-----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, I/bx59P7W8hctDoNFMCydkS+6imQz+m9lZOD0VChxLEQB3nS4AS2FKTPcQJfOky/ tNdb8GhfOEReghVaMQgZ9w== 0000950137-08-002053.txt : 20080212 0000950137-08-002053.hdr.sgml : 20080212 20080212162922 ACCESSION NUMBER: 0000950137-08-002053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080212 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080212 DATE AS OF CHANGE: 20080212 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: 08598799 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 c23787e8vk.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) February 12, 2008 SPSS Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 000-22194 36-2815480 (State or Other Jurisdiction of (Commission (I.R.S. Employer 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 February 12, 2008, SPSS Inc. issued a press release announcing its results for its fiscal quarter and fiscal year ended December 31, 2007. 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 February 12, 2008 (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 Dated: February 12, 2008 Operations, Chief Financial Officer and Secretary 3 EX-99.1 2 c23787exv99w1.txt PRESS RELEASE FOR IMMEDIATE RELEASE (SPSS LOGO) Contact: Janine Warell 312-261-6535 jwarell@spss.com SPSS REPORTS STRONG 2007 FOURTH QUARTER, FULL YEAR RESULTS CHICAGO, Ill. (USA), February 12, 2008 -- SPSS Inc. (Nasdaq: SPSS), a global provider of predictive analytics software and solutions, today announced record revenues, operating income and earnings for its fourth quarter and fiscal year ended December 31, 2007. The Company reported fourth quarter revenues of $79.6 million, up 12 percent from $71.1 million in the same quarter of 2006. New license revenues were $42.1 million, up 18 percent from $35.8 million in the fourth quarter of 2006. Operating income increased 26 percent to $14.7 million, or 18 percent of total revenues, from $11.7 million, or 16 percent of total revenues, in the same quarter of 2006. These results include charges for share-based compensation of $2.2 million and $1.7 million in 2007 and 2006, respectively. Results for the fourth quarter of 2007 also include $2.7 million in charges for previously announced organizational restructuring and research and development (R&D) facilities consolidation compared with $0.9 million of similar charges in the same 2006 quarter. Net income for the fourth quarter of 2007 was $10.0 million, or diluted earnings per share (EPS) of $0.50, compared to $2.0 million, or $0.10 EPS, for the same period in 2006. Results for the fourth quarter of 2006 included a non-cash, non-operating income tax charge of $6.9 million, or $0.33 EPS. "The fourth quarter was a good end to a good year," said Jack Noonan, SPSS chairman, president and CEO. "Revenue growth in the quarter was powered by new sales of our data mining tools, which augmented another solid increase in new licenses of our statistical products. These trends were evident across all major geographies. We also completed sizable transactions in the quarter with customers across a broad range of industries focused on leveraging their customer relationships. This was highlighted by a 14 percent increase in new revenue from contracts over $100,000 and a 10 percent increase in the average value for such contracts. This growing revenue from enterprise-level deployments reflects continued interest in and demand for predictive analytics at the executive level. Favorable currency exchange rates also accounted for a somewhat higher growth in revenue and earnings than in previous 2007 quarters." The Company reported maintenance revenues in the 2007 fourth quarter of $30.5 million, up 10 percent from $27.8 million in the same quarter of 2006. This increase was primarily driven by the timing of the initial renewals of maintenance for new license agreements, good renewal rates of existing licenses, and foreign currency effects. Maintenance revenues in the 2007 fiscal year were $118.3 million, 41 percent of total revenues and an 8 percent increase from $109.3 million in 2006. For the 2007 fiscal year, revenues were $291.0 million, an 11 percent increase from $261.5 million in the 2006 fiscal year. New license revenues were $144.0 million, up 15 percent from $125.0 million in 2006. Operating income for the 2007 fiscal year increased 44 percent to $49.5 million, or 17 percent of total revenues, from $34.3 million, or 13 percent of total revenues, for the 2006 fiscal year. These results include charges for share-based compensation of $7.8 million and $6.7 million in 2007 and 2006, respectively. Results for the 2007 fiscal year also include charges of $4.6 million for organizational restructuring and R&D facilities consolidation compared with similar charges in 2006 of $2.2 million, including $1.3 million for the write-off of obsolete purchased software. Net income in 2007 was $33.7 million, or $1.65 EPS, compared to 2006 net income of $15.1 million, or $0.73 EPS. Fiscal year 2006 results included a non-cash, non-operating income tax charge of $6.9 million, or $0.34 EPS. Noonan continued, "The year was marked by several trends in our business that we believe will continue into 2008. The first was strong growth in revenues from our market-leading predictive analytics statistical and data mining tools. Second, revenue growth was highest among commercial customers, as evidenced by major deals completed with firms in industries with large direct customer bases such as consumer products, insurance and telecommunications. The third trend was a growing number of transactions done with our alliances and partners, confirming the validity of our partnering strategy and demonstrating the value that SPSS predictive analytics technology adds to other strategic applications." Cash at December 31, 2007 was $306.9 million, up from $140.2 million at December 31, 2006 and $297.1 million at September 30, 2007. Cash flow from operations in the fourth quarter of 2007 was $33.4 million compared to $22.3 million for the same quarter in 2006. For the 2007 fiscal year, cash flow from operations was $84.9 million up from $48.2 million for the 2006 fiscal year. SHARE BUY-BACK As previously announced, the SPSS Board of Directors authorized the Company to repurchase up to a maximum of two million shares of issued and outstanding common stock and up to $20.0 million principal amount of issued and outstanding convertible notes. This authorization extends until December 31, 2008. In the fourth quarter of 2007, the Company purchased 607,200 shares of its issued and outstanding common stock pursuant to this repurchase program. This purchase was in addition to the 1.5 million shares purchased in the first quarter of 2007 in connection with the convertible debt offering, bringing total shares purchased during 2007 to 2.1 million, or 11 percent of the shares outstanding at December 31, 2006. The shares purchased during 2007 were acquired at an average price of $33.79 per share for a total cash cost of $71.8 million. Since December 31, 2007, the Company has purchased an additional 853,800 shares of its issued and outstanding common stock pursuant to the repurchase program. Currently, 539,000 shares of common stock remain available for repurchase under this program. Repurchases are not mandatory and will be made from time to time based on the availability of alternative investment opportunities and market conditions. OUTLOOK AND GUIDANCE "In addition to solid execution by our sales organization and improved operating performance, we benefited in the fourth quarter from productivity gains and cost management initiatives as well as favorable currency exchange rates," said Raymond Panza, SPSS executive vice president and chief financial officer. "Margin expansion continued into the fourth quarter as growth in revenue was efficiently realized through lower costs resulting in higher operating income. Even with restructuring charges, costs related to facility closures, and higher share-based compensation expense, we achieved record operating margins for both the quarter and full fiscal year. Our balance sheet has become stronger and we are generating sustainable cash flow." Panza continued, "While cautious about 2008 given the current economic environment, we believe demand for predictive analytics software will continue to grow and, in 2008, total revenue will grow at approximately the same rate as in 2007, excluding the effects of currency. For the 2008 first quarter, revenues are expected to be between $73.0 million and $75.0 million with EPS in the range of $0.40 to $0.45. For the 2008 fiscal year, we expect revenues of between $305.0 million and $315.0 million, with EPS in the range of $1.85 to $1.95. This guidance assumes an expected effective income tax rate of 39 percent and includes expected expense for share based compensation of $0.07 and $0.26 per share for the 2008 first quarter and fiscal year, respectively." CONFERENCE CALL The company will host a conference call at 5 p.m. CT/6 p.m. ET on February 12, 2008, 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 866-713-8564 in the United States and 617-597-5312 internationally. The live call pass-code is 82431359. 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 40778949 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 global provider of predictive analytics software and solutions. The company's predictive analytics technology improves business processes by giving organizations forward visibility for decisions made every day. By incorporating predictive analytics into their daily operations, organizations become Predictive Enterprises--able to direct and automate decisions to meet business goals and achieve a measurable competitive advantage. More than 250,000 public sector, academic, and commercial customers rely on SPSS technology to help increase revenue, reduce costs, and detect and prevent fraud. Founded in 1968, SPSS is headquartered in Chicago, Illinois. For more information, please visit www.spss.com. SAFE HARBOR STATEMENT In addition to historical information, this press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including without limitation, statements regarding the Company's expectations, beliefs, intentions or future strategies that are signified by the words "expects," "anticipates," "intends," "believes," "estimates" or similar language. All forward-looking statements included in this document are based on information available to the Company on the date hereof. The Company cautions investors that its business and financial performance and the matters described in these forward-looking statements are subject to substantial risks and uncertainties. Because of these risks and uncertainties, some of which may not be currently ascertainable and many of which are beyond the Company's control, actual results could differ materially from those expressed in or implied by the forward-looking statements. The potential risks and uncertainties that could cause results to differ materially include, but are not limited to: the Company's ability to predict revenue, the Company's ability to respond to rapid technological changes, a potential loss of relationships with third parties from whom the Company licenses certain software, fluctuations in currency exchange rates, the impact of new accounting pronouncements, increased competition and risks associated with product performance and market acceptance of new products. A detailed discussion of other risk factors that affect the Company's business is contained in the Company's Annual Reports on Form 10-K, particularly under the heading "Risk Factors." The Company does not intend to update these forward-looking statements to reflect actual future events. SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE) (UNAUDITED)
Three Months Ended December 31, -------------------------- % of Total Revenue Yr/Yr ------------------ 2007 2006 % Chg. 2007 2006 ------- ------- ------ ---- ---- Net revenues: License $42,139 $35,819 18% 53% 50% Maintenance 30,462 27,816 10% 38% 39% Services 7,031 7,508 -6% 9% 11% ------- ------- --- --- Net revenues 79,632 71,143 12% 100% 100% ------- ------- --- --- Operating expenses: Cost of license and maintenance revenues 4,658 5,030 -7% 6% 7% Sales, marketing and services 37,547 30,722 22% 47% 43% Research and development 14,196 14,263 0% 18% 20% General and administrative 8,544 9,433 -9% 11% 14% ------- ------- --- --- Operating expenses 64,945 59,448 9% 82% 84% ------- ------- --- --- Operating income 14,687 11,695 26% 18% 16% ------- ------- --- --- Other income (expense): Net interest income 2,407 1,205 100% 3% 2% Other (277) 701 NM 0% 1% ------- ------- --- --- Other income (expense) 2,130 1,906 12% 3% 3% ------- ------- --- --- Income before income taxes 16,817 13,601 24% 21% 19% Income tax expense 6,806 11,603 -41% 8% 16% ------- ------- --- --- Net income $10,011 $ 1,998 401% 13% 3% ======= ======= === === Basic net income per common share $ 0.53 $ 0.10 430% Diluted net income per common share $ 0.50 $ 0.10 400% Share data: Shares used in basic per share computation 18,969 19,733 -4% Shares used in diluted per share computation 20,120 20,794 -3%
SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE) (UNAUDITED)
Year Ended December 31, ---------------------------- % of Total Revenue Yr/Yr ------------------ 2007 2006 % Chg. 2007 2006 -------- -------- ------ ---- ---- Net revenues: License $143,954 $125,017 15% 49% 48% Maintenance 118,312 109,277 8% 41% 42% Service 28,734 27,238 5% 10% 10% -------- -------- --- --- Net revenues 291,000 261,532 11% 100% 100% -------- -------- --- --- Operating expenses: Cost of license and maintenance revenues 17,728 17,479 1% 6% 7% Cost of license and maintenance revenues -- software write-off -- 1,283 -100% -- 0% Sales, marketing and services 139,386 124,127 12% 48% 47% Research and development 50,640 51,595 -2% 17% 20% General and administrative 33,789 32,745 3% 12% 13% -------- -------- --- --- Operating expenses 241,543 227,229 6% 83% 87% -------- -------- --- --- Operating income 49,457 34,303 44% 17% 13% -------- -------- --- --- Other income (expense): Net interest income 7,964 3,139 154% 3% 1% Gain on divestiture of Sigma-series product line -- 1,000 -100% 0% 1% Other (1,812) (3,981) -54% -1% -2% -------- -------- --- --- Other income (expense) 6,152 158 NM 2% 0% -------- -------- --- --- Income before income taxes 55,609 34,461 61% 19% 13% Income tax expense 21,884 19,321 13% 7% 7% -------- -------- --- --- Net income $ 33,725 $ 15,140 123% 12% 6% ======== ======== === === Basic net income per common share $ 1.77 $ 0.78 127% Diluted net income per common share $ 1.65 $ 0.73 126% Share data: Shares used in basic per share computation 19,106 19,451 -2% Shares used in diluted per share computation 20,440 20,645 -1%
SPSS INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (IN THOUSANDS) (UNAUDITED)
DECEMBER 31, DECEMBER 31, 2007 2006 ------------ ------------ ASSETS Current assets Cash and cash equivalents $306,930 $140,203 Accounts receivable, net 56,580 53,814 Inventories, net 698 752 Deferred income taxes 3,964 3,784 Prepaid income taxes 3,301 3,285 Other current assets 4,162 4,692 -------- -------- Total current assets 375,635 206,530 Net property, equipment and leasehold improvements 16,429 17,708 Capitalized software development costs, net 34,140 31,583 Goodwill 42,093 41,923 Intangibles, net 3,273 3,470 Deferred income taxes 22,731 28,714 Other noncurrent assets 6,759 2,566 -------- -------- Total assets $501,060 $332,494 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 7,759 $ 6,496 Income and value added taxes payable 14,737 10,249 Deferred revenues 83,862 73,483 Other accrued liabilities 32,988 24,203 -------- -------- Total current liabilities 139,346 114,431 Long-term debt 150,000 -- Noncurrent deferred income taxes 784 795 Other noncurrent liabilities 1,577 745 Stockholders' equity Common Stock 189 198 Additional paid-in capital 175,267 205,912 Accumulated other comprehensive income (loss) 2,696 (1,335) Retained earnings 43,881 11,748 Treasury stock (12,680) -- -------- -------- Total stockholders' equity 209,353 216,523 -------- -------- Total liabilities and stockholders' equity $501,060 $332,494 ======== ========
SPSS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
YEAR ENDED DECEMBER 31, ------------------- 2007 2006 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 33,725 $ 15,140 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 18,220 16,536 Deferred income taxes 10,627 9,844 Excess tax benefit from share-based compensation (5,402) (3,434) Amortization of share-based compensation 7,772 6,704 Asset impairment and cost management charges 2,310 1,283 Gain on sale of product line -- (1,000) Changes in assets and liabilities: Accounts receivable (97) (8,872) Inventories 60 136 Prepaid and other assets 623 676 Accounts payable 1,079 (3,382) Accrued expenses 7,385 2,403 Income taxes 3,772 2,755 Deferred revenue 6,964 5,898 Other (2,148) 3,523 -------- -------- Net cash provided by operating activities 84,890 48,210 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (5,698) (4,287) Capitalized software development costs (13,232) (12,761) Proceeds from the divestiture of Sigma-series product line -- 1,000 -------- -------- Net cash used in investing activities (18,930) (16,048) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 150,000 -- Debt issuance costs (4,281) -- Purchases of common stock (71,819) -- Proceeds from stock option exercises and employee stock purchase plan 16,698 19,884 Tax benefit from stock option exercises 5,402 3,434 Net repayments under line-of-credit agreements -- (3,372) -------- -------- Net cash provided by financing activities 96,000 19,946 -------- -------- Effect of exchange rates on cash 4,767 3,687 -------- -------- Net change in cash and cash equivalents 166,727 55,795 Cash and cash equivalents at beginning of period 140,203 84,408 -------- -------- Cash and cash equivalents at end of period $306,930 $140,203 ======== ========
SPSS INC. AND SUBSIDIARIES SUPPLEMENTAL INFORMATION--EFFECT OF SHARE-BASED COMPENSATION ON OPERATING INCOME (IN THOUSANDS, EXCEPT PERCENT AMOUNTS) (UNAUDITED)
Three Months Ended December 31, --------------------------------------------------------- Adjusted To Exclude Share-Based Share-Based Reported--GAAP Compensation Compensation ----------------- ----------------- ----------------- 2007 2006 2007 2006 2007 2006 ------- ------- ------- ------- ------- ------- Net revenues $79,632 $71,143 $ -- $ -- $79,632 $71,143 ------- ------- ------- ------- ------- ------- Operating expenses: Cost of license and maintenance revenues 4,658 5,030 -- -- 4,658 5,030 Sales, marketing and services 37,547 30,722 447 660 37,100 30,062 Research and development 14,196 14,263 335 504 13,861 13,759 General and administrative 8,544 9,433 1,447 512 7,097 8,921 ------- ------- ------- ------- ------- ------- Operating expenses 64,945 59,448 2,229 1,676 62,716 57,772 ------- ------- ------- ------- ------- ------- Operating income $14,687 $11,695 $(2,229) $(1,676) $16,916 $13,371 ======= ======= ======= ======= ======= ======= Operating income as % of revenues 18% 16% 21% 19% ======= ======= ======= ======= Diluted net income per common share $ 0.50 $ 0.10 $ (0.07) $ (0.05) $ 0.57 $ 0.15 ======= ======= ======= ======= ======= =======
Year Ended December 31, ------------------------------------------------------------- Adjusted To Exclude Share-Based Share-Based Reported--GAAP Compensation Compensation ------------------- ----------------- ------------------- 2007 2006 2007 2006 2007 2006 -------- -------- ------- ------- -------- -------- Net revenues $291,000 $261,532 $ -- $ -- $291,000 $261,532 ------- -------- ------- ------- -------- -------- Operating expenses: Cost of license and maintenance revenues 17,728 17,479 -- -- 17,728 17,479 Cost of license and maintenance revenues -- software write-off -- 1,283 -- -- -- 1,283 Sales, marketing and services 139,386 124,127 1,406 2,022 137,980 122,105 Research and development 50,640 51,595 1,302 1,425 49,338 50,170 General and administrative 33,789 32,745 5,064 3,257 28,725 29,488 -------- -------- ------- ------- -------- -------- Operating expenses 241,543 227,229 7,772 6,704 233,771 220,525 -------- -------- ------- ------- -------- -------- Operating income $ 49,457 $ 34,303 $(7,772) $(6,704) $ 57,229 $ 41,007 ======== ======== ======= ======= ======== ======== Operating income as % of revenues 17% 13% 20% 16% ======== ======== ======== ======== Diluted net income per common share $ 1.65 $ 0.73 $ (0.24) $ (0.20) $ 1.89 $ 0.93 ======== ======== ======= ======= ======== ========
NOTE - Share-Based Compensation On January 1, 2006, the Company adopted the provisions of SFAS No. 123(R), Share-Based Payment ("SFAS No. 123(R)" or the "Statement") using the modified prospective method. SFAS No. 123(R) focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. Prior to the adoption of SFAS No. 123(R), the Company followed the intrinsic value method in accordance with APB No. 25 to account for its employee stock options and share-based awards issued before 2006. The Company has provided the effects of share-based compensation to show the effects of share-based compensation and the related effects on operating income and diluted net income per common share. -----END PRIVACY-ENHANCED MESSAGE-----