-----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, NIxez2vkOfzXC1ok+NONeilTFDuMuErWe/RtCvcDmnMDwYTtfI9+hgcGjgNc4xvx LLbjpycGbExPqA2WCeKS5Q== 0001157523-08-003000.txt : 20080417 0001157523-08-003000.hdr.sgml : 20080417 20080417161538 ACCESSION NUMBER: 0001157523-08-003000 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080417 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080417 DATE AS OF CHANGE: 20080417 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREMIERE GLOBAL SERVICES, INC. CENTRAL INDEX KEY: 0000880804 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 593074176 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13577 FILM NUMBER: 08762307 BUSINESS ADDRESS: STREET 1: 3280 PEACHTREE RD NW STREET 2: THE TERMINUS BUILDING, SUITE 1000 CITY: ATLANTA STATE: GA ZIP: 30305-2422 BUSINESS PHONE: 4042628400 MAIL ADDRESS: STREET 1: 3280 PEACHTREE RD NW STREET 2: THE TERMINUS BUILDING, SUITE 1000 CITY: ATLANTA STATE: GA ZIP: 30305-2422 FORMER COMPANY: FORMER CONFORMED NAME: PTEK HOLDINGS INC DATE OF NAME CHANGE: 20000306 FORMER COMPANY: FORMER CONFORMED NAME: PREMIERE TECHNOLOGIES INC DATE OF NAME CHANGE: 19951219 8-K 1 a5661212.htm PREMIERE GLOBAL SERVICES, INC. 8-K

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) April 17, 2008


PREMIERE GLOBAL SERVICES, INC.

(Exact Name of Registrant as Specified in Its Charter)

GEORGIA

(State or Other Jurisdiction of Incorporation)

 

000-27778

 

59-3074176

(Commission File Number)

 

(IRS Employer Identification No.)

3280 Peachtree Road, NW, Suite 1000, Atlanta, Georgia 30305

(Address of Principal Executive Offices)   (Zip Code)

404-262-8400

(Registrant’s Telephone Number, Including Area Code)

 

(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 April 17, 2008, Premiere Global Services, Inc. issued a press release reporting on its financial results for the quarter ended March 31, 2008. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information included or incorporated in Item 2.02 of this report, including Exhibit 99.1, is being furnished to the Securities and Exchange Commission and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01     Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release dated April 17, 2008.
2

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.

PREMIERE GLOBAL SERVICES, INC.

 

 

Date: April 17, 2008 By:

/s/ Michael E. Havener

Michael E. Havener

Chief Financial Officer
(principal financial and accounting officer)

3

EXHIBIT INDEX

99.1

Press Release dated April 17, 2008.

4

EX-99.1 2 a5661212-ex991.htm EXHIBIT 99.1

Exhibit 99.1

Premiere Global Services Reports First Quarter 2008 Results:
Revenues up 13% to $152.9M, Pro Forma Diluted EPS up 32% to $0.25(a)

ATLANTA--(BUSINESS WIRE)--Premiere Global Services, Inc. (NYSE: PGI), a global provider of on-demand, communication technologies-based business process improvement solutions, today announced results for the first quarter ended March 31, 2008.

Consolidated net revenues increased 12.7% to $152.9 million in the first quarter of 2008, compared to $135.6 million in the first quarter of 2007. In the first quarter of 2008, operating income totaled $19.6 million, net income totaled $12.0 million and diluted EPS totaled $0.20, compared to $14.7 million, $8.9 million and $0.13, respectively, in the first quarter of 2007. Pro forma diluted EPS totaled $0.25(a) in the first quarter of 2008, excluding equity-based compensation of $3.5 million, amortization of $4.2 million and other insignificant items.

“We are very pleased with our first quarter financial results, but we are even more excited about the progress our Company is making toward our goal of becoming the leading provider of communication technologies for business process improvement,” said Boland T. Jones, Founder, Chairman and CEO of Premiere Global Services, Inc. “The value our PGi Communications Operating System provides to our customers, we believe, is illustrated by our solid performance against the headwinds of a slow economy and tighter capital spending.”

First Quarter 2008 Accomplishments

  • Sold additional PGiSMCOS solutions to 500 existing customers, and sold more than 170 new customers multiple PGiCOS solutions at the time of initial contract.
  • Generated greater than 5,000 leads on the web, resulting in more than 1,000 new customers for our SMB sales channel.

  • Enhanced our web site at PGiConnect.com with a new developer community and a new customer video testimonial section.
  • Launched new PGiCOS applications, including PGiNotifySMMeds and the PGi Accounts Receivable Management Portal.

PGi Communications Operating System Revenue Detail

Conferencing & Collaboration Solutions remains the largest of the PGi Communications Operating System’s five solution sets. Conferencing & Collaboration Solutions revenue grew by 23.9% to $105.1 million in the first quarter of 2008, versus $84.8 million in the first quarter of 2007.

In the first quarter of 2008, revenue in the Company’s reportable segments increased from the comparable prior year quarter as follows:

  • North America grew 8.0% to $95.0 million, versus $88.0 million;
  • Europe increased 20.5% to $30.0 million, versus $24.9 million and;
  • Asia Pacific grew 22.9% to $27.9 million, versus $22.7 million.

Financial Outlook

The following statements are based on Premiere Global Services’ current expectations as of April 17, 2008. These statements contain forward-looking statements and Company estimates, and actual results may differ materially. The Company assumes no duty to update any forward-looking statements made in this press release. A discussion concerning forward-looking statements is included at the end of this press release and in the Company’s filings with the Securities and Exchange Commission.

The Company reaffirms its previous financial outlook for 2008 as follows: revenues are projected to increase greater than 10% and diluted EPS is projected to grow at least 20% in 2008 compared to 2007. Capital expenditures are expected to decline as a percentage of revenues in 2008 from 2007 levels.

(a) To supplement the Company’s consolidated financial statements presented in accordance with GAAP, we have included the following non-GAAP measures of financial performance: pro forma operating income, pro forma net income and pro forma diluted EPS. Management uses these measures internally as a means of analyzing the Company’s current and future financial performance and identifying trends in our financial condition and results of operations. We have provided this information to investors to assist in meaningful comparisons of past, present and future operating results and to assist in highlighting the results of ongoing core operations. Please see the table attached for calculation of these non-GAAP financial measures and for reconciliation to the most directly comparable GAAP measures. These non-GAAP financial measures may differ materially from comparable or similarly titled measures provided by other companies and should be considered in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with GAAP.


Conference Call

The Company will hold a conference call at 5:00 p.m. Eastern this afternoon to discuss these results. To participate in the call, please dial-in to the appropriate number 5-10 minutes prior to the scheduled start time: (888) 737-3662 (US & Canada) or (913) 312-1226 (International). The conference call will be simultaneously broadcast over the Internet via SoundCast®, a Premiere Global service, and can be accessed at PremiereGlobal.com/IR. You may also follow this link for details on the Internet replay, podcast and for the text of the earnings release, including the financial and statistical information to be presented in the call.

A replay will be available following the call at 8:00 p.m. Eastern tonight through midnight Eastern April 25, 2008, and can be accessed by calling (888) 203-1112 (US & Canada) or (719) 457-0820 (International). The confirmation code is 7877684. The Webcast of this call will be archived on the Company’s Website at PremiereGlobal.com/IR.

About Premiere Global Services, Inc.

Premiere Global Services, Inc. is a global provider of on-demand, communication technologies-based business process improvement solutions. Our Premiere Global Communications Operating System supports business applications within the following solution sets: Conferencing & Collaboration, Desktop Document Solutions, Enterprise Document Solutions, Notifications & Reminders, and eMarketing.

Headquartered in Atlanta, Georgia, and with presence in 23 countries worldwide, Premiere Global delivers solutions to an established customer base of over 50,000 companies, including nearly 95% of the Fortune 500. Additional information can be found at PremiereGlobal.com.

Statements made in this press release, other than those concerning historical information, should be considered forward-looking and subject to various risks and uncertainties. Such forward-looking statements are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management's current expectations or beliefs as well as assumptions made by, and information currently available to, management. A variety of factors could cause actual results to differ materially from those anticipated in Premiere Global Services' forward-looking statements, including, but not limited to, the following factors: competitive pressures, including pricing pressures; technological change; the development of alternatives to our services; market acceptance of our new services and enhancements; integration of acquired companies; service interruptions; increased financial leverage; our dependence on our subsidiaries for cash flow; continued weakness in our legacy broadcast fax business; foreign currency exchange rates; possible adverse results of pending or future litigation or infringement claims; federal or state legislative or regulatory changes, including government regulations applicable to traditional telecommunications service providers; general domestic and international economic, business or political conditions; and other factors described from time to time in our press releases, reports and other filings with the SEC, including but not limited to the "Risk Factors" sections of our Annual Report on Form 10-K for the year ended December 31, 2007. All forward-looking statements attributable to us or a person acting on our behalf are expressly qualified in their entirety by this cautionary statement.


PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
     
 
Three Months Ended
March 31,
  2008     2007  
(Unaudited)
 
Net revenues $ 152,854 $ 135,626
Operating expenses
Cost of revenues (exclusive of depreciation and amortization shown separately below) 61,662 53,896
Selling and marketing 40,214 36,468
General and administrative 16,233 16,573
Research and development 3,696 3,431
Depreciation 7,247 7,089
Amortization 4,243 3,552
Restructuring costs   -     (130 )
Total operating expenses 133,295 120,879
 
Operating income   19,559     14,747  
 
Other (expense) income
Interest expense (4,629 ) (2,302 )
Interest income 213 100
Other, net   837     458  
Total other (expense) income   (3,579 )   (1,744 )
 
Income before income taxes 15,980 13,003
Income tax expense   3,960     4,056  
Net Income $ 12,020   $ 8,947  
 
 
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING:   59,331     67,697  
 
Basic earnings per share from net income $ 0.20   $ 0.13  
 
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING:   60,497     68,776  
 
Diluted earnings per share from net income $ 0.20   $ 0.13  

PREMIERE GLOBAL SERVICES, INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
     
March 31, December 31,
  2008     2007  
(Unaudited)
ASSETS
CURRENT ASSETS
Cash and equivalents $ 22,753

$

18,259

Accounts receivable (less allowances of
$4,001 and $4,526, respectively) 101,939 89,683
Prepaid expenses and other current assets 9,256 13,066
Deferred income taxes, net   8,595     5,522  
Total current assets 142,543 126,530
 
PROPERTY AND EQUIPMENT, NET 119,713 110,767
 
OTHER ASSETS
Goodwill 340,602 337,246
Intangibles, net of amortization 39,660 43,115
Deferred income taxes, net - 1,018
Other assets   9,510     5,411  
$ 652,028   $ 624,087  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 55,831 $ 51,631
Income taxes payable 5,922 4,497
Accrued taxes 4,378 8,076
Accrued expenses 36,238 37,276
Current maturities of long-term debt and capital lease obligations 1,915 1,664
Accrued restructuring costs   1,006     1,717  
Total current liabilities 105,290 104,861
 
LONG-TERM LIABILITIES
Long-term debt and capital lease obligations 271,704 267,817
Accrued restructuring costs 1,385 1,575
Accrued expenses 9,747 7,627
Deferred income taxes, net   1,476     -  
Total long-term liabilities 284,312 277,019
 
SHAREHOLDERS' EQUITY
Common stock $0.01 par value; 150,000,000 shares authorized, 61,743,950 and 61,755,728 shares issued and outstanding in 2008 and 2007, respectively
 
617 618
Additional paid-in capital 551,247 548,418
Notes receivable, shareholder (1,727 ) (1,702 )
Cumulative translation adjustment 15,919 10,523
Accumulated deficit   (303,630 )   (315,650 )
Total shareholders' equity   262,426     242,207  
$ 652,028   $ 624,087  

PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
       
 
 
Three Months Ended
March 31,
  2008     2007  
(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 12,020 $ 8,947
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 7,247 7,089
Amortization 4,243 3,552
Amortization of deferred financing costs 141 128
Deferred income taxes, net of effect of acquisitions 178 (1,675 )
Restructuring costs - (130 )
Payments for restructuring costs (929 ) (1,934 )
Payments for discontinued operations - (244 )
Equity-based compensation 3,462 2,775
Excess tax benefits from share-based payment arrangements (23 ) (114 )
Loss on disposal of assets - 146
Changes in assets and liabilities, net of effect of acquisitions:
Accounts receivable, net (10,664 ) (7,678 )
Prepaid expenses and other current assets 51 919
Accounts payable and accrued expenses   153     7,473  
Total adjustments   3,859     10,307  
Net cash provided by operating activities   15,879     19,254  
 
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (13,692 ) (7,250 )
Business acquisitions, net of cash acquired   (138 )   (412 )
Net cash used in investing activities   (13,830 )   (7,662 )
 
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments under borrowing arrangements (167,880 ) (94,364 )
Proceeds from long-term borrowing arrangements 170,896 84,280
Excess tax benefits from share-based payment arrangements 23 114
Purchase of treasury stock, at cost (1,027 ) (371 )
Exercise of stock options   219     257  
Net cash provided by (used in) financing activities   2,231     (10,084 )
 
Effect of exchange rate changes on cash and equivalents 214 (514 )
 
NET INCREASE IN CASH AND EQUIVALENTS   4,494     994  
CASH AND EQUIVALENTS, beginning of period $ 18,259   $ 18,977  
CASH AND EQUIVALENTS, end of period $ 22,753   $ 19,971  

PREMIERE GLOBAL SERVICES, INC AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PER SHARE DATA)
   
Three Months Ended
March 31,
  2008     2007  
(Unaudited)
Pro Forma Operating Income (1)
Operating income, as reported $ 19,559 $ 14,747
Restructuring costs - (130 )
Proxy-related costs - 911
Equity-based compensation 3,462 2,775
Depreciation (663 ) -
Amortization   4,243     3,552  
Pro forma operating income $ 26,601   $ 21,855  
 
Pro Forma Income (1)
Income from net income as reported $ 12,020 $ 8,947
Elimination of one-time tax adjustments (1,395 ) (615 )
Restructuring costs, net of taxes - (84 )
Proxy-related costs, net of taxes - 586
Equity-based compensation, net of taxes 2,285 1,784
Depreciation, net of taxes (438 ) -
Amortization, net of taxes   2,800     2,284  
Pro forma income from net income $ 15,272   $ 12,902  
 
Pro Forma Diluted EPS (1)
Diluted EPS from net income, as reported $ 0.20 $ 0.13
Elimination of one-time tax adjustments (0.02 ) (0.01 )
Restructuring costs, net of taxes - (0.00 )
Proxy-related costs, net of taxes - 0.01
Equity-based compensation, net of taxes 0.04 0.03
Depreciation, net of taxes (0.01 ) -
Amortization, net of taxes   0.04     0.03  
Pro forma diluted EPS from net income $ 0.25   $ 0.19  
 
 

(1)

Management believes that pro forma operating income, pro forma income and pro forma diluted EPS provide useful information regarding underlying trends in our continuing operations. Management expects equity-based compensation and amortization expenses to be recurring costs and presents pro forma diluted EPS from continuing operations to exclude these items as well as non-recurring items that are unrelated to our ongoing operations, including one-time tax adjustments, restructuring costs and related expenses and proxy-related costs. The portion of depreciation expense excluded from the pro forma calculations reflects management's review and adjustment of the useful economic lives of depreciable assets.

CONTACT:
Premiere Global Services, Inc.
Investor Calls
Sean O’Brien, 404-262-8462
Senior Vice President
Strategic Planning & IR

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