-----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, ABp3eup5u8+cPdaiOL6M4uSggZWeuj5fLLiqotA12ilTn8gH2Dxe7vqTI8Yrz61Q BOjJ8zZBeJqET32X5+I34A== 0000950134-03-007039.txt : 20030502 0000950134-03-007039.hdr.sgml : 20030502 20030502123826 ACCESSION NUMBER: 0000950134-03-007039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030501 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TYLER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000860731 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 752303920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 03678835 BUSINESS ADDRESS: STREET 1: 2800 W MOCKINGBIRD LANE CITY: DALLAS STATE: TX ZIP: 75235 BUSINESS PHONE: 2147547800 MAIL ADDRESS: STREET 1: 2121 SAN JACINTO STREET STREET 2: SUITE 3200 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: TYLER THREE INC DATE OF NAME CHANGE: 19600201 FORMER COMPANY: FORMER CONFORMED NAME: TYLER CORP /NEW/ DATE OF NAME CHANGE: 19930328 8-K 1 d05427e8vk.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 ---------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ---------- May 2, 2003 (May 1, 2003) Date of Report (Date of earliest event reported) TYLER TECHNOLOGIES, INC. ------------------------ (Exact name of registrant as specified in its charter) Delaware 1-10485 75-2303920 -------- ------- ---------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation or organization) 5949 Sherry Lane, Suite 1400 Dallas, Texas 75225 ------------------- (Address of principal executive offices) (972) 713-3700 -------------- (Registrant's telephone number, including area code) ================================================================================ Item 5. Other Events. On May 1, 2003, Tyler Technologies, Inc. issued the earnings news release announcing results from operations and financial condition for the three months ended March 31, 2003, attached hereto as Exhibit 99.1, which news release is incorporated by reference herein. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 News Release issued by Tyler Technologies, Inc. dated May 1, 2003. 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. TYLER TECHNOLOGIES, INC. Date: May 2, 2003 By: /s/ Theodore L. Bathurst ---------------------------------- Theodore L. Bathurst Vice President and Chief Financial Officer (principal financial officer) INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 News Release issued by Tyler Technologies, Inc. dated May 1, 2003.
EX-99.1 3 d05427exv99w1.txt NEWS RELEASE EXHIBIT 99.1 Contact: Brian K.Miller Vice President - Finance Tyler Technologies, Inc. (972) 713-3720 bmiller@tylertechnologies.com FOR IMMEDIATE RELEASE TYLER TECHNOLOGIES REPORTS FIRST QUARTER 2003 EARNINGS OPERATING INCOME INCREASES 75% ON 12% REVENUE GROWTH DALLAS, TEXAS, MAY 1, 2003 -- Dallas-based Tyler Technologies, Inc. (NYSE: TYL) today reported earnings for the quarter ended March 31, 2003. Tyler provides a broad array of software products and related professional services to meet the information management needs of counties, cities, schools and other local government offices nationwide. Revenues for the quarter ended March 31, 2003 increased 12% to $32.3 million from $28.9 million in the quarter ended March 31, 2002. Operating income for the quarter ended March 31, 2003 was $1.8 million, an increase of 75% compared with operating income of $1.0 million in the same quarter of 2002. Net income for the three months ended March 31, 2003 amounted to $17.3 million, or $0.36 per diluted share. Included in first quarter 2003 net income is a gross realized gain of $23.2 million ($16.2 million, or $0.34 per share after income taxes) in connection with the cash sale of Tyler's entire investment in H.T.E., Inc (HTE). Net income for the quarter ended March 31, 2002 was $562,000, or $0.01 per share. For the first quarter of 2003, EBITDA, or earnings before interest, income taxes, depreciation and amortization, amounted to $27.1 million, or $0.57 per share (including $23.2 million, or $0.49 per share, relating to the gross realized gain on the sale of Tyler's investment in HTE). EBITDA for the first quarter of 2002 amounted to $3.0 million, or $0.06 per share. "We are pleased to report a continuation of positive trends in Tyler's revenues and earnings," said John M. Yeaman, Tyler's President and Chief Executive Officer. "Our software-related revenues (software licenses, software services, and maintenance) grew in the aggregate 23% over the first quarter of 2002. This increase reflects continued success in our strategy to grow through geographic expansion and to expand our business with larger governments. The growth in our software-related revenues was offset somewhat by a 13% reduction in our appraisal services revenues following the completion of our initial three-year reassessment contract with Nassau County, New York. In addition, our first quarter gross margin increased to 36% from 34% last year." -MORE- Tyler Technologies Reports First Quarter 2003 Earnings May 1, 2003 Page 2 Mr. Yeaman added, "Including the cash we received from the sale of our investment in HTE, we ended the quarter with cash and short-term investments of over $45 million. As we previously stated, we believe that the repurchase of Tyler common stock represents an excellent opportunity for the use of a portion of our excess cash. During the first quarter of 2003, we repurchased in the open market 875,200 shares of Tyler common stock at an average cost of $3.77 per share. We also recently announced a modified "Dutch auction" tender offer to repurchase up to 4.2 million additional shares of our stock at a price between $3.60 and $4.00 per share. That tender offer will close on May 12, 2003, unless extended by Tyler. "Our outlook for 2003 remains positive and our guidance for the full year 2003 is unchanged, except for the addition of the gain on the sale of our investment in HTE. We still expect that total revenues will grow between 8% and 10% over 2002, and fully diluted earnings per share for the year 2003 is expected to be between $0.50 and $0.52 per share, including $0.34 from the gain on the sale of our investment in HTE. EBITDA is expected to be $44 - $46 million for 2003, including the $23 million gain on the sale of the HTE investment," noted Mr. Yeaman. Tyler Technologies has scheduled a conference call for May 2 at 10:00 a.m. Central Time, to discuss the Company's first quarter 2003 earnings. The conference call can be accessed by visiting the Company's homepage at http://www.tylertechnologies.com. A replay will be available on Tyler's Web site following the conference call. Based in Dallas, Tyler Technologies is a leading provider of end-to-end information management solutions and services to local governments. Tyler partners with clients to make local government more accessible to the public, more responsive to needs of citizens, and more efficient. Tyler's client base includes nearly 6,000 local government offices in 49 states, Canada and Puerto Rico. More information about Tyler Technologies can be found on the World Wide Web at www.tylertechnologies.com. Tyler Technologies, Inc. has included in this press release "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 concerning its business and operations. Tyler Technologies expressly disclaims any obligation to release publicly any updates or revisions to these forward-looking statements to reflect any change in its expectations. These expectations and the related statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to, changes in competition, changes in general economic conditions, changes in the budgets and regulatory environments of the Company's customers, risks associated with the development of new products and the enhancement of existing products, the ability to attract and retain qualified personnel, and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission. (Comparative results follow) #### TYLER TECHNOLOGIES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands)
MARCH 31, 2003 December 31, (unaudited) 2002 ------------ -------------- ASSETS Current assets: Cash and cash equivalents $ 30,044 $ 13,744 Short-term investments 15,001 -- Accounts receivable, net 33,522 33,510 Other current assets 3,829 4,009 Deferred income taxes 1,197 1,197 ------------ -------------- Total current assets 83,593 52,460 Property and equipment, net 6,595 6,819 Investment in H.T.E., Inc. -- 27,196 Goodwill and other intangibles, net 83,104 82,886 Other 297 484 ------------ -------------- Total assets $ 173,589 $ 169,845 ============ ============== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities $ 43,886 $ 40,226 Long-term obligations, less current portion -- 2,550 Deferred income taxes 4,418 8,413 Shareholders' equity 125,285 118,656 ------------ -------------- Total liabilities and shareholders' equity $ 173,589 $ 169,845 ============ ==============
TYLER TECHNOLOGIES, INC. CONDENSED CONSOLIDATED INCOME STATEMENTS (Amounts in thousands, except per share data) (unaudited)
Three Months Ended March 31, ----------------------------- 2003 2002 ------------- ------------- Revenues(1) $ 32,325 $ 28,922 Cost of revenues(1) 20,681 19,188 ------------- ------------- Gross profit 11,644 9,734 Selling, general and administrative expenses 9,101 7,895 Amortization of acquisition intangibles 785 834 ------------- ------------- Operating income 1,758 1,005 Realized gain on sale of investment in H.T.E., Inc. 23,233 -- Legal fees associated with investment in H.T.E., Inc. -- (125) Interest income 9 37 ------------- ------------- Income before income taxes 25,000 917 Income tax provision 7,704 355 ------------- ------------- Net income $ 17,296 $ 562 ============= ============= Earnings per common share: Basic $ 0.38 $ 0.01 ============= ============= Diluted $ 0.36 $ 0.01 ============= ============= EBITDA(2) $ 27,145 $ 2,972 ============= ============= EBITDA per diluted share $ 0.57 $ 0.06 ============= ============= Weighted average common shares outstanding: Basic 45,951 47,386 Diluted 47,738 49,725
(1) Previously reported net revenues and cost of revenues were recast to reclassify as revenues certain expenses reimbursable from customers. (2) EBITDA consists of income before interest, income taxes, depreciation and amortization. Although EBITDA is not a calculation in accordance with accounting principles generally accepted in the United States (GAAP), we believe that EBITDA is widely used as a measure of operating performance. Nevertheless, the measure should not be considered in isolation or as a substitute for operating income, cash flows from operating activities or any other measure for determining operating activities or any other measure for determining operating performance or liquidity that is calculated in accordance with GAAP. In addition, since all companies do not calculate EBITDA in the same manner, this measure may not be comparable to similarly titled measures reported by other companies. The following reconciles EBITDA to income before income taxes for the periods presented.
Three Months Ended March 31, ------------------------------ 2003 2002 ------------- ------------- Income before income taxes $ 25,000 $ 917 Amortization of acquisition intangibles 785 834 Depreciation and other amortization included in cost of revenues and selling, general and administrative expenses 1,369 1,258 Interest income (9) (37) ------------- ------------- EBITDA (2003 includes $23,233 gross realized gain on sale of investment in H.T.E., Inc.) $ 27,145 $ 2,972 ============= =============
-----END PRIVACY-ENHANCED MESSAGE-----