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): March 8, 2016 | ||
Qumu Corporation | ||
(Exact name of Registrant as Specified in its Charter) | ||
Minnesota | ||
(State Or Other Jurisdiction Of Incorporation) |
000-20728 | 41-1577970 | |
(Commission File Number) | (I.R.S. Employer Identification No.) | |
510 1st Avenue North, Suite 305 | ||
Minneapolis, MN | 55403 | |
(Address Of Principal Executive Offices) | (Zip Code) |
(612) 638-9100 | ||
Registrant’s Telephone Number, Including Area Code | ||
o | Written communications pursuant to Rule 425 under the Securities Act |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Exhibit No. | Description | |
99.1 | Press Release issued on March 8, 2016. | |
99.2 | Statements of Vern Hanzlik, President and Chief Executive Officer, and Peter J. Goepfrich, Chief Financial Officer at a telephone conference held on March 9, 2016. |
QUMU CORPORATION | ||
By: | /s/ Peter J. Goepfrich | |
Peter J. Goepfrich | ||
Chief Financial Officer | ||
Date: March 9, 2016 |
• | Fourth quarter subscription, maintenance and support revenue was $5.2 million compared to $4.2 million in the fourth quarter 2014. Full year subscription, maintenance and support revenue was $18.8 million compared to $12.2 million last year. |
• | Fourth quarter gross margin was 57% compared to 46% the fourth quarter 2014. Full year 2015 gross margin was 49% compared to 45% last year. |
• | Total headcount was 192 as of December 31, 2015 compared to 194 as of September 30, 2015 and 222 as of December 31, 2014. |
• | Cash, marketable securities and restricted cash were $13.3 million as of December 31, 2015, compared to $15.1 million as of September 30, 2015, reflecting the fourth quarter operating loss and the impact on cash from changes in working capital. |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Revenues: | |||||||||||||||
Software licenses and appliances | $ | 2,486 | $ | 3,260 | $ | 9,456 | $ | 11,363 | |||||||
Service | 7,633 | 5,075 | 24,998 | 15,158 | |||||||||||
Total revenues | 10,119 | 8,335 | 34,454 | 26,521 | |||||||||||
Cost of revenues: | |||||||||||||||
Software licenses and appliances | 953 | 966 | 2,949 | 3,816 | |||||||||||
Service | 3,409 | 3,502 | 14,550 | 10,656 | |||||||||||
Total cost of revenues | 4,362 | 4,468 | 17,499 | 14,472 | |||||||||||
Gross profit | 5,757 | 3,867 | 16,955 | 12,049 | |||||||||||
Operating expenses: | |||||||||||||||
Research and development | 2,181 | 2,897 | 10,689 | 9,506 | |||||||||||
Sales and marketing | 3,720 | 5,474 | 17,994 | 17,991 | |||||||||||
General and administrative | 4,603 | 3,732 | 16,878 | 12,626 | |||||||||||
Amortization of purchased intangibles | 199 | 182 | 798 | 652 | |||||||||||
Total operating expenses | 10,703 | 12,285 | 46,359 | 40,775 | |||||||||||
Operating loss | (4,946 | ) | (8,418 | ) | (29,404 | ) | (28,726 | ) | |||||||
Other income (expense): | |||||||||||||||
Interest, net | (14 | ) | 27 | 7 | 60 | ||||||||||
Other, net | 26 | (147 | ) | (131 | ) | (241 | ) | ||||||||
Total other income (expense), net | 12 | (120 | ) | (124 | ) | (181 | ) | ||||||||
Loss before income taxes | (4,934 | ) | (8,538 | ) | (29,528 | ) | (28,907 | ) | |||||||
Income tax benefit | (357 | ) | (626 | ) | (839 | ) | (6,564 | ) | |||||||
Net loss from continuing operations | (4,577 | ) | (7,912 | ) | (28,689 | ) | (22,343 | ) | |||||||
Net income (loss) from discontinued operations, net of tax | — | (542 | ) | (10 | ) | 13,823 | |||||||||
Net loss | $ | (4,577 | ) | $ | (8,454 | ) | $ | (28,699 | ) | $ | (8,520 | ) | |||
Net income (loss) per basic and diluted share: | |||||||||||||||
Net loss from continuing operations per share | $ | (0.50 | ) | $ | (0.87 | ) | $ | (3.11 | ) | $ | (2.53 | ) | |||
Net income (loss) from discontinued operations per share | — | (0.06 | ) | — | 1.57 | ||||||||||
Net loss per share | $ | (0.50 | ) | $ | (0.93 | ) | $ | (3.11 | ) | $ | (0.96 | ) | |||
Basic and diluted weighted average shares outstanding | 9,243 | 9,114 | 9,235 | 8,836 |
Assets | December 31, 2015 | December 31, 2014 | |||||
Current assets: | (unaudited) | ||||||
Cash and cash equivalents | $ | 7,072 | $ | 11,684 | |||
Marketable securities | 6,249 | 23,486 | |||||
Restricted cash | — | 2,300 | |||||
Receivables, net | 11,257 | 10,090 | |||||
Prepaid income taxes | 659 | 301 | |||||
Prepaid expenses and other current assets | 3,392 | 3,801 | |||||
Deferred income taxes | — | 64 | |||||
Current assets from discontinued operations | — | 1,026 | |||||
Total current assets | 28,629 | 52,752 | |||||
Property and equipment, net | 2,942 | 1,899 | |||||
Intangible assets, net | 11,032 | 13,384 | |||||
Goodwill | 8,103 | 8,525 | |||||
Other assets, non-current | 3,706 | 3,617 | |||||
Total assets | $ | 54,412 | $ | 80,177 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities: | |||||||
Accounts payable and other accrued liabilities | $ | 3,864 | $ | 3,396 | |||
Accrued compensation | 4,014 | 6,222 | |||||
Deferred revenue | 10,413 | 9,015 | |||||
Deferred income taxes | — | 110 | |||||
Income taxes payable | — | 53 | |||||
Deferred rent | 270 | 133 | |||||
Financing obligations | 502 | — | |||||
Current liabilities from discontinued operations | 50 | 448 | |||||
Total current liabilities | 19,113 | 19,377 | |||||
Long-term liabilities: | |||||||
Deferred revenue, non-current | 2,215 | 1,047 | |||||
Income taxes payable, non-current | 9 | 8 | |||||
Deferred tax liability, non-current | 575 | 1,071 | |||||
Deferred rent, non-current | 998 | 401 | |||||
Financing obligations, non-current | 519 | — | |||||
Other non-current liabilities | 226 | — | |||||
Total long-term liabilities | 4,542 | 2,527 | |||||
Total liabilities | 23,655 | 21,904 | |||||
Stockholders’ equity: | |||||||
Common stock | 92 | 91 | |||||
Additional paid-in capital | 65,484 | 63,566 | |||||
Accumulated deficit | (33,298 | ) | (4,599 | ) | |||
Accumulated other comprehensive loss | (1,521 | ) | (785 | ) | |||
Total stockholders’ equity | 30,757 | 58,273 | |||||
Total liabilities and stockholders’ equity | $ | 54,412 | $ | 80,177 |
Year Ended December 31, | |||||||
2015 | 2014 | ||||||
Cash flows used in operating activities: | |||||||
Net loss | $ | (28,699 | ) | $ | (8,520 | ) | |
Net (income) loss from discontinued operations, net of tax | 10 | (13,823 | ) | ||||
Net loss from continuing operations | (28,689 | ) | (22,343 | ) | |||
Adjustments to reconcile net loss to net cash used in continuing operating activities: | |||||||
Depreciation and amortization | 3,118 | 2,049 | |||||
Stock-based compensation | 1,834 | 1,841 | |||||
Loss on disposal of property and equipment | 108 | 102 | |||||
Deferred income taxes | (564 | ) | (126 | ) | |||
Current income tax benefit resulting from income generated from discontinued operations | — | (6,337 | ) | ||||
Changes in operating assets and liabilities: | |||||||
Receivables | (1,331 | ) | (5,679 | ) | |||
Prepaid income taxes / income taxes payable | (378 | ) | 1,068 | ||||
Prepaid expenses and other assets | 748 | (2,032 | ) | ||||
Trade accounts payable and other accrued liabilities | 443 | 1,189 | |||||
Accrued compensation | (2,184 | ) | 686 | ||||
Deferred revenue | 2,729 | 5,499 | |||||
Deferred rent | 48 | (105 | ) | ||||
Other non-current liabilities | 226 | — | |||||
Net cash used in continuing operating activities | (23,892 | ) | (24,188 | ) | |||
Net cash provided by discontinued operating activities | 665 | 1,544 | |||||
Net cash used in operating activities | (23,227 | ) | (22,644 | ) | |||
Cash flows provided by (used in) investing activities: | |||||||
Purchases of marketable securities | (9,500 | ) | (33,499 | ) | |||
Sales and maturities of marketable securities | 26,715 | 23,250 | |||||
Purchases of property and equipment | (635 | ) | (1,051 | ) | |||
Proceeds from sale of property and equipment | 43 | — | |||||
Cash paid for acquisition of business, net of cash acquired | — | (11,556 | ) | ||||
Net cash provided by (used in) continuing investing activities | 16,623 | (22,856 | ) | ||||
Net cash provided by (used in) discontinued investing activities | 2,300 | 19,676 | |||||
Net cash provided by investing activities | 18,923 | (3,180 | ) | ||||
Cash flows used in financing activities: | |||||||
Common stock repurchases to settle employee withholding liability | (50 | ) | (99 | ) | |||
Principal payments on financing obligations | (320 | ) | — | ||||
Proceeds from employee stock plans | 142 | 193 | |||||
Net cash provided by (used in) continuing financing activities | (228 | ) | 94 | ||||
Net cash used in discontinued financing activities | — | (59 | ) | ||||
Net cash provided by (used in) financing activities | (228 | ) | 35 | ||||
Effect of exchange rate changes on cash | (80 | ) | (252 | ) | |||
Net decrease in cash and cash equivalents | (4,612 | ) | (26,041 | ) | |||
Cash and cash equivalents, beginning of year | 11,684 | 37,725 | |||||
Cash and cash equivalents, end of year | $ | 7,072 | $ | 11,684 |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Software licenses and appliances | $ | 2,486 | $ | 3,260 | $ | 9,456 | $ | 11,363 | |||||||
Services | |||||||||||||||
Subscription, maintenance and support | 5,240 | 4,235 | 18,804 | 12,229 | |||||||||||
Professional services and other | 2,393 | 840 | 6,194 | 2,929 | |||||||||||
Total services | 7,633 | 5,075 | 24,998 | 15,158 | |||||||||||
Total revenue | $ | 10,119 | $ | 8,335 | $ | 34,454 | $ | 26,521 |
Three Months Ended | |||||||||||||||||||||||||||||||
Mar 31, 2014 | Jun 30, 2014 | Sep 30, 2014 | Dec 31, 2014 | Mar 31, 2015 | Jun 30, 2015 | Sep 30, 2015 | Dec 31, 2015 | ||||||||||||||||||||||||
Software licenses and appliances | $ | 1,196 | $ | 4,714 | $ | 2,193 | $ | 3,260 | $ | 984 | $ | 2,719 | $ | 3,267 | $ | 2,486 | |||||||||||||||
Services | |||||||||||||||||||||||||||||||
Subscription, maintenance and support | 2,058 | 2,936 | 3,000 | 4,235 | 4,112 | 4,592 | 4,860 | 5,240 | |||||||||||||||||||||||
Professional services and other | 675 | 754 | 660 | 840 | 873 | 1,453 | 1,475 | 2,393 | |||||||||||||||||||||||
Total services | 2,733 | 3,690 | 3,660 | 5,075 | 4,985 | 6,045 | 6,335 | 7,633 | |||||||||||||||||||||||
Total revenue | $ | 3,929 | $ | 8,404 | $ | 5,853 | $ | 8,335 | $ | 5,969 | $ | 8,764 | $ | 9,602 | $ | 10,119 |
Three Months Ended | |||||||||||||||||||||||||||||||
Mar 31, 2014 | Jun 30, 2014 | Sep 30, 2014 | Dec 31, 2014 | Mar 31, 2015 | Jun 30, 2015 | Sep 30, 2015 | Dec 31, 2015 | ||||||||||||||||||||||||
Sales and marketing | 3,759 | 4,601 | 4,157 | 5,474 | 4,828 | 4,740 | 4,706 | 3,720 | |||||||||||||||||||||||
General and administrative | 2,758 | 2,820 | 3,316 | 3,732 | 4,364 | 3,558 | 4,353 | 4,603 | |||||||||||||||||||||||
Total selling, general and administrative | $ | 6,517 | $ | 7,421 | $ | 7,473 | $ | 9,206 | $ | 9,192 | $ | 8,298 | $ | 9,059 | $ | 8,323 |
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Operating loss | $ | (4,946 | ) | $ | (8,418 | ) | $ | (29,404 | ) | $ | (28,726 | ) | |||
Depreciation and amortization expense: | |||||||||||||||
Depreciation and amortization in cost of revenues | 26 | 15 | 100 | 53 | |||||||||||
Depreciation and amortization in operating expenses | 286 | 211 | 952 | 694 | |||||||||||
Total depreciation and amortization expense | 312 | 226 | 1,052 | 747 | |||||||||||
Amortization of intangibles included in cost of revenues | 315 | 230 | 1,268 | 650 | |||||||||||
Amortization of intangibles included in operating expenses | 199 | 182 | 798 | 652 | |||||||||||
Total amortization of intangibles expense | 514 | 412 | 2,066 | 1,302 | |||||||||||
Total depreciation and amortization expense | 826 | 638 | 3,118 | 2,049 | |||||||||||
EBITDA | (4,120 | ) | (7,780 | ) | (26,286 | ) | (26,677 | ) | |||||||
Stock-based compensation expense: | |||||||||||||||
Stock-based compensation included in cost of revenues | 44 | 32 | 159 | 55 | |||||||||||
Stock-based compensation included in operating expenses | 360 | 528 | 1,675 | 1,786 | |||||||||||
Total stock-based compensation expense | 404 | 560 | 1,834 | 1,841 | |||||||||||
Adjusted EBITDA | $ | (3,716 | ) | $ | (7,220 | ) | $ | (24,452 | ) | $ | (24,836 | ) |
Three Months Ended | |||||||||||||||||||||||||||||||
Mar 31, 2014 | Jun 30, 2014 | Sep 30, 2014 | Dec 31, 2014 | Mar 31, 2015 | Jun 30, 2015 | Sep 30, 2015 | Dec 31, 2015 | ||||||||||||||||||||||||
Operating loss | $ | (7,308 | ) | $ | (5,679 | ) | $ | (7,321 | ) | $ | (8,418 | ) | $ | (9,999 | ) | $ | (7,084 | ) | $ | (7,375 | ) | $ | (4,946 | ) | |||||||
Depreciation and amortization expense: | |||||||||||||||||||||||||||||||
Depreciation and amortization in cost of revenues | 5 | 7 | 26 | 15 | 22 | 26 | 26 | 26 | |||||||||||||||||||||||
Depreciation and amortization in operating expenses | 153 | 166 | 164 | 211 | 211 | 212 | 243 | 286 | |||||||||||||||||||||||
Total depreciation and amortization expense | 158 | 173 | 190 | 226 | 233 | 238 | 269 | 312 | |||||||||||||||||||||||
Amortization of intangibles included in cost of revenues | 140 | 140 | 140 | 230 | 316 | 317 | 320 | 315 | |||||||||||||||||||||||
Amortization of intangibles included in operating expenses | 157 | 156 | 157 | 182 | 199 | 200 | 200 | 199 | |||||||||||||||||||||||
Total amortization of intangibles expense | 297 | 296 | 297 | 412 | 515 | 517 | 520 | 514 | |||||||||||||||||||||||
Total depreciation and amortization expense | 455 | 469 | 487 | 638 | 748 | 755 | 789 | 826 | |||||||||||||||||||||||
EBITDA | (6,853 | ) | (5,210 | ) | (6,834 | ) | (7,780 | ) | (9,251 | ) | (6,329 | ) | (6,586 | ) | (4,120 | ) | |||||||||||||||
Stock-based compensation expense: | |||||||||||||||||||||||||||||||
Stock-based compensation included in cost of revenues | 7 | 11 | 5 | 32 | 36 | 38 | 41 | 44 | |||||||||||||||||||||||
Stock-based compensation included in operating expenses | 342 | 424 | 492 | 528 | 532 | 462 | 321 | 360 | |||||||||||||||||||||||
Total stock-based compensation expense | 349 | 435 | 497 | 560 | 568 | 500 | 362 | 404 | |||||||||||||||||||||||
Adjusted EBITDA | $ | (6,504 | ) | $ | (4,775 | ) | $ | (6,337 | ) | $ | (7,220 | ) | $ | (8,683 | ) | $ | (5,829 | ) | $ | (6,224 | ) | $ | (3,716 | ) |
• | In the fourth quarter our team delivered on revenue growth, margins and expense management. |
◦ | We generated record quarterly revenue of $10.1 million, an increase of 21%, compared to the fourth quarter 2014 and full year revenue of $34.5 million an increase of 30%. |
◦ | Fourth quarter gross margin was 57% and full year gross margin was 49%. |
◦ | Our expense reduction program implemented in the third quarter has enabled us to better align our expense structure with revenue. The expense reductions affected all functional areas and included both headcount and outside service providers. |
◦ | We are now better positioned to improve our financial metrics without compromising our ability to grow. |
• | Geographically, the Americas and EMEA markets continued to show strong adoption of enterprise video and our enterprise business performed well. |
• | In APAC we continued to make progress developing a pipeline through our partnership with Fujitsu and other partners. |
• | One of our Americas wins for the quarter was one of the world’s leading pharmaceutical companies. They have thousands of employees and like many businesses they have invested in an ‘inside the firewall’ video platform to maximize employee engagement and collaboration. This company will run live events with our video platform and is expected to expand to the next level with mobile and user generated content. |
• | In EMEA, we gained another large pharmaceutical customer. Both of these wins are at the higher end of Qumu’s historic deal sizes. |
• | Additionally, seven of our new or expanded customers in fourth quarter were in the financial services industry, providing more evidence of our continuing success in this segment. Overall, twelve of the 50 largest global financial services institutions by revenue are now Qumu customers. |
• | In regards to revenue, as the Company continues to transition to more revenue that is recurring in nature, we have provided supplemental information for subscription, maintenance and support revenue. |
◦ | Fourth quarter subscription, maintenance and support revenue was $5.2 million compared to $4.2 million in the fourth quarter 2014. Full year subscription, maintenance and support revenue was $18.8 million compared to $12.2 million last year. |
• | In regards to overall operating expenses and operating results: |
◦ | We have separated Sales and Marketing, and General and Administrative expense for reporting purposes. |
◦ | Additionally, we have provided supplemental information for Adjusted EBITDA, a non-GAAP measure. Adjusted EBITDA excludes items related to stock-based compensation, depreciation and amortization, interest income and expense, and the impact of income-based taxes. |
• | In addition to the new information we are providing, we will no longer specifically call out total bookings because total bookings includes a variety of items long-term in nature and it does not reflect the mix of the underlying bookings. We believe the supplement revenue information now provided is more insightful to our performance. |
◦ | That said, for this call in an effort to error on the side of transparency, total bookings in the fourth quarter were $12.4 million. |
• | Total operating expenses in the fourth quarter were $10.7 million a decrease of $1.4 million compared with the third quarter 2015. |
◦ | Fourth quarter 2015 results included severance expense of $743,000 and a loss on a third party license agreement of $1.2 million. |
◦ | Third quarter 2015 results included severance expense of $784,000 and an equipment operating lease loss of $1 million relating to equipment that the we no longer plan to utilize. |
• | We are focusing on three themes as we approach the 2016 operating plan. These themes are becoming part our company’s DNA: Mindfulness in how we run our business; innovation as the core of our software strategy; and leadership in how businesses use video. |
• | Further, Qumu’s focus on user experience continues to set the bar high against our competitors. Through multiple successful customer proof-of-concept engagements in the 4th quarter, Qumu again has demonstrated that we are the only vendor with technology and solutions available in the market today that are proven to scale to meet the business video challenge. We continue to win business because customers demand the choice, control and completeness of solutions that we can offer. |
• | In fourth quarter, close to 80% of our new contracts were on-premise transactions, both for new and existing customers. However we continue to see a trend towards an increasing percentage of cloud and hybrid deployments in our growing pipeline for 2016. |
• | Additionally, in 2015 our global renewal rate for maintenance and support, term contracts and SaaS contracts where greater than 90%. |
• | In 2016, we will continue to advance our cloud and hybrid offerings, which are the foundation of our next generation platform. This new software platform will expand on our current capabilities enabling our customers to use video to enhance their work product even more broadly - every day, everywhere and anytime. |
• | We also announced a new partnership with Pexip; a new Unified Communications leader that is revolutionizing the way people work and collaborate visually. We are very excited about this global partnership. The integration of our software with Pexip creates a huge value-add for our collective customers. |
• | We continue to see enterprises deploy their Qumu video software platforms in three ways: on-premise, hybrid and cloud. We had a higher percentage of on-premise deployments for both new and existing customers in the fourth quarter and in our pipeline for the first half of 2016. Despite this, we continue to build our software with a cloud-first approach, while packaging it for all types of deployment options. |
• | Our largest enterprise customer for the fourth quarter as I mentioned earlier were in the pharmaceuticals vertical - one in the United States and the other in Germany both where 7 figure transactions. On the other hand, our largest cloud deployment in the fourth quarter was a large retail chain with a $600,000 three year contract value. |
• | With that said, our main business case for cloud is departmental video communications in large and medium size enterprises, which focuses on user-generated content and/or external video distribution to integrate with marketing automation tools like Eloqua and Marketo as well as websites, social applications and other enterprise content management applications - like SharePoint and Jive. |
• | We are seeing a growing demand in our pipelines for hybrid deployments both in our base of customers and net new opportunities - this approach to enterprise video deployment will grow for us in 2016 |
• | We continue to expand and upgrade our enterprise customers: |
◦ | In the quarter, we saw 4 large enterprises implement an upgrade to our latest release and expand their video platform footprint. |
◦ | We closed 13 enterprise deals greater than $200,000 in total contract value with both existing and new customers, and 3 transactions greater than $1 million in bookings for the quarter |
• | It was a very productive quarter from an operational and growth standpoint and we are positioned well for 2016. |
\_P!OZ-_T%K#_ ,"4_P :/[?T;_H+6'_@2G^-?,-)6'UI]CV?]7Z?
M_/Q_ C7+G^M=:QZ_E.#_5FI?2HON9
M]!75[:V,?F7=S# G]Z5PH_6N.UKXG:18*T>GJU]/T!7Y8P?LW>B:/#!M4_M'PW$CMF6U/DM]!]T_E@?@:G\8ZI_9?ANX=6Q
M+,/)C]