILM NUMBER: 09835773 BUSINESS ADDRESS: STREET 1: 1290 N. HANCOCK ST. STREET 2: SUITE 200 CITY: ANAHEIM HILLS STATE: CA ZIP: 92807 BUSINESS PHONE: 7149742670 MAIL ADDRESS: STREET 1: 1290 N. HANCOCK ST. STREET 2: SUITE 200 CITY: ANAHEIM HILLS STATE: CA ZIP: 92807 FORMER COMPANY: FORMER CONFORMED NAME: HEALTHAXIS INC DATE OF NAME CHANGE: 20000131 FORMER COMPANY: FORMER CONFORMED NAME: PROVIDENT AMERICAN CORP DATE OF NAME CHANGE: 19920703 8-K 1 bpo_8k-051809.htm CURRENT REPORT ON FORM 8-K bpo_8k-051809.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 18, 2009
 
BPO Management Services, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Pennsylvania
(State or Other Jurisdiction of Incorporation)

0-13591
 
23-2214195
(Commission File Number)
 
(IRS Employer Identification No.)

1290 N. Hancock, Suite 200, Anaheim, CA
 
92807
(Address of Principal Executive Offices)
 
(Zip Code)

(714) 972-2670
(Registrant’s Telephone Number, Including Area Code)

 
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):
 
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
 
The following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 2.02 – Results of Operations and Financial Condition of Form 8-K.  This information is not deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.
 
On May 18, 2009, BPO Management Services, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing first quarter 2009 results.
 
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
 
(d) Exhibits
 
99.1     Press release dated May 18, 2009
 

 
 

 


 
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: May 18, 2009
 
 
BPO MANAGEMENT SERVICES, INC.
     
 
By:   
/s/ Ronald K. Herbert
   
Ronald K. Herbert
   
Chief Financial Officer

 
 
 
 
 
 
 
 
 
 

 
 
 

 


 
EXHIBIT INDEX
 
EXHIBIT NUMBER
DESCRIPTION
   
99.1
Copy of BPO Management Services, Inc. press release dated May 18, 2009

EX-99.1 2 bpo_8k-ex9901.htm PRESS RELEASE bpo_8k-ex9901.htm
Exhibit 99.1
 
BPO Management Services Announces Financial Results for First Quarter 2009

Revenue Increases 41% in First Quarter 2009
Healthaxis Integration Proceeds According to Plan

ANAHEIM, Calif., May 18, 2009  /PRNewswire-FirstCall/ -- BPO Management Services Inc., (OTC BB: HAXS), a full-service healthcare and business process outsourcing company focused on serving the middle-market, today announced its financial results for the first quarter 2009, ended March 31, 2009. The results reflect the merger of BPO Management Services and Healthaxis, Inc., which was completed on December 30, 2008.

Operational Highlights

·  
The Company increased total revenue by 41.2% to $10.3 million, inclusive of the new contribution of $3.6 million from its merger with Healthaxis, compared to $7.3 million for the first quarter last year, a period which included no contribution from Healthaxis.
 
·  
The sequential revenue growth of 45% compared to the fourth quarter of last year exceeded the Company’s guidance of 35% sequential growth, largely due to improved performance from its Healthcare segment.
 
·  
As revenue grows and ongoing Company integration activities take hold, BPOMS continues to drive down SG&A as a percentage of revenue. SG&A expenses for the first quarter of 2009 were 35.5% of total revenue, as compared to 59.5% for the first quarter last year. This is an important trend that is expected to continue based on the Company’s strategy to grow its top line, while integrating consolidated Company SG&A. Management believes that this trend demonstrates BPOMS operating leverage as incremental revenue drives increasingly higher margins going forward.
 
·  
The Company has increased its recurring revenue content to approximately 80% and continues to drive towards its goal of 90%-plus of revenues derived from recurring revenue contracts.
 
·  
The Company continues to accelerate business integration activities as a result of its recent merger with Healthaxis. As part of this important effort the Company recently announced that John Carradine, former CEO of Healthaxis, has been promoted to Chief Operating Officer of BPOMS, where he will oversee all Company operations as well direct the ongoing integration/cost reduction activity. In addition, the Company has promoted Ron Herbert, former CFO of Healthaxis, to Chief Financial Officer of BPOMS, in conjunction with its efforts to consolidate all financial and related back-office functions into its Dallas operation to reduce costs and enhance Company financial management. As an important part of this consolidation effort the Company has taken action on approximately $2 million in annualized cost reductions that will be implemented by the end of the second quarter. Management believes that this ongoing consolidation activity, in conjunction with continued top-line growth will drive profitability in the coming quarters.
 
·  
The Company continues to experience positive sales traction with several significant opportunities moving forward towards a successful close. In addition, as expected, the Company also renewed several existing customer contracts during this quarter, including a five year renewal through the end of 2015 of one of the largest Healthcare Division customers.
 

Patrick Dolan, chief executive officer of BPOMS, said, "BPOMS remains strategically aligned with the ongoing cost-reduction trend for middle market enterprises. In addition to improving overall business results we are actively pursuing several strategic alternatives in order to strengthen our balance sheet and provide the necessary working capital to fully accelerate our growth as we continue to drive towards critical mass. Our pipeline remains robust, and our unique ability to reduce the cost of ownership, improve operational efficiencies and enhance the quality of our customer’s technology investment continues to resonate within the marketplace.”

“We have now successfully built a scalable, robust BPO delivery platform providing key vertical solutions in healthcare, financial services and information technology,” Mr. Dolan continued. “Most importantly, these solutions are anchored by industry recognized IP, and delivered under recurring revenue contracts from a high availability, on-demand Tier 1 infrastructure with considerable excess capacity, in conjunction with a multi-shore delivery capability.  As we continue to grow our business, we expect that this capability will drive increasingly better operating margins for both our customers and ourselves.”

 
1

 


First Quarter 2009 Financial Results
For the first quarter, total revenue increased 41.2% to $10.3 million from $7.3 million for the same period last year. The change was due to inclusion of the Healthcare business segment, which was acquired through the Healthaxis, Inc. merger on December 30, 2008, offset by a small decrease in our base business primarily the result of the reduction in value of the Canadian dollar relative to the U.S. dollar and the strategic shift in our HRO business towards a Software as a Service (‘SaaS’) model as compared to a traditional one-time license approach. In fact, without the decline in the Canadian dollar our base business would have shown a net improvement. Total operating expenses for the quarter were $11.6 million, an increase of 29.5% compared to total operating expenses of $8.9 million during the first quarter last year. Included in the operating expenses was a $3.1 million increase in cost of services and $339,000 increase for depreciation and amortization, primarily related to the merger with Healthaxis offset by the decrease in stock-based compensation expense, which became fully vested and completely expensed as of December 31, 2008, a result of the reverse merger with Healthaxis on December 30, 2008. The loss from operations for the quarter decreased to $1.3 from $1.7 million in the prior-year first quarter despite an increase in depreciation and amortization expense of $339,000. The net loss for the quarter was $1.5 million compared to a net loss of $1.7 million in the first quarter last year.

Mr. Dolan continued, “As of March 31, 2009, approximately 80% of our revenues were derived from recurring revenue contracts and we continue to focus on building out our backlog of future business to be delivered in the years to come. Management remains confident that as we continue our ongoing integration/cost reduction efforts, in conjunction with growing our recurring revenue base that we are well-positioned to accelerate growth and achieve positive cash flow from operations in fairly short order.”

As of March 31, 2009, BPOMS' balance sheet showed $1.7 million in cash compared to $2.8 million at December 31, 2008.   In order to strengthen its balance sheet, the Company is considering raising capital by issuing its securities and/or debt or by way of a strategic merger.

About BPO Management Services, Inc.
BPO Management Services (BPOMS) is a healthcare and business process outsourcing (BPO) service provider that offers a diversified range of on-demand services, including claims processing, human resources, information technology, and enterprise content management, to support the back-office business functions of the middle-market on an outsourced basis. BPOMS supports middle-market businesses new to the BPO market, established businesses that already outsource, and businesses seeking to maximize return-on-investment from their in-house workforce. For more information, please visit http://www.bpoms.com

Forward-Looking Statements
Certain statements in this press release that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by the use of words such as "anticipate," "believe," "expect," "future," "may," "will," "would," "should," "plan," "projected," "intend," and similar expressions. Such forward-looking statements, involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of BPO Management Services, Inc. (the "Company") to be materially different from those expressed or implied by such forward-looking statements. The Company's future operating results are dependent upon many factors, including but not limited to: (i) the Company's ability to obtain sufficient capital or a strategic business arrangement to fund its current operational or expansion plans; (ii) the Company's ability to build and maintain the management and human resources and infrastructure necessary to support the anticipated growth of its business; (iii) competitive factors and developments beyond the Company's control; and (iv) other risk factors discussed in the Company's periodic filings with the Securities and Exchange Commission, which are available for review at http://www.sec.gov under "Search for Company Filings."

     Company Contact:
     BPO Management Services, Inc.
     Patrick Dolan, Chairman & CEO
     patrick.dolan@bpoms.com

Investor contact:
     Hayden IR
     Brett Maas, 646-536-7331
     brett@haydenir.com


Tables to Follow

 
2

 


BPO MANAGEMENT SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2009 AND DECEMBER 31, 2008
(UNAUDITED)
   
2009
   
2008
 
             
ASSETS
Current assets:
           
Cash and cash equivalents
  $ 1,725,513     $ 2,784,155  
Accounts receivable, net of allowance for doubtful accounts of $371,279 and
         
$530,050, respectively
    6,428,279       7,425,805  
Inventory
    233,125       181,968  
Prepaid expenses and other current assets
    1,174,593       1,304,910  
Total current assets
    9,561,510       11,696,838  
                 
Equipment, net
    8,404,691       7,735,777  
Goodwill
    4,796,850       4,856,171  
Intangible assets, net
    5,204,646       5,500,829  
Other assets
    979,139       959,391  
    $ 28,946,836     $ 30,749,006  
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
               
Current portion of lines of credit and long-term debt, net of discount of $2,675
         
and $2,733, respectively
  $ 4,110,964     $ 3,662,876  
Current portion of capital lease obligations
    496,234       394,765  
Accounts payable
    5,947,561       5,583,598  
Accrued expenses
    3,357,071       3,428,573  
Accrued interest-related party
    20,587       -  
Accrued dividend payable
    1,369,331       1,369,331  
Accrued dividend payable-related party
    651,281       651,281  
Amount due former shareholders of acquired companies
    400,000       1,000,000  
Deferred revenues
    2,857,340       2,957,139  
Related party notes payable
    830,246       930,246  
Income taxes payable
    162,873       155,073  
Other current liabilities
    353,214       380,362  
Total current liabilities
    20,556,702       20,513,244  
                 
Lines of credit and long-term debt, net of current portion and net of discount
               
of $446 and $1,139, respectively
    2,110       399,256  
Capital lease obligations, net of current portion
    811,479       690,278  
Other long-term liabilities
    843,415       862,520  
Total liabilities
    22,213,706       22,465,298  
                 
Commitments and contingencies
               
                 
Stockholders' equity
               
Convertible preferred stock, Series B, par value $1.00; authorized 21,105,000
         
shares;  21,103,955 shares issued and outstanding
    21,103,955       21,103,955  
Common stock, par value $0.10;  authorized 1,900,000,000 shares;
               
15,165,586  shares issued and outstanding
    1,516,559       1,516,559  
Additional paid-in capital
    14,687,206       14,687,206  
Accumulated deficit
    (30,182,000 )     (28,706,729 )
Accumulated other comprehensive income, foreign currency translation adjustments
    (392,590 )     (317,283 )
Total stockholders' equity
    6,733,130       8,283,708  
    $ 28,946,836     $ 30,749,006  
                 
See accompanying notes to condensed consolidated financial statements.
 

 
3

 


BPO MANAGEMENT SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008
(UNAUDITED)
             
             
   
2009
   
2008
 
             
Revenues:
           
Enterprise content management
  $ 3,606,526     $ 4,024,352  
IT outsourcing
    2,750,533       2,877,624  
Healthcare
    3,622,428       -  
Human resource outsourcing
    303,186       380,609  
                 
Total revenues
    10,282,673       7,282,585  
                 
Operating expenses:
               
Cost of services provided
    6,696,857       3,543,352  
Selling, general and administrative
    3,624,767       4,333,817  
Research and development
    141,931       69,702  
Depreciation and amortization
    1,123,877       784,429  
Share-based compensation
    -       207,092  
                 
Total operating expenses
    11,587,432       8,938,392  
                 
Loss from operations
    (1,304,759 )     (1,655,807 )
                 
Interest expense:
               
Related parties
    20,587       26,852  
Other, net
    142,125       44,961  
                 
Total interest expense
    162,712       71,813  
                 
Net loss before income tax expense
    (1,467,471 )     (1,727,620 )
                 
Income tax expense
    7,800       -  
                 
Net loss
    (1,475,271 )     (1,727,620 )
                 
Foreign currency translation loss
    (75,307 )     (197,004 )
                 
Comprehensive loss
  $ (1,550,578 )   $ (1,924,624 )
                 
Basic and diluted net loss per share
  $ (0.10 )   $ (0.14 )
                 
Basic and diluted weighted average common
               
shares outstanding
    15,165,586       12,247,121  
                 
See accompanying notes to condensed consolidated financial statements.
 
 
 
 
 
 
4

-----END PRIVACY-ENHANCED MESSAGE-----