-----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, EcZ4BQ3JNth4EHqZGk1iqIMbSBE0uFqCmMHNPzUViVIrkr6Qn+MHqXhVhmzXbVaE hjVbfJnJy93WKHDLndTtrw== 0001144204-05-016253.txt : 20050518 0001144204-05-016253.hdr.sgml : 20050518 20050517195705 ACCESSION NUMBER: 0001144204-05-016253 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050516 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050518 DATE AS OF CHANGE: 20050517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL MICROCOMPUTER SOFTWARE INC /CA/ CENTRAL INDEX KEY: 0000814929 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942862863 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15949 FILM NUMBER: 05840055 BUSINESS ADDRESS: STREET 1: 100 ROWLAND WAY STREET 2: SUITE 300 CITY: NOVATO STATE: CA ZIP: 94945 BUSINESS PHONE: 4158784000 MAIL ADDRESS: STREET 1: 100 ROWLAND WAY STREET 2: SUITE 300 CITY: NOVATO STATE: CA ZIP: 94945 8-K 1 v018346.htm Unassociated Document
 
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) May 16, 2005

Commission File Number 0-15949


INTERNATIONAL MICROCOMPUTER SOFTWARE, INC.
(Exact name of registrant as specified in its charter)



 California
  94-2862863
 (State or other jurisdiction of incorporation or organization) 
 (I.R.S. Employer identification No.)
 
 
 100 Rowland Way, Suite 300, Novato, CA
  94945
 (Address of principal executive offices)
  (Zip code)


(415) 878-4000
(Registrant's telephone number including area code)





ITEM 7.01 REGULATION FD DISCLOSURE (INFORMATION FURNISHED PURSUANT TO ITEM 12, "DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION").


On May 16, 2005, International Microcomputer Software, Inc. (the "Company") announced its financial results for the three and nine months ended March 31, 2005. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with the procedural guidance in SEC Release Nos. 33-8216 and 34-47583, the information in this Form 8-K and the Exhibit attached hereto is being furnished under "Item 9. Regulation FD Disclosure" rather than under "Item 12. Disclosure of Results of Operations and Financial Condition." The information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


(a) Not applicable.

(b) Not applicable.

(c) Exhibits.

Exhibit No.  Description of Exhibit   
     
99.1  Press release dated May 16, 2005. 
 
 
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.
     
  INTERNATIONAL MICROCOMPUTER SOFTWARE, INC.
 
 
 
 
 
 
Dated: May 17, 2005 By:   /s/ MARTIN WADE, III                                                  
  Name: Martin Wade, III
  Title Chief Executive Officer

  
EXHIBIT INDEX
 

Exhibit No.  Description of Exhibit   
     
99.1  Press release dated May 16, 2005. 
 
 
 



 
EX-99.1 2 v018346_ex99-1.htm Unassociated Document
Exhibit No. 99.1

News Release
Company Contact:
 
Bill Bush
 
International Microcomputer Software, Inc.
 
415.878.4039
 
E-mail: bbush@imsisoft.com
 

IMSI® ANNOUNCES 134% INCREASE IN THIRD QUARTER REVENUE
Company surpasses $6 million of revenue for the second consecutive quarter. Revenue and operating earnings guidance met and operations continue to generate positive EBITDA.

NOVATO, Calif., May 16, 2005 - IMSI® (OTC/BB: IMSI), a leading developer and publisher of consumer, business and precision design software solutions, today announced its financial results for the three and nine months ended March 31, 2005. For the three months ended March 31, 2005, IMSI reported net revenues of $6.3 million and a net loss of $386,000, or ($0.01) per share. Net revenues increased 134% from $2.7 million as compared to the same period in the previous fiscal year reflecting the growth in the Company’s core businesses and the continued expansion of the network of websites operated by its subsidiary Houseplans, Inc.

Revenues for the nine months ended March 31, 2005 were $18.1 million, an increase of 170% from $6.7 million as compared to the same period in the prior fiscal year. The net loss for the nine months ended March 31, 2005 was $532,000 or ($0.02) per share, as compared to the prior year’s net income of $550,000 or $0.02 per share. The prior year’s income included a $745,000 gain related to discontinued operations and a $1.9 million gain on marketable securities for the nine months ended March 31, 2004.
 

 

 
Among the many improvements to the Company’s financial results for the quarter were the following;
 
§  
Operating loss narrowed to $47,000 as compared to a loss of $1.0 million in the same period from the prior fiscal year and a loss of $372,000 on a sequential basis.
§  
EBITDA, which excludes interest, amortization, depreciation and non-recurring items of $834,000, was a positive $448,000, an improvement from a negative $940,000 from the same quarter of the prior year and a positive $224,000 from the quarter ended December 31, 2004.
§  
Quarterly sales increased from $2.7 million to $6.3 million, representing an increase of $3.6 million from the prior year and $300,000, or 5% from the previous quarter. The Company exceeded $6 million of revenue for the second consecutive quarter for the first time since 1999..
§  
Gross margins improved to 73% from 62% in the prior year’s comparable quarter (an 18% increase).

With our fourth consecutive quarter of substantial revenue increases, our plan to generate operating profits in the June quarter, our selective investments in technology and the launch of new versions of our flagship products, TurboCAD® and StuffIt® with its revolutionary JPEG compression technology, IMSI has the ability to sustain positive operating results.

“Our improved sequential results demonstrate the successful implementation of our drive to operating profitability in the fourth quarter of this fiscal year”, said Martin Wade, IMSI CEO. “We continue to focus on sales growth and cost savings which are positively affecting our financial performance and will allow the Company to return to a solid competitive position. Additionally, we will continue to identify, acquire and integrate companies with a good potential for growth in targeted high margin segments of our industry.

“With the launch of new versions of our flagship TurboCAD® and StuffIt® products in the March quarter and with our other award winning products, we are continuing to deliver on our product-focused growth strategy”, stated Gordon Landies, IMSI President. “Our strengths in acquiring, developing and distributing products and services directly to consumers and businesses are being optimized to generate sales momentum. Our utilities, productivity tools and precision design product areas, as well as our house plans business, all had solid results during the quarter and we expect to continue that progress in the June quarter. We are excited by the growth of our Houseplans network of websites which now have an online library of over 20,000 stock house plans, the most extensive on the Internet. We will continue to invest in the Houseplans network adding properties to our network while including more features and functionality to our existing sites to increase sales and profits.”
 
 


 
The following are some important recent achievements, by division;

HOUSEPLANS, INC.
 
§  
Houseplans, Inc. continued its pre-eminent position as the leading provider of stock house plans by increasing to more than 20,000 its inventory of plans available on its websites, , and www.houseplanguys.com.
§  
In January 2005, Houseplans launched its Cost-to-Build™ service. This features allows users to quickly obtain detailed cost estimates, depending on their planned level of quality, for building each of the 20,000 plans in the Houseplans collection in every zip and postal code in the US and Canada.

CONSUMER & BUSINESS SOFTWARE SOLUTIONS DIVISION
 
§  
In May 2005, StuffIt Deluxe ® 9.0 was awarded the prestigious PC Magazine Editors’ Choice Award for the second year in a row. The magazine in its May 24th Issue (page 96) notes the significance of StuffIt’s JPEG compression feature and concluded that StuffIt Deluxe 9.0 is, “the best choice for power users who need to do more with file compression.” Customers can download a free trail of StuffIt’s JPEG photo and Image compression at www.stuffit.com.
§  
Also in May, the division launched ZipMagic Deluxe 9.0 which includes the powerful StuffIt® compression technology that allows users to reduce the size of their already compressed JPEG photos up to an additional 30%. This new patent-pending technology is able to significantly reduce the file size of photos with absolutely no loss in image quality. Using this technology, users are able to fit more photos on CDs, DVDs, and send more pictures with their email messages.
 
§  
In March, the division launched the icSpyware & Anti-Phishing Suite for complete Internet protection against spyware, fraudulent phishing scams and other identity theft tactics. Upon purchase, users also receive a two year subscription for free updates of spyware definitions, the most comprehensive in the industry. This new suite is easy to use, handles the most invasive tactics that scam artists have been trying and is affordable for both home users and business environments. Simultaneously, the division launched a free spyware scanner that allows users to check their computers for spyware. The scanner can be downloaded at .
 
§  
In March, the division announced the grand opening of an online virtual fish store called shopaquazone. This store allows owners of the division’s popular Aquazone aquarium software to purchase additional fish ranging from Jelly fish to sharks at
 


 
In addition to the above, the division also launched several other new and popular products.
For more information visit the division’s websites at www.allume.com and www.stuffit.com.

PRECISION DESIGN SOFTWARE DIVISION
 
o  
In March, the division launched TurboCAD 11 which achieves innovative levels of power and performance with a new and improved set of design tools that includes;
 
§  
ACIS(R) 14 Solid Modeling Engine
§  
D-Cubed's Constraint Engine
§  
LightWorks(R) 7.4 Photorealistic rendering engine
 
§  
and many other features which help to make TurboCAD today's most powerful CAD value.
 
o  
In May, the division announced the availability of AutoDesk Inventor™ and CATIA™ V5 plug-ins for TurboCAD Professional Version 11. With the data translators provided by Spatial, the new plug-ins further enhance the interoperability power of TurboCAD Pro and increase the number of supported file formats to 30.

Visit www.imsisoft.com and www.turbocad.com for additional product and service information.
 
 
 
 
 
 

 

INTERNATIONAL MICROCOMPUTER SOFTWARE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
 
   
March 31, 2005 
   
June 30, 2004
 
 
   
Unaudited
       
ASSETS
             
Current assets:
             
Cash and cash equivalents
 
$
2,391
 
$
3,212
 
Investment in marketable securities
   
2,258
   
2,151
 
Receivables, less allowances for doubtful accounts, discounts and returns of $1,027 and 958
   
3,122
   
2,522
 
Inventories, net of reserves for obsolescence of $123 and $123
   
1,140
   
1,122
 
Receivables, other (related to discontinued operations)
   
-
   
1,000
 
Note receivable from related party
   
-
   
350
 
Other current assets
   
637
   
552
 
Assets related to discontinued operations
   
499
   
828
 
Total current assets
   
10,047
   
11,737
 
Fixed assets, net
   
601
   
637
 
Intangible Assets
             
Capitalized software, net
   
2,587
   
2,748
 
Domain names, net
   
1,845
   
1,566
 
Trademarks
   
710
   
709
 
Distribution rights, net
   
518
   
594
 
Capitalized customer lists
   
873
   
843
 
Goodwill
   
8,811
   
7,559
 
Total intangible assets
   
15,344
   
14,019
 
Other assets:
             
Prepaid expenses
   
60
   
99
 
Investment in securities
   
-
   
1,771
 
Total other assets
   
60
   
1,870
 
                        
TOTAL ASSETS
 
$
26,052
 
$
28,263
 
               
LIABILITIES AND SHAREHOLDERS' EQUITY
             
Current liabilities:
             
Short term debt
 
$
1,974
 
$
3,557
 
Trade accounts payable
   
1,898
   
2,375
 
Accrued and other liabilities
   
1,497
   
1,751
 
Liabilities related to discontinued operations
   
-
   
397
 
Total current liabilities
   
5,369
   
8,080
 
               
Long-term debt and other obligations
   
1,536
   
2,318
 
                       
Total liabilities
   
6,905
   
10,398
 
               
Shareholders' Equity
             
Common stock, no par value; 300,000,000 authorized; 28,296,600 issued and outstanding on March 31, 2005 and 26,261,829 issued and outstanding on June 30, 2004.
   
43,365
   
41,512
 
Accumulated deficit
   
(24,109
)
 
(23,577
)
Accumulated other comprehensive loss
   
(109
)
 
(70
)
Total shareholders' equity
   
19,147
   
17,865
 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
 
$
26,052
 
$
28,263
 
 

 
 

INTERNATIONAL MICROCOMPUTER SOFTWARE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS and COMPREHENSIVE INCOME/ (LOSS)
 
(In thousands, except per share amounts)
 
 
Unaudited

 
   
Three Months Ended March 31, 
   
Nine Months Ended March 31,
 
     
2005
   
2004
   
2005
   
2004
 
                           
Net revenues
 
$
6,340
 
$
2,713
 
$
18,054
 
$
6,690
 
Product costs
   
1,713
   
1,038
   
4,833
   
2,401
 
Gross margin
   
4,627
   
1,675
   
13,221
   
4,289
 
                           
Costs and expenses
                         
Sales and marketing
   
2,430
   
1,299
   
7,259
   
2,784
 
General and administrative
   
1,199
   
836
   
3,590
   
2,457
 
Research and development
   
1,045
   
576
   
3,078
   
1,436
 
Total operating expenses
   
4,674
   
2,711
   
13,927
   
6,677
 
                                         
Operating loss
   
(47
)
 
(1,036
)
 
(706
)
 
(2,388
)
                           
Other income and (expense)
                         
Interest and other, net
   
(60
)
 
-
   
(42
)
 
141
 
Realized / unrealized gain (loss) on marketable securities
   
(277
)
 
1,764
   
145
   
1,941
 
Gain on sale of product line
   
-
   
58
   
33
   
59
 
Gain on extinguishment of debt
   
-
   
-
   
-
   
76
 
Income (loss) before income tax
   
(384
)
 
786
   
(570
)
 
(171
)
                           
Income tax (expense)
   
(2
)
 
(34
)
 
(10
)
 
(24
)
Income (loss) from continuing operations
   
(386
)
 
752
   
(580
)
 
(195
)
                           
Loss from discontinued operations, net of income tax
   
-
   
(204
)
 
(5
)
 
(255
)
Gain from the sale of discontinued operations, net of income tax
   
-
   
-
   
53
   
1,000
 
Net income (loss)
   
($386
)
$
548
   
($532
)
$
550
 
                           
Other comprehensive loss
                         
Foreign currency translation adjustments
   
(5
)
 
(9
)
 
(39
)
 
(40
)
Comprehensive income (loss)
   
($391
)
$
539
   
($571
)
$
510
 
                           
Basic income (loss) per share
                         
Income (loss) from continuing operations
   
($0.01
)
$
0.03
   
($0.02
)
 
($0.01
)
Loss from discontinued operations, net of income tax
 
$
-
   
($0.01
)
 
($0.00
)
 
($0.01
)
Gain from the sale of discontinued operations, net of income tax
 
$
-
 
$
-
 
$
0.00
 
$
0.04
 
Net income (loss)
   
($0.01
)
$
0.02
   
($0.02
)
$
0.02
 
                           
Diluted income (loss) per share
                         
Income (loss) from continuing operations
   
($0.01
)
$
0.03
   
($0.02
)
 
($0.01
)
Loss from discontinued operations, net of income tax
 
$
-
   
($0.01
)
 
($0.00
)
 
($0.01
)
Gain from the sale of discontinued operations, net of income tax
 
$
-
 
$
-
 
$
0.00
 
$
0.04
 
Net income (loss)
   
($0.01
)
$
0.02
   
($0.02
)
$
0.02
 
                           
Shares used in computing basic earnings (loss) per share information
   
28,051
   
23,475
   
27,623
   
23,332
 
Shares used in computing diluted earnings (loss) per share information
   
28,051
   
27,324
   
27,623
   
23,332
 
 
 

 
Business Outlook
 
IMSI’s financial guidance is prepared in accordance with accounting principles generally accepted in the United States of America. The following forward-looking statements reflect IMSI’s expectations as of May 16, 2005. Due to potential changes in general economic conditions and the various other risk factors discussed in IMSI’s reports filed periodically with the Securities and Exchange Commission, actual results may differ materially. IMSI does not intend to update these forward-looking statements until its next quarterly results announcement, other than in other publicly available statements.
 
in millions expect for per share amounts

 
   
FY 05 Forecast 
   
Guidance 
 
 
Actual
 
 
Guidance
 
 
Actual
 
 
Guidance
 
 
Actual
 
 
Guidance
       
 
   
Q1 
 
 
Q1
 
 
Q2
 
 
Q2
 
 
Q3
 
 
Q3
 
 
Q4
 
 
Total
 
Net Revenues
 
$
5.4 - 5.6
 
$
5.7
 
$
5.9 - 6.3
 
$
6.0
 
$
6.0 - 6.4
 
$
6.3
 
$
6.2 - 6.5
 
$
24.2 - 24.5
 
Operating Income/(Loss)
   
($1.2) - (1.4
)
$
(0.3
)
 
($0.3) - (0.6
)
 
(0.4
)
 
($0.1) - $0.2
   
($0.0
)
$
0.0 - 0.4
   
($0.7 - 0.3
)
Net Income/(Loss)
   
($1.1) - (1.3
)
$
(0.3
)
 
($0.2) - (0.5
)
 
0.1
 
$
0.1 - 0.4
   
($0.4
)
$
2.0 - 2.4
 
$
1.4 - 1.8
 
Fully Diluted Shares
   
26.5
   
26.5
   
28.3
   
29.8
   
29.8
   
28.1
   
30.5
   
28.9
 
Earnings/(Loss) per share
   
($0.03 - .05
)
 
($0.01
)
$
0.0 - (0.03
)
$
0.00
 
$
0.00
   
($0.01
)
$
0.06 - 0.09
 
$
0.04 - 0.06
 
 
About IMSI
Founded in 1982, IMSI has established a tradition of providing the professional and home user with innovative technology and easy-to-use, high-quality software products at affordable prices. The company maintains two business divisions. The Precision Design division, anchored by IMSI's flagship product, TurboCAD® and the DesignCAD(TM) line, also develops and markets other visual content and design software such as FloorPlan® 3D and TurboCADCAM. The division also includes several online properties focused on the sale of content and services to the architectural, engineering and construction market thru its stock house plans site at Houseplans.com and the online CAD symbol sites, CADsymbols.com and CADsymbol.net. The Consumer and Business Software Solutions division, which is anchored by Allume Systems, Inc. (formerly Aladdin Systems, Inc.), provides businesses and consumers with software solutions through its popular products such as StuffIt®, Internet Cleanup(TM), Spring Cleaning®, SpamCatcher(TM), Boost XP, OrgChart Professional ™ FormTool(TM), ResumeWriter(TM) and HiJaak®. More information about IMSI can be found at www.imsisoft.com and www.allume.com.
 

 

 
 
Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of various factors including the ability of the company to successfully commercialize its new technologies as well as risk factors set forth under “Factors Affecting Future Operating Results” in the company’s annual report on Form 10-KSB, and as amended, for the year ended June 30, 2004, and such other risks detailed from time to time in the company’s reports filed with the Securities and Exchange Commission. The company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.


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