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): October 31, 2013
MAM Software Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 000-27083 | 84-1108035 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Maple Park, Maple Court, Tankersley, Barnsley, U.K. S75 3DP
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 011 44 124 431 1794
n/a
(Former name or former address, if changed since last report)
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 8.01 Other Events.
On October 31, 2013, MAM Software Group, Inc. (the “Company”) issued a press release announcing its financial and operational results for the fiscal quarter ended September 30, 2013. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Neither the filing of the press release as an exhibit to this Current Report on Form 8-K nor the inclusion in the press release of a reference to the Company’s internet address shall, under any circumstances, be deemed to incorporate the information available at its internet address into this Current Report on Form 8-K. The information available at the Company’s internet address is not part of this Current Report on Form 8-K or any other report filed by the Company with the SEC.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits: |
99.1 | Press Release of MAM Software Group, Inc., dated October 31, 2013 |
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: October 31, 2013 | MAM SOFTWARE GROUP, INC. | |
By: | /s/ Michael Jamieson | |
Name: Michael Jamieson Title: Chief Executive Officer |
INDEX TO EXHIBITS
Exhibit No. | Description |
99.1 |
Press Release of MAM Software Group, Inc., dated October 31, 2013 |
MAM Software Group Reports Quarterly Financial Results
BARNSLEY, England, October 31, 2013 /PRNewswire/ -- MAM Software Group, Inc. (NASDAQ Capital Market: MAMS) (the "Company" or "MAM"), a leading global provider of on-premise and cloud-based business management solutions for the auto parts, tire and vertical distribution industries, announced the following financial results in accordance with U.S. generally accepted accounting principles (GAAP) for its quarter ended September 30, 2013, through the filing on October 31, 2013 of its Quarterly Report on Form 10-Q with the Securities and Exchange Commission:
For The Quarter Ended | ||||||||
(In thousands, except share and per share data) | September 30, | |||||||
2013 | 2012 | |||||||
Revenues | 7,561 | $ | 6,483 | |||||
Gross profit | 4,246 | $ | 3,773 | |||||
Operating income | 857 | $ | 914 | |||||
Income before provision for income tax | 830 | $ | 753 | |||||
Net income | 692 | $ | 624 | |||||
Earnings per share attributed to common stockholders - basic | 0.05 | $ | 0.05 | |||||
Earnings per share attributed to common stockholders - diluted | 0.05 | $ | 0.05 | |||||
Weighted average shares outstanding - basic | 12,708,766 | 12,968,665 | ||||||
Weighted average shares outstanding - diluted | 12,835,432 | 13,116,886 |
First Quarter Highlights:
· | Total year-over-year quarterly revenue increased by $1,078,000 or 16.6% to $7,561,000 from $6,483,000; and |
· | Total year-over-year quarterly recurring revenue increased by $564,000 or 12.2% to $5,198,000 from $4,634,000 and quarter-over-quarter recurring revenue increased by $217,000 or 4.4% from $4,981,000; and |
o | Recurring revenue was 68.7% of total revenue for the quarter ended September 30, 2013 versus 71.5% for the quarter ended September 30, 2012. |
· | Total Software as a Service (SaaS) year-over-year quarterly revenue increased by $250,000 or 63.8% to $642,000 and quarter-over-quarter revenue increased by $199,000 or 44.9% ; and |
o | Autowork Online (SaaS) year-over-year quarterly revenue increased by $154,000 or 46.4% to $486,000, and quarter-over-quarter revenue increased by $61,000 or 14.4%. |
o | Autopart Online (SaaS) year-over-year quarterly revenue increased by $96,000 or 160.0% to $156,000, and quarter-over-quarter revenue increased by $36,000 or 30.0%. |
· | Total Data as a Service (DaaS) year-over-year quarterly revenue increased by $108,000 or 7% to $1,629,000 and quarter-over-quarter revenue increased by $12,000 or 1%; and |
· | Trailing twelve month Adjusted EBITDA (non-GAAP) of $5,844,000 after substantial global investments in personnel and sales and marketing expenditures; and |
· | A $459,000 or 12.2% increase in cash, net of interest bearing debt, to $4,208,000 after capital expenditures of $185,000; and |
· | Stockholders’ equity increase of $1,428,000 or 9.8% to $16,050,000; and |
· | System backlog of $1,548,000. |
First Quarter Financial Review:
The Company's revenue was $7,561,000 for the first quarter ended September 30, 2013 as compared to $6,483,000 for the first quarter ended September 30, 2012, an increase of $1,078,000 or 16.6%. Operating income for the quarter ended September 30, 2013, decreased by $57,000 to $857,000 as compared to operating income of $914,000, a decrease of 6.2%, for the quarter ended September 30, 2012. Net income for the quarter ended September 30, 2013, increased by $68,000 to $692,000 as compared to $624,000, an increase of 10.9%, over the same period a year ago. Basic and diluted earnings per share were $0.05 as compared to $0.05 per share, for the same period a year ago.
Gross profit for the three months ended September 30, 2013 was $4,246,000 or 56.2% as compared to $3,773,000 or 58.2% for the three months ended September 30, 2012. The decrease in gross profit was the result of lower perpetual license revenue as we transition our business to a Software as a Service (SaaS) model.
The Company's revenue from its U.S. and U.K. operations was $2,268,000 and $5,293,000, respectively, compared to $1,930,000 and $4,553,000, respectively, during the same period in 2012. U.S. recurring revenue increased $228,000 or 19.3% to $1,411,000 for the quarter ended September 30, 2013 from $1,183,000 for the quarter ended September 30, 2012. U.K. recurring revenue increased $336,000 or 9.7% to $3,787,000 for the quarter ended September 30, 2013 from $3,451,000 for the quarter ended September 30, 2012.
Business Update:
Commenting on the first quarter of fiscal 2014, MAM Software Group's CEO, Michael Jamieson, said:
"During this quarter, we have continued to make progress towards our strategic goals, building on the results achieved in fiscal 2013. We have maintained investment in our cloud solutions as we transition our business to a Software as a Service (SaaS) model. Although the SaaS model will result in lower reported revenue and cash flow in the year of sale, it should produce an increased and more predictable future revenue stream and cash flow. We believe that the introduction of our Autowork Online and Autopart Online SaaS solutions into the larger North American market will lead to a positive impact on our recurring revenues."
"Although we incurred the negative impact of increased investment and lower perpetual license revenue, we have continued to achieve positive financial results. Our Company experienced both an increase in revenues of $1,078,000 and profit margins of $473,000 when compared to the three months ended September 30, 2012. Our Company's recurring revenues increased in the U.S. to $1,411,000 from $1,183,000, an increase of $228,000 or 19.3%, for the quarter ended September 30, 2013 as compared to the quarter ended September 30, 2012. Our Company's U.K. based recurring revenues increased to $3,787,000 from $3,451,000, an increase of $336,000 or 9.7%, for the quarter ended September 30, 2013 as compared to the quarter ended September 30, 2012."
"The quarter ended September 30, 2013 produced net income of $692,000 as compared to $624,000 for the quarter ended September 30, 2012. Furthermore, the first quarter produced an Adjusted EBITDA (non-GAAP) of $1,384,000 as compared to $1,316,000 for the quarter ended September 30, 2012. As we continue to execute on our strategic goals we anticipate an EBITDA (non-GAAP) of approximately $5,000,000 for Fiscal 2014."
"We were particularly pleased with the progress that we made with our 'cloud' based installer application, Autowork Online, in the U.K. Subscribers to Autowork Online have increased each month of this quarter and now total 2,840. Revenues from Autowork Online increased to $486,000 or £313,501 from $332,000 or £210,049, an increase of $154,000 or 46.4% for the quarter ended September 30, 2013 as compared to the quarter ended. September 30, 2012. Autowork Online has been localized for the North American market and continues to be introduced and demonstrated to potential U.S. partners."
"We have also introduced Autopart Online, a SaaS version of our on-premise software for auto parts distributors and retailers. Autopart Online does not require the customer to purchase hardware and software licenses upfront, they subscribe to the software and purchase the professional services required to implement the system. We believe that removing the capital investment associated with on-premise software will lead to an increased interest in our Autopart Online solution."
"Our goals for the balance of the fiscal year include further penetrating into the U.K. market with our SaaS solutions, establishing a foothold in the U.S. market with the same 'cloud' based products, and localizing our Autocat+ Data as a Service (DaaS) solution for introduction into the U.S. market. We believe that our suite of modern business solutions, built by a team of experienced professionals using the latest technology, will continue to be the differentiating factor for our business."
"For the balance of the 2014 fiscal year we anticipate further investment in our sales, marketing and professional services departments. We believe these expenditures will result in increased revenues in Fiscal 2014, but will have a negative impact on profits and cash flow. The investments we are making in Fiscal 2014 should contribute to increased growth and profitability in Fiscal 2015."
The Company also reiterated that it currently has $2,688,644 left on its previously approved stock buyback program, which it intends to use selectively as circumstances and market conditions warrant.
As of October 31, 2013, MAM had approximately 14,481,437 shares of common stock outstanding. The outstanding shares include 1,698,505 shares that vest based on the market price of the Company’s common shares and these shares have not vested.
The Company has scheduled a conference call for Friday, November 1, 2013, at 9:00am ET to review the results. Investors and interested parties can access the conference call by dialing 1.800.977.8002 in the United States and 1.404.920.6650 in the United Kingdom and referring to Participant Code: 2687716#. The conference call will also be recorded and will be available via the investor relations section of the Company’s website, www.mamsoftware.com, for 60 days following the conference call.
About MAM Software Group, Inc.
MAM Software is a leading global provider of on-premise and cloud-based business management solutions for the auto parts, tire and vertical distribution industries. The company provides a portfolio of innovative software (SaaS and packaged), data (DaaS), and integration (iPaaS) services that enable businesses to intelligently manage core business processes, control costs and generate new profit opportunities. MAM's integrated platforms provide a wealth of rich functionality including: point-of-sale, inventory, purchasing, reporting, data and e-commerce. Wholesale, retail and installer business across North America, the U.K. and Ireland rely on MAM solutions, backed by dedicated teams of experienced service and support professionals. For further information, please visit
http://www.mamsoftware.com.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Readers are cautioned not to place undue reliance on these forward-looking statements. Actual results may differ materially from those indicated by these forward-looking statements as a result of risks and uncertainties impacting the Company's business including, increased competition; the ability of the Company to expand its operations through either acquisitions or internal growth, to attract and retain qualified professionals, and to expand commercial relationships; technological obsolescence; general economic conditions; and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission.
Contact: Charles F. Trapp, Executive Vice President and Chief Financial Officer 610-336-9045 ext. 240
MAM SOFTWARE GROUP, INC.
Condensed Consolidated Balance Sheets
(In thousands, except share and per share data)
September 30, 2013 | June 30, 2013 | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
Current Assets | ||||||||
Cash and cash equivalents | $ | 4,275 | $ | 4,061 | ||||
Accounts receivable, net of allowance of $139 and $114 | 4,247 | 3,511 | ||||||
Inventories | 279 | 199 | ||||||
Prepaid expenses and other current assets | 1,899 | 1,976 | ||||||
Total Current Assets | 10,700 | 9,747 | ||||||
Property and Equipment, Net | 720 | 689 | ||||||
| ||||||||
Other Assets |
| |||||||
Goodwill | 9,382 | 8,983 | ||||||
Amortizable intangible assets, net | 507 | 640 | ||||||
Software development costs, net | 1,328 | 1,248 | ||||||
Other long-term assets | 37 | 34 | ||||||
TOTAL ASSETS | $ | 22,674 | $ | 21,341 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current Liabilities | ||||||||
Accounts payable | $ | 1,685 | $ | 1,400 | ||||
Accrued expenses and other liabilities | 1,542 | 1,952 | ||||||
Payroll and other taxes | 1,029 | 718 | ||||||
Debt | 67 | 312 | ||||||
Current portion of deferred revenue | 742 | 742 | ||||||
Sales tax payable | 761 | 769 | ||||||
Income tax payable | 368 | 352 | ||||||
Total Current Liabilities | 6,194 | 6,245 | ||||||
Long-Term Liabilities | ||||||||
Deferred revenue, net of current portion | 140 | 154 | ||||||
Deferred income taxes | 61 | 79 | ||||||
Other | 229 | 241 | ||||||
Total Liabilities | 6,624 | 6,719 | ||||||
Commitments and Contingencies | ||||||||
Stockholders' Equity | ||||||||
Preferred stock: Par value $0.0001 per share; 2,000,000 shares authorized, none issued and outstanding | - | - | ||||||
Common stock: Par value $0.0001 per share; 18,000,000 shares authorized, 15,133,852 shares issued and 14,460,171 shares outstanding at September 30, 2013 and 14,813,172 shares issued and 14,139,491 shares issued and outstanding at June 30, 2013 | 2 | 2 | ||||||
Additional paid-in capital | 31,750 | 31,548 | ||||||
Accumulated other comprehensive loss | (634 | ) | (1,168 | ) | ||||
Accumulated deficit | (13,322 | ) | (14,014 | ) | ||||
Treasury stock at cost, 673,681 shares at September 30, 2013 and June 30, 2013 | (1,746 | ) | (1,746 | ) | ||||
Total Stockholders' Equity | 16,050 | 14,622 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 22,674 | $ | 21,341 |
The Accompanying Notes Are an Integral Part of these Condensed Consolidated Financial Statements |
MAM SOFTWARE GROUP, INC.
Condensed Consolidated Statements of Income and Comprehensive Income
(In thousands, except share and per share data)
For the Three Months Ended September 30, 2013 | For the Three Months Ended September 30, 2012 | |||||||
Revenues | $ | 7,561 | $ | 6,483 | ||||
Cost of revenues | 3,315 | 2,710 | ||||||
Gross Profit | 4,246 | 3,773 | ||||||
Operating Expenses | ||||||||
Research and development | 838 | 861 | ||||||
Sales and marketing | 1,153 | 812 | ||||||
General and administrative | 1,132 | 896 | ||||||
Depreciation and amortization | 266 | 290 | ||||||
Total Operating Expenses | 3,389 | 2,859 | ||||||
Operating Income | 857 | 914 | ||||||
Other Income (Expense) | ||||||||
Interest expense | (27 | ) | (41 | ) | ||||
Change in fair value of derivative liabilities | - | (206 | ) | |||||
Gain on settlement of derivative liabilities | - | 73 | ||||||
Gain on settlement of liabilities | - | 13 | ||||||
Total other expense, net | (27 | ) | (161 | ) | ||||
Income before provision for income taxes | 830 | 753 | ||||||
Provision for income taxes | 138 | 129 | ||||||
Net Income | 692 | 624 | ||||||
Foreign currency translation gain | 534 | 295 | ||||||
Total Comprehensive Income | $ | 1,226 | $ | 919 | ||||
Earnings per share attributed to common stockholders: | ||||||||
Basic | $ | 0.05 | $ | 0.05 | ||||
Diluted | $ | 0.05 | $ | 0.05 | ||||
Weighted average shares outstanding: | ||||||||
Basic | 12,708,766 | 12,968,665 | ||||||
Diluted | 12,835,432 | 13,116,886 |
The Accompanying Notes Are an Integral Part of these Condensed Consolidated Financial Statements
MAM SOFTWARE GROUP, INC. |
Calculation of Adjusted Earnings before Interest, Taxes, Depreciation, |
and Amortization (Non-GAAP) (unaudited, includes non-cash compensation and |
change in fair value of derivative liabilities.) |
Trailing Twelve | ||||||||||||
For the Quarter Ended | Months Ended | |||||||||||
September 30, | September 30, | |||||||||||
(in thousands) | 2013 | 2012 | 2013 | |||||||||
Net Income (GAAP) | $ | 692 | $ | 624 | $ | 3,081 | ||||||
Interest Expense | 27 | 41 | 132 | |||||||||
Taxes | 138 | 129 | 732 | |||||||||
Depreciation and amortization | 266 | 290 | 1,125 | |||||||||
Non-cash equity compensation | 179 | 112 | 481 | |||||||||
Gain on settlement of derivative liabilities | - | (73 | ) | (58 | ) | |||||||
Gain on settlement of liabilities | - | (13 | ) | - | ||||||||
One time expenses | 82 | - | 286 | |||||||||
Change in fair value of derivative liabilities | - | 206 | 65 | |||||||||
Adjusted EBITDA (Non-GAAP) | $ | 1,384 | $ | 1,316 | $ | 5,844 |
Maple Park, Maple Court
Tankersley, S75 3DP UK
Tel : +44 (0) 1244 311794