Ohio | 000-5734 | 34-0907152 | ||
(State or other jurisdiction | (Commission File Number) | (IRS Employer Identification No.) | ||
of incorporation) |
425 Walnut Street, Suite 1800 Cincinnati, Ohio | 45202 | |
(Address of principal executive offices) | (ZIP Code) |
¨ | 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; and | |
Item 7.01 | Regulation FD Disclosure |
Item 9.01 | Financial Statements and Exhibits |
Exhibit Number | Description | |
99.1 | Press release issued by Agilysys, Inc. dated July 25, 2013, announcing its results for the first quarter ended June 30, 2013. |
AGILYSYS, INC. | ||||
By: | /s/Robert R. Ellis | |||
Robert R. Ellis | ||||
Senior Vice President, Chief Financial Officer, | ||||
Chief Operating Officer and Treasurer | ||||
Exhibit Number | Description | |
99.1 | Press release issued by Agilysys, Inc. dated July 25, 2013, announcing its results for the first quarter ended June 30, 2013. | |
• | Total net revenue increased $2.1 million, or 9%, to $24.5 million, from $22.4 million in the prior-year period. |
• | Recurring revenues (comprised of support, maintenance and subscription services) for the quarter were $13.2 million, an increase of 8% over the prior-year period. |
• | Gross margin was 66% in the quarter compared to 62% in the prior-year period. |
• | Adjusted operating income (excluding stock-based compensation, amortization of intangibles and other one-time items) from continuing operations increased $1.9 million year over year to $1.5 million from an adjusted operating loss from continuing operations of $0.4 million in the year-ago period (see reconciliation below). |
• | Adjusted net income (non-GAAP) from continuing operations grew to $1.4 million, or $0.06 per diluted share, compared with an adjusted net loss from continuing operations of $0.9 million, or ($0.04) per share, last year (see reconciliation below). |
• | Income from continuing operations for the period was $0.4 million, or $0.02 per diluted share, compared to a loss from continuing operations of $2.7 million, or ($0.12) per share, in the prior-year period. Inclusive of discontinued operations, net income for the quarter was $1.3 million, or $0.06 per diluted share, compared to a net loss of $1.8 million, or ($0.08) per share, in the prior-year period. |
Investor Contact: | |
Robb Ellis | Richard Land, Norberto Aja, Jim Leahy |
Chief Operating Officer and Chief Financial Officer | JCIR |
Agilysys, Inc. | 212-835-8500 or agys@jcir.com |
770-810-7800 or investorrelations@agilysys.com |
Three Months Ended | ||||||||
(In thousands, except per share data) | June 30, | |||||||
2013 | 2012 | |||||||
Net revenue: | ||||||||
Products | $ | 7,820 | $ | 6,778 | ||||
Support, maintenance and subscription services | 13,175 | 12,169 | ||||||
Professional services | 3,505 | 3,442 | ||||||
Total net revenue | 24,500 | 22,389 | ||||||
Cost of goods sold: | ||||||||
Products | 3,787 | 3,581 | ||||||
Support, maintenance and subscription services | 2,307 | 2,624 | ||||||
Professional services | 2,267 | 2,291 | ||||||
Total cost of goods sold | 8,361 | 8,496 | ||||||
Gross profit | 16,139 | 13,893 | ||||||
Operating expenses: | ||||||||
Product development | 6,476 | 4,420 | ||||||
Sales and marketing | 3,248 | 4,201 | ||||||
General and administrative | 4,809 | 5,279 | ||||||
Depreciation of fixed assets | 488 | 585 | ||||||
Amortization of intangibles | 794 | 855 | ||||||
Asset impairment and related charges | — | 208 | ||||||
Restructuring, severance and other charges | 55 | 1,125 | ||||||
Operating income (loss) | 269 | (2,780 | ) | |||||
Other (income) expenses : | ||||||||
Interest income | (13 | ) | (4 | ) | ||||
Interest expense | 61 | 264 | ||||||
Other (income) expenses, net | (35 | ) | 144 | |||||
Income (loss) before income taxes | 256 | (3,184 | ) | |||||
Income tax benefit | (105 | ) | (529 | ) | ||||
Income (loss) from continuing operations | 361 | (2,655 | ) | |||||
Income from discontinued operations, net of taxes | 955 | 862 | ||||||
Net income (loss) | $ | 1,316 | $ | (1,793 | ) | |||
Basic weighted average shares outstanding | 22,022 | 21,836 | ||||||
Net income (loss) per share – basic: | ||||||||
Income (loss) from continuing operations | $ | 0.02 | $ | (0.12 | ) | |||
Income from discontinued operations | 0.04 | 0.04 | ||||||
Net income (loss) per share | $ | 0.06 | $ | (0.08 | ) | |||
Diluted weighted average shares outstanding | 22,292 | 21,836 | ||||||
Net income (loss) per share – diluted: | ||||||||
Income (loss) from continuing operations | $ | 0.02 | $ | (0.12 | ) | |||
Income from discontinued operations | 0.04 | 0.04 | ||||||
Net income (loss) per share | $ | 0.06 | $ | (0.08 | ) |
(In thousands, except share data) | June 30, | March 31, | ||||||
2013 | 2013 | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 70,611 | $ | 82,931 | ||||
Accounts receivable, net of allowance of $771 and $786, respectively | 18,757 | 17,892 | ||||||
Inventories | 1,462 | 1,080 | ||||||
Prepaid expenses | 3,228 | 3,167 | ||||||
Other current assets | 420 | 671 | ||||||
Current assets - discontinued operations | 28,672 | 40,020 | ||||||
Total current assets | 123,150 | 145,761 | ||||||
Property and equipment, net | 14,394 | 13,855 | ||||||
Goodwill | 17,507 | 14,128 | ||||||
Intangible assets, net | 11,598 | 11,283 | ||||||
Capitalized software development, net | 8,520 | 5,596 | ||||||
Other non-current assets | 4,217 | 4,179 | ||||||
Non-current assets - discontinued operations | 2,156 | 2,162 | ||||||
Total assets | $ | 181,542 | $ | 196,964 | ||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 9,804 | $ | 10,427 | ||||
Deferred revenue | 19,319 | 20,461 | ||||||
Accrued and other current liabilities | 10,618 | 12,938 | ||||||
Capital lease obligations – current | 73 | 58 | ||||||
Current liabilities - discontinued operations | 16,454 | 29,756 | ||||||
Total current liabilities | 56,268 | 73,640 | ||||||
Deferred income taxes – non-current | 3,900 | 4,002 | ||||||
Capital lease obligations – non-current | 15 | 28 | ||||||
Other non-current liabilities | 5,531 | 4,640 | ||||||
Non-current liabilities - discontinued operations | 769 | 798 | ||||||
Shareholders’ equity: | ||||||||
Common shares, without par value, at $0.30 stated value; authorized 80,000,000 shares; 31,606,831 issued; and 22,404,581 and 22,145,915 shares outstanding at June 30, 2013 and March 31, 2013 , respectively | 9,482 | 9,482 | ||||||
Treasury shares (9,202,250 and 9,460,916 shares at June 30, 2013 and March 31, 2013, respectively) | (2,760 | ) | (2,838 | ) | ||||
Capital in excess of stated value | (14,509 | ) | (14,267 | ) | ||||
Retained earnings | 123,894 | 122,578 | ||||||
Accumulated other comprehensive loss | (1,048 | ) | (1,099 | ) | ||||
Total shareholders’ equity | 115,059 | 113,856 | ||||||
Total liabilities and shareholders’ equity | $ | 181,542 | $ | 196,964 |
Three Months Ended | |||||||
(In thousands) | June 30, | ||||||
2013 | 2012 | ||||||
Operating activities: | |||||||
Net income (loss) | $ | 1,316 | $ | (1,793 | ) | ||
Income from discontinued operations | 955 | 862 | |||||
Income (loss) from continuing operations | 361 | (2,655 | ) | ||||
Adjustments to reconcile net income (loss) from continuing operations to net cash used in operating activities: | |||||||
Restructuring, severance and other charges | 55 | 1,125 | |||||
Payments for restructuring charges | (354 | ) | (3,549 | ) | |||
Payments for legal settlements | (87 | ) | — | ||||
Asset impairments and related charges | — | 208 | |||||
Depreciation | 488 | 585 | |||||
Amortization of intangibles | 734 | 1,104 | |||||
Share-based compensation | 367 | 152 | |||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable | (583 | ) | 430 | ||||
Inventories | (302 | ) | 227 | ||||
Prepaids | (62 | ) | (83 | ) | |||
Accounts payable | (1,064 | ) | (366 | ) | |||
Deferred revenue | (1,681 | ) | (3,929 | ) | |||
Accrued and other liabilities | (3,444 | ) | (7,846 | ) | |||
Other changes, net | (107 | ) | (231 | ) | |||
Net cash used in operating activities from continuing operations | (5,679 | ) | (14,828 | ) | |||
Net cash used in operating activities from discontinued operations | (785 | ) | (4,979 | ) | |||
Net cash used in operating activities | (6,464 | ) | (19,807 | ) | |||
Investing activities: | |||||||
Cash paid for acquisitions, net | (1,750 | ) | — | ||||
Capital expenditures | (1,396 | ) | (532 | ) | |||
Capitalized software development costs | (1,868 | ) | (814 | ) | |||
Proceeds from marketable securities and company owned life insurance policies | — | 4,343 | |||||
Net cash (used in) provided by investing activities from continuing operations | (5,014 | ) | 2,997 | ||||
Net cash used in investing activities from discontinued operations | (117 | ) | (180 | ) | |||
Net cash (used in) provided by investing activities | (5,131 | ) | 2,817 | ||||
Financing activities: | |||||||
Repurchases of shares to satisfy employee tax withholding and option price | (571 | ) | (40 | ) | |||
Exercise of employee stock options | — | 67 | |||||
Principal payment under long-term obligations | (23 | ) | (107 | ) | |||
Net cash used in financing activities from continuing operations | (594 | ) | (80 | ) | |||
Net cash used in financing activities from discontinued operations | (80 | ) | (91 | ) | |||
Net cash used in financing activities | (674 | ) | (171 | ) | |||
Effect of exchange rate changes on cash | (51 | ) | (90 | ) | |||
Cash flows used in continuing operations | (11,338 | ) | (12,001 | ) | |||
Cash flows provided by (used in) discontinued operations: | (982 | ) | (5,250 | ) | |||
Net decrease in cash | (12,320 | ) | (17,251 | ) | |||
Cash and cash equivalents at beginning of period | 82,931 | 97,587 | |||||
Cash and cash equivalents at end of period | $ | 70,611 | $ | 80,336 |
(In thousands, except per share data) | Three Months Ended | |||||||
June 30, | ||||||||
2013 | 2012 | |||||||
Operating income (loss) | $ | 269 | $ | (2,780 | ) | |||
Share-based compensation expense | 367 | 152 | ||||||
Amortization of intangibles | 794 | 855 | ||||||
Asset impairments and related charges | — | 208 | ||||||
Restructuring, severance and other charges | 55 | 1,125 | ||||||
Adjusted operating income (loss) from continuing operations (a) | 1,485 | (440 | ) | |||||
Other expenses, net | 13 | 404 | ||||||
Cash income tax expense (benefit) (b) | 49 | 36 | ||||||
Adjusted net income (loss) from continuing operations (a) | $ | 1,423 | $ | (880 | ) | |||
Weighted average shares outstanding: | ||||||||
Basic | 22,022 | 21,836 | ||||||
Diluted | 22,292 | 21,836 | ||||||
Adjusted net income (loss) per share from continuing operations (a): | ||||||||
Basic | $ | 0.06 | $ | (0.04 | ) | |||
Diluted | $ | 0.06 | $ | (0.04 | ) | |||
(a) Non-GAAP financial measure | ||||||||
(b) Taxes calculated based upon our estimated cash tax payments for the three ended June 30, 2013 and 2012. | ||||||||
(In thousands) | June 30, | |||||||
2013 | 2012 | |||||||
Operating activities: | ||||||||
Net cash used in continuing operations | $ | (5,679 | ) | $ | (14,828 | ) | ||
Non-recurring cash items: | ||||||||
Restructuring, severance and other payments | 354 | 3,549 | ||||||
Payments for legal settlements | 87 | — | ||||||
BEP/SERP payments | — | 4,468 | ||||||
Adjusted cash used in continuing operations (a) | $ | (5,238 | ) | $ | (6,811 | ) | ||
(a) Non-GAAP financial measure |
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