-----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, DhtqcAh2OXwI6KjGFZy1oiOCMQSd6+r+bcf0mmjrgERBqxjPeAdEfTFFAR27+Rfb xS6NLmnArRB9knq/ob8XpQ== 0000950137-06-011696.txt : 20061101 0000950137-06-011696.hdr.sgml : 20061101 20061101162948 ACCESSION NUMBER: 0000950137-06-011696 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061101 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061101 DATE AS OF CHANGE: 20061101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPSS INC CENTRAL INDEX KEY: 0000869570 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 362815480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22194 FILM NUMBER: 061179218 BUSINESS ADDRESS: STREET 1: 233 S WACKER DR CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3123292400 MAIL ADDRESS: STREET 1: 233 SOUTH WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 8-K 1 c09590e8vk.txt CURRENT REPORT 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) November 1, 2006 SPSS Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-22194 36-2815480 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.)
233 South Wacker Drive, Chicago, Illinois 60606 (Address of Principal Executive Offices) (Zip Code)
(312) 651-3000 (Registrant's Telephone Number, Including Area Code) Not Applicable (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): [ ] 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. On November 1, 2006, SPSS Inc. issued a press release announcing its results for its fiscal quarter ended September 30, 2006. The full text of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. The information in this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing made by SPSS under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as set forth by specific reference in such filing. ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. 99.1 SPSS Press Release, dated November 1, 2006 (furnished pursuant to Item 2.02) 2 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. SPSS INC. By: /s/ Raymond H. Panza ------------------------------------ Raymond H. Panza Executive Vice President, Corporate Operations, Dated: November 1, 2006 Chief Financial Officer and Secretary 3
EX-99.1 2 c09590exv99w1.txt PRESS RELEASE EXHIBIT 99.1 [SPSS LOGO] FOR IMMEDIATE RELEASE Contact: Marc Brailov 312-651-3459 mbrailov@spss.com SPSS REPORTS RECORD THIRD QUARTER REVENUES DRIVES 18 PERCENT INCREASE IN OPERATING INCOME CHICAGO, Ill. (USA), November 1, 2006 -- SPSS Inc. (NASDAQ: SPSS), a worldwide provider of predictive analytics software, today announced results for the quarter and nine months ended September 30, 2006. The company reported record third quarter revenues of $64.7 million, an 11 percent increase from $58.3 million in the third quarter of 2005. New license revenues were $30.0 million, up 10 percent from $27.4 million in the 2005 third quarter. For the nine months ended September 30, 2006, revenues totaled $190.4 million, a 10 percent increase from $173.8 million in the same period last year. New license revenues were $89.2 million, up 15 percent from $77.8 million in the first nine months of 2005. Operating income in the third quarter rose 18 percent to $9.6 million, or 15 percent of total revenues, from $8.2 million, or 14 percent of total revenues, in the same quarter last year. Operating income for the nine months ended September 30, 2006 increased 16 percent to $22.6 million, or 12 percent of total revenues, from $19.4 million, or 11 percent of total revenues, for the same period in 2005. Operating income for 2006 is net of the impact of charges for share-based compensation of $1.9 million and $5.0 million in the third quarter and nine-month periods, respectively, primarily reflecting the 2006 required adoption of Statement of Financial Accounting Standards (SFAS) 123R. Diluted earnings per share (EPS) in the 2006 third quarter were $0.28, compared to $0.22 for the same period last year. EPS for the nine months ended September 30, 2006 were $0.63, compared to $0.55 in the same 2005 period. The effective income tax rate for the 2006 nine-month period is estimated at 37 percent, compared with the 41 percent effective tax rate in the same period last year. Cash totaled $119.5 million as of September 30, 2006, up from $84.4 million on December 31, 2005. "Our double-digit growth in license, maintenance, and services revenues shows that we are continuing to successfully execute our sales strategy across all product lines and all geographies," said SPSS president and CEO Jack Noonan. "We're particularly pleased to see this growth while realizing increased productivity in other areas of our business. There is no question we are also benefiting from our leadership position in the predictive analytics market which continues to grow as more and more organizations worldwide recognize the value of this capability." STRENGTHENS KEY PRODUCTS In September, the company released the latest version of its flagship statistical software package, SPSS 15.0. The product's new features improve graphical and other output functionality, data and access management, as well as advanced analytics and connectivity with other SPSS products. In October, SPSS released an upgraded version of its survey research product suite, Dimensions 4.0(TM), which enables our clients to further optimize their customer-centric research processes and organizations to make stronger business decisions. OUTLOOK AND GUIDANCE "While again delivering on our short-term financial targets, we remain focused on long-term growth initiatives for increasing shareholder value," said Raymond Panza, SPSS executive vice president and CFO. "The primary factors for the future will be continued revenue growth and improved operational efficiencies. In line with these factors, we recently informed employees of our decision to close our Amsterdam research and development facility at the end of 2006, concurrent with the termination of its lease period. While the costs of this closure cannot be detailed until final approvals are obtained from the Dutch regulatory authorities, it is expected that the 2007 savings will exceed the 2006 fourth quarter expense." Panza further stated, "For the 2006 fourth quarter, revenues are expected to be between $65 million and $68 million with EPS in the range of $0.31 to $0.38. EPS for the 2006 fourth quarter include an estimated $0.05 charge for share-based compensation and assumes an effective income tax rate of 37 percent. Not included in our earnings guidance are any costs related to the announced closure of the Amsterdam facility or any charges for other possible productivity improvement initiatives." CONFERENCE CALL The company will host a conference call at 5:00 p.m. CT on November 1, 2006, to discuss its financial results. The live call will be broadcast online at www.spss.com/invest. Those interested in participating in the live call should dial 800-299-7635 in the United States and 617-786-2901 internationally. The live call pass-code is 58608377. A replay will be available via phone for one week after the call. To access it, participants should dial in the United States 888-286-8010 or 617-801-6888 internationally. Access code 89759903 is required for the replay. An archived version of the call will also be made available online at www.spss.com/invest approximately two hours after the live call. ABOUT SPSS INC. SPSS Inc. (NASDAQ: SPSS) is a leading worldwide provider of predictive analytics software and solutions. The company's offerings connect data to effective action by drawing reliable conclusions about current conditions and future events. More than 250,000 public sector, academic, and commercial customers, including 95 percent of the Fortune 1000 companies, rely on SPSS software to increase revenues, reduce costs, improve critical business processes, and detect and prevent fraud. Founded in 1968, SPSS is headquartered in Chicago, Illinois. For additional information, please visit www.spss.com. SAFE HARBOR STATEMENT This press release contains forward-looking information made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward looking statements can be identified by phrases such as "anticipates," "believes," "estimates," "expects," "plans," "intends," "could," "designed," "should be" and other similar expressions which denote expectations of future events rather than statements of fact. These forward-looking statements involve factors that are subject to risks and uncertainties. These risks and uncertainties, which may not be currently ascertainable and many of which are beyond the Company's control, may cause the Company's actual results, performance or achievements to be materially different than the results, performance or achievements expressed in or implied by the forward-looking statements. These risks and uncertainties are described in the Company's filings with the Securities and Exchange Commission ("SEC"). Copies of these filings are available either on the SEC's website at www.sec.gov or from the Company's investor relations department. In light of these risks and uncertainties, the inclusion of forward-looking statements in this press release should not be regarded as a representation by the Company that any future results, performance or achievements will be attained. These forward-looking statements speak only as of the date on which they are made. The Company assumes no obligation to update the forward-looking statements contained in this press release. SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE) (UNAUDITED)
Three Months Ended September 30, % of Total -------------------------- Revenue Yr/Yr ----------- 2006 2005 % Chg. 2006 2005 ------- ------- ------ ---- ---- Net revenues: License fees $30,013 $27,359 10% 46% 47% Maintenance 27,970 25,028 12% 43% 43% Services 6,701 5,905 13% 11% 10% ------- ------- --- --- Net revenues 64,684 58,292 11% 100% 100% ------- ------- --- --- Operating expenses: Cost of license and maintenance revenues 4,253 3,984 7% 7% 7% Sales, marketing and services 31,448 28,322 11% 49% 49% Research and development 11,414 11,213 2% 18% 19% General and administrative 7,935 6,606 20% 11% 11% ------- ------- --- --- Operating expenses 55,050 50,125 10% 85% 86% ------- ------- --- --- Operating income 9,634 8,167 18% 15% 14% ------- ------- --- --- Other income (expense): Net interest income 929 68 NM 1% -- Gain on divestiture of Sigma-series product line 1,000 -- NM 2% -- Other (2,621) (257) 920% -4% -- ------- ------- --- --- Other income (expense) (692) (189) 266% -1% -- ------- ------- --- --- Income before income taxes 8,942 7,978 12% 14% 14% Income tax expense 3,189 3,926 -19% 5% 7% ------- ------- --- --- Net income $ 5,753 $ 4,052 42% 9% 7% ======= ======= === === Basic net income per common share $ 0.29 0.23 26% Diluted net income per common share $ 0.28 0.22 27% Share data: Shares used in basic per share computation 19,697 17,901 10% Shares used in diluted per share computation 20,649 18,647 11%
SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE) (UNAUDITED)
Nine Months Ended September 30, % of Total ---------------------------- Revenue Yr/Yr ----------- 2006 2005 % Chg. 2006 2005 -------- -------- ------ ---- ---- Net revenues: License fees $ 89,198 $ 77,769 15% 47% 45% Maintenance 81,461 76,788 6% 43% 44% Service 19,730 19,272 2% 10% 11% -------- -------- --- --- Net revenues 190,389 173,829 10% 100% 100% -------- -------- --- --- Operating expenses: Cost of license and maintenance revenues 12,449 11,751 6% 6% 7% Cost of license and maintenance revenues -- software write-off 1,283 -- NM 1% -- Sales, marketing and services 93,405 87,847 6% 49% 51% Research and development 37,332 33,611 11% 20% 19% General and administrative 23,312 21,183 10% 12% 12% -------- -------- --- --- Operating expenses 167,781 154,392 9% 88% 89% -------- -------- --- --- Operating income 22,608 19,437 16% 12% 11% -------- -------- --- --- Other income (expense): Net interest income 1,934 21 NM 1% -- Gain on divestiture of Sigma-series product line 1,000 -- NM -- -- Other (4,682) (2,167) 116% -2% -1% -------- -------- --- --- Other income (expense) (1,748) (2,146) -19% -1% -1% -------- -------- --- --- Income before income taxes 20,860 17,291 21% 11% 10% Income tax expense 7,718 7,089 9% 4% 4% -------- -------- --- --- Net income $ 13,142 $ 10,202 29% 7% 6% ======== ======== === === Basic net income per common share $ 0.67 $ 0.56 20% Diluted net income per common share $ 0.63 $ 0.55 15% Share data: Shares used in basic per share computation 19,642 18,111 8% Shares used in diluted per share computation 20,885 18,546 13%
SPSS INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (IN THOUSANDS) (UNAUDITED)
SEPTEMBER 30, DECEMBER 31, 2006 2005 ------------- ------------ ASSETS Current assets Cash and cash equivalents $119,528 $ 84,408 Accounts receivable, net 47,471 42,488 Inventories, net 750 879 Deferred income taxes 5,193 5,624 Prepaid income taxes 4,899 5,067 Other current assets 4,827 5,233 -------- -------- Total current assets 182,668 143,699 Net property, equipment and leasehold improvements 18,496 20,441 Capitalized software development costs, net 30,783 28,522 Goodwill 41,655 41,207 Intangibles, net 3,490 3,627 Deferred income taxes 35,136 32,938 Other noncurrent assets 2,449 1,463 -------- -------- Total assets $314,677 $271,897 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Notes payable $ -- $ 2,500 Accounts payable 7,355 9,678 Income and value added taxes payable 7,891 9,024 Deferred revenues 67,697 63,980 Other accrued liabilities 20,853 21,102 -------- -------- Total current liabilities 103,796 106,284 Noncurrent deferred income taxes 506 449 Noncurrent notes payable -- 872 Other noncurrent liabilities 761 546 Stockholders' equity Common Stock 197 187 Additional paid-in capital 210,110 177,440 Deferred compensation (6,253) (1,069) Accumulated other comprehensive loss (4,190) (9,420) Retained earnings (Accumulated deficit) 9,750 (3,392) -------- -------- Total stockholders' equity 209,614 163,746 -------- -------- Total liabilities and stockholders' equity $314,677 $271,897 ======== ========
SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
NINE MONTHS ENDED SEPTEMBER 30, ------------------ 2006 2005 -------- ------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 13,142 $10,202 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 12,747 10,881 Deferred income taxes (1,710) 3,073 Amortization of share-based compensation 5,028 257 Write-off of software 1,283 -- Gain on sale of product line (1,000) -- Changes in assets and liabilities: Accounts receivable (3,468) 9,488 Inventories 135 (96) Prepaid and other assets 491 812 Accounts payable (2,454) (234) Accrued expenses (681) (952) Income taxes (1,137) (1,252) Deferred revenue 1,624 529 Other, net 1,952 1,390 -------- ------- Net cash provided by operating activities 25,952 34,098 -------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (4,231) (4,229) Capitalized software development costs (9,407) (8,092) Proceeds from the divestiture of Sigma-series product line 1,000 -- Purchase of business and intangibles -- (780) -------- ------- Net cash used in investing activities (12,638) (13,101) -------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Net repayments under line-of-credit agreements (3,372) (1,882) Proceeds from stock option exercises and employee stock purchase plan 18,530 4,876 Tax benefit from stock option exercises 4,340 -- -------- ------- Net cash provided by financing activities 19,498 2,994 -------- ------- Effect of exchange rates on cash 2,308 (2,021) -------- ------- Net change in cash and cash equivalents 35,120 21,970 Cash and cash equivalents at beginning of period 84,408 37,107 -------- ------- Cash and cash equivalents at end of period $119,528 $59,077 ======== =======
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