-----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, OSW9A95cF5fx+/v4FRmIMTVjJu+6x4/cVkdBcxjxDp0RljvMNN0tZkdBUAPkbwd/ YwqGupDwEof5psSaXVtv0Q== 0000893816-06-000074.txt : 20061109 0000893816-06-000074.hdr.sgml : 20061109 20061109075445 ACCESSION NUMBER: 0000893816-06-000074 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061109 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061109 DATE AS OF CHANGE: 20061109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INFOCROSSING INC CENTRAL INDEX KEY: 0000893816 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133252333 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20824 FILM NUMBER: 061199510 BUSINESS ADDRESS: STREET 1: 2 CHRISTIE HEIGHTS STREET CITY: LEONIA STATE: NJ ZIP: 07605 BUSINESS PHONE: 2018404700 MAIL ADDRESS: STREET 1: 2 CHRISTIE HEIGHTS STREET CITY: LEONIA STATE: NJ ZIP: 07605 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER OUTSOURCING SERVICES INC DATE OF NAME CHANGE: 19930328 8-K 1 k8_3q06e.txt 3RD QTR EARNINGS AND 4TH QTR GUIDANCE ================================================================================ 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) November 9, 2006 INFOCROSSING, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-20824 13-3252333 (State or other jurisdiction (Commission (IRS Employer Of incorporation) File Number) Identification No.) 2 CHRISTIE HEIGHTS STREET LEONIA, NEW JERSEY 07605 (Address of principal executive offices) (Zip Code) (201) 840-4700 (Registrant's telephone number, including area code.) N/A (Former name and 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)) SAFE HARBOR FOR FORWARD-LOOKING AND CAUTIONARY STATEMENTS This report contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. As such, final results could differ from estimates or expectations due to risks and uncertainties, including, but not limited to: incomplete or preliminary information; changes in government regulations and policies; continued acceptance of the Company's products and services in the marketplace; competitive factors; closing contracts with new customers and renewing contracts with existing customers on favorable terms; expanding services to existing customers; new products; technological changes; the Company's dependence upon third-party suppliers; intellectual property rights; difficulties with the identification, completion, and integration of acquisitions, including the integration of Infocrossing Healthcare Services, Inc., f/k/a Verizon Information Technologies Inc., and Infocrossing, LLC, f/k/a/ (i)Structure, LLC; and other risks. For any of these factors, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On November 9, 2006, the Company announced its results of operations and financial condition for the three and nine months ended September 30, 2006 by means of the press release attached hereto as Exhibit 99. ITEM 7.01 REGULATION FD DISCLOSURE In the press release noted above, the Company also updated previously announced guidance for 2006 by indicating that for the fourth quarter ending December 31, 2006, revenues are forecast to be approximately $59.7 million and EBITDA to be approximately $12.5 million. Net income for the fourth quarter is expected to be approximately $2.9 million and diluted earnings per share is expected to be $0.12 for the period. For the full year ending December 31, 2006, the Company forecasts revenues to be approximately $230 million; EBITDA to be approximately $42 million; net income to be approximately $8.4 million; and diluted earnings per share to be $0.37. The Company projects free cash flow to be approximately $12.3 million for the fourth quarter and $23 million for the full year. Reconciliations between EBITDA and net income and between free cash flow and cash flow from operations are provided in the press release. ITEM 9.01(d) EXHIBITS The following materials are attached as exhibits to this Current Report on Form 8-K: EXHIBIT NUMBER DESCRIPTION - ---------- -------------------------------------------------------------------- 99 Press Release of the Company ================================================================================ 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. Date: November 9, 2006 INFOCROSSING, INC. Registrant By: /s/ WILLIAM J. McHALE --------------------------- Name: William J. McHale Title: SVP, CFO & Treasurer EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ---------- -------------------------------------------------------------------- 99 Press Release of the Company ================================================================================ EX-99 2 x99_3q06e.txt PRESS RELEASE INFOCROSSING, INC. [LOGO] FOR RELEASE AT 7:50 AM EST Contacts: Chairman and Chief Executive Officer Chief Financial Officer Zach Lonstein William McHale Infocrossing, Inc. Infocrossing, Inc. (201) 840-4726 (201) 840-4732 zlonstein@infocrossing.com wmchale@infocrossing.com Media Relations Investor Relations Michael Wilczak Brett Maas or Matt Hayden Infocrossing, Inc. Hayden Communications, Inc. (201) 840-4941 (646) 536-7331 mwilczak@infocrossing.com brett@haydenir.com INFOCROSSING REPORTS EPS OF $0.11, EBITDA OF $11.1 MILLION AND REVENUES OF $57.5 MILLION FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2006 Company Provides Guidance for Fourth Quarter and Full Year 2006 LEONIA, NJ, November 9, 2006 -- Infocrossing, Inc. (Nasdaq: IFOX), a provider of selective IT infrastructure, enterprise application and business process outsourcing services, announced today financial results for the third quarter and nine months ended September 30, 2006. THIRD QUARTER HIGHLIGHTS o Revenues reached a record $57,500,000, an increase of $23,400,000 compared with revenues of $34,100,000 for the third quarter of 2005. o Earnings before interest, taxes, depreciation and amortization (EBITDA) were a record $11,100,000, an increase of $6,700,000 compared with EBITDA of $4,400,000 for the third quarter of last year. A reconciliation of EBITDA to net income follows in Appendix A, and descriptions of the reasons for presenting this measure, as well as its limitations, are explained below. o The Company is on track to achieve the previously forecasted $13,000,000 to $15,000,000 in annual savings from the (i)Structure integration by the end of the year. o Cost of revenues, excluding depreciation, declined to 68.9% of revenues, compared with 74.3% of revenues for the third quarter of 2005. o Received approximately $26,000,000 in new revenue commitments, including one contract that is ten years in length. These are new commitments and do not include extensions of existing agreements. o Awarded an $18,000,000 contract extension to continue providing Medicaid claims processing services for the State of Missouri through June 30, 2008. In addition, the State has two one-year options to renew the contract through June 30, 2010. o Renewed and extended several IT outsourcing contracts, including a three-year extension with The Reader's Digest Association, which initially signed a sixty-five month, $22,000,000 contract for Infocrossing to provide outsourcing services through June 2009. The three-year extension extends the terms of the initial agreement through June 2012. THREE MONTHS ENDED SEPTEMBER 30, 2006 For the third quarter ended September 30, 2006, revenues grew 68.7% to $57,500,000 compared with revenues of $34,100,000 for the third quarter of 2005. These results were in line with the Company's previously provided guidance of revenues between $57,500,000 and $58,500,000. Revenues for the third quarter included $19,600,000 as a result of the acquisition of (i)Structure, which had closed on November 30, 2005. Excluding the acquisition of (i)Structure, revenues increased $3,800,000 or 11.1%, compared with the third quarter of 2005. On a sequential basis, revenues for the third quarter increased $700,000, or 1.2%, compared with revenues of $56,800,000 for the second quarter of 2006. Cost of revenues, excluding depreciation, for the third quarter of 2006 was 68.9% of revenues, compared with 74.3% for the third quarter of 2005 last year and 70.8% for the second quarter of 2006. Earnings before interest, taxes, depreciation and amortization (EBITDA) was $11,100,000 for the third quarter of 2006, a 150.9% increase compared with EBITDA of $4,400,000 for the same quarter last year and in line with the Company's previously provided guidance range of between $11,100,000 to $11,500,000. Compared with the second quarter of 2006, EBITDA increased $1,200,000 as a result of higher revenues during the period and the realization of cost synergies from the (i)Structure integration. EBITDA for the third quarter is net of non-cash compensation expense of $400,000 related to employee stock options. Since the Company adopted Statement of Financial Accounting Standards No. 123(R), Share-Based Payment on January 1, 2006, there was no such expense during the third quarter of 2005. Infocrossing uses EBITDA because it considers such information to be an important supplemental measure of its operating performance and believes EBITDA is frequently used by securities analysts, investors and other interested parties in the evaluation of companies with comparable market capitalization, many of which present EBITDA when reporting their results. A reconciliation of EBITDA to net income follows in Appendix A, and descriptions of the reasons for presenting this measure, as well as its limitations, are explained below. Income before taxes increased to $4,400,000 for the third quarter of 2006, an increase of $4,100,000 from income before taxes of $300,000 for the third quarter of 2005. Tax expense was $1,800,000 for the quarter ended September 30, 2006 compared with an expense of $200,000 for the third quarter of last year. Income taxes were accrued at an effective rate of 41.1% for the third quarter of 2006, but are payable at a rate of 10.5%, after the application of net operating loss carry-forwards. Net income for the current quarter was $2,600,000, or $0.11 per diluted share, compared with net income of $100,000, or $0.01 per diluted share, for the third quarter of 2005. Sequentially, net income increased $600,000, or 32.8%, compared with net income of $2,000,000, or $0.09 per diluted share, for the second quarter of 2006. The weighted average number of shares and share equivalents used to calculate diluted EPS was 22,571,627 shares for the third quarter of 2006 compared with 21,031,167 for the third quarter of 2005. Cash generated from operations was $6,200,000 for the third quarter of 2006, compared with $2,100,000 for the third quarter of 2005. Cash flow from operations less cash disbursed for capital expenditures and capitalized software, or free cash flow, was $5,000,000 for the third quarter of 2006, compared with $800,000 for the third quarter of 2005. In the third quarter of 2006, cash flow from operations and free cash flow were reduced by delays in collecting approximately $3,500,000 in certain accounts receivable, the majority of which were collected in October. In addition, the third quarters of 2006 and 2005 were impacted by semi-annual payments of $1,400,000 in interest on the Company's convertible notes. These payments are due January 15th and July 15th. The Company forecasts cash from operations for the fourth quarter of 2006 to be $12,800,000 and free cash flow to be $12,300,000. A reconciliation of free cash flow to cash from operations follows in Appendix A, and descriptions of the reasons for presenting this measure, as well as its limitations, are explained below. "Our results for the third quarter of 2006 demonstrate that we are successfully executing our growth strategy," stated Zach Lonstein, Chairman and Chief Executive Officer of Infocrossing. "Key measures such as revenues, EBITDA, income before taxes, net income and earnings per share all increased for the third quarter of 2006 compared with both the third quarter of last year and the second quarter of this year. We continue to focus on leveraging our greater market presence, more experienced sales team and expanding pipeline to close more outsourcing sales. Through the first nine months of 2006 we have finalized new revenue commitments totaling approximately $66,000,000, including $26,000,000 in new commitments finalized in the third quarter. We have also received additional commitments for contracts totaling approximately $42,000,000 that are currently being negotiated but have not been finalized. We expect the negotiations to be completed by the end of the year, and while we caution that all of these contracts may not close, we do believe that they demonstrate that we have established positive sales momentum. We are gratified that the market is recognizing the value of our outsourcing services," Mr. Lonstein continued. "We also continue to focus on achieving the cost synergies from the (i)Structure integration. For the third quarter of 2006, cost of revenues, excluding depreciation; selling; and general and administrative expenses all decreased as a percentage of revenues compared with the same period last year and the second quarter of 2006. The lower costs, as a percentage of revenues, demonstrate that we are selling more profitable services and that we are achieving the targeted cost synergies from the (i)Structure acquisition. Last quarter we increased our forecasted annual integration savings to be between $13,000,000 and $15,000,000, and we believe that we are on pace to complete the integration by the end of this year," Mr. Lonstein concluded. NINE MONTHS ENDED SEPTEMBER 30, 2006 Infocrossing reported revenues of $170,300,000 for the nine months ended September 30, 2006, an increase of $63,500,000, or 59.4%, compared with revenues of $106,800,000 for the nine months ended September 30, 2005. This growth reflects $58,700,000 from the acquisition of (i)Structure completed on November 30, 2005. Excluding the acquisition of (i)Structure, revenues for the first nine months of 2006 increased $4,800,000, or 4.5%, compared with the first nine months of 2005. Cost of revenues, excluding depreciation, for the first nine months of 2006 was 70.5% of revenues, compared with 72.0 % for the first nine months of 2005. EBITDA increased by $12,400,000, or 72.4%, to $29,500,000 for the nine months ended September 30, 2006 from $17,100,000 for the comparable period in 2005. EBITDA for the first nine months of 2006 is net of non-cash compensation expense of $1,200,000 related to employee stock options. Since the Company adopted Statement of Financial Accounting Standards No. 123(R), Share-Based Payment on January 1, 2006, there was no such expense during the first three months of 2005. A reconciliation of EBITDA to net income follows in Appendix A, and descriptions of the reasons for presenting this measure, as well as its limitations, are explained below. Income before taxes increased by $5,000,000 to $9,700,000 for the nine months ended September 30, 2006 from $4,700,000 for the comparable period in 2005. Tax expense was $4,100,000 for the nine months ended September 30, 2006 compared with $2,000,000 for the first nine months of last year. Income taxes were accrued at an effective rate of 42.4% for the first nine months of 2006, but are payable at a rate of 11.8%, after the application of net operating loss carry-forwards. Cash generated from operations for the first nine months of 2006 was $15,200,000, compared with $15,300,000 for the first nine months of 2005. Free cash flow was $10,700,000 for the current period compared with $11,600,000 for the same period last year. Cash generated from operations and free cash flow for the first nine months of 2006 included the full year prepayment of annual software license fees totaling $7,700,000 pursuant to an (i)Structure agreement existing prior to the acquisition. Excluding this prepayment, cash flow from operations would have been $17,100,000 and free cash flow would have been $12,600,000 for the period. In addition, cash flow from operations and free cash flow for the first nine months of this year were reduced by delays in collecting approximately $3,500,000 in certain accounts receivable, the majority of which were collected in October. As a result, the Company forecasts cash from operations to be $28,000,000 for the full year 2006, and free cash flow for the period to be $23,000,000. A reconciliation of free cash flow to cash from operations follows in Appendix A, and descriptions of the reasons for presenting this measure, as well as its limitations, are explained below. Net income for the nine months ended September 30, 2006 was $5,600,000, or $0.25 per diluted share, compared with net income of $2,700,000, or $0.12 per diluted share for the first nine months of 2005. The weighted average number of shares and share equivalents used to calculate diluted EPS was 22,063,689 shares for the nine months ended September 30, 2006 compared with 22,047,307 shares for the first nine months of 2005. BUSINESS OUTLOOK FOR THE FOURTH QUARTER AND FULL YEAR 2006 For the fourth quarter ending December 31, 2006, the Company forecasts revenues to be $59,700,000 and EBITDA to be $12,500,000. For the full year ending December 31, 2006, the Company forecasts revenues to be $230,000,000 and EBITDA to be $42,000,000. A reconciliation of net income to EBITDA is included in the table below and descriptions of the reason for presenting this measure, as well as its limitations, are explained below. The Company projects free cash flow for 2006 to be $23,000,000. A reconciliation of free cash flow to cash flow from operations is included in Appendix B and descriptions of the reason for presenting this measure, as well as its limitations, are explained below. INFOCROSSING, INC. AND SUBSIDIARIES GUIDANCE SUMMARY (All numbers in thousands, except numbers of shares and per share amounts) Three Months Twelve Months Ending Ending December 31, 2006 December 31, 2006 --------------------- -------------------- REVENUES $ 59,700 $ 230,000 ================ ================= EBITDA $ 12,500 $ 42,000 Depreciation and amortization 4,800 17,300 Interest expense 2,600 9,900 ---------------- ----------------- INCOME BEFORE INCOME TAXES 5,100 14,800 ---------------- ----------------- Income tax expense 2,200 6,400 ---------------- ----------------- NET INCOME $ 2,900 $ 8,400 ================ ================= BASIC EARNINGS PER SHARE: Net income $ 0.13 $ 0.39 ================ ================= Weighted average number of common shares outstanding 21,872,000 21,434,000 ================ ================= DILUTED EARNINGS PER SHARE: Net income $ 0.12 $ 0.37 ================ ================= Weighted average number of common shares and share equivalents outstanding 28,445,000 27,937,000 ================ ================= Infocrossing will hold a conference call for investors and analysts on Thursday, November 9, 2006 at 11:00 a.m. ET to discuss results for the Company's third quarter of 2006. The call-in number for the live audio call beginning at 11:00 a.m. ET is 1-973-582-2785. A live web cast of the conference call will also be available on Infocrossing's website at http://www.infocrossing.com. An audio replay of the conference call will be available from 1:00 p.m. ET on Thursday, November 9, 2006, for seven days at 1-973-341-3080. The pass code for the replay is 8062706. This call is being webcast by ViaVid Broadcasting and can be accessed at Infocrossing's website at www.infocrossing.com. The webcast may also be accessed at ViaVid's website at www.viavid.net. The webcast can be accessed through December 9, 2006 on either site. To access the webcast, you will need to have the Windows Media Player on your desktop. For the free download of the Media Player please visit: www.microsoft.com/windows/windowsmedia/en/download/default.asp. EBITDA represents net income before interest, taxes, depreciation and amortization. The Company presents EBITDA because it considers such information an important supplemental measure of its performance and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies with comparable market capitalization, many of which present EBITDA when reporting their results. The Company also uses EBITDA for the following purposes: (1) EBITDA is one of the factors used to determine the total amount of bonuses available to be awarded to executive officers and other employees; (2) the Company's credit agreement uses EBITDA (with additional adjustments) to measure compliance with covenants such as interest coverage and debt incurrence; (3) EBITDA is also used by prospective and current lessors as well as potential lenders to evaluate potential transactions with the Company; and (4) EBITDA is also used by the Company to evaluate and price potential acquisition candidates. EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of the Company's results as reported under GAAP. Some of these limitations are: (a) EBITDA does not reflect changes in, or cash requirements for, the Company's working capital needs; (b) EBITDA does not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on the Company's debts; and (c) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and EBITDA does not reflect any cash requirements for such capital expenditures. Because of these limitations, EBITDA should not be considered as a principal indicator of the Company's performance. The Company compensates for these limitations by relying primarily on the Company's GAAP results and using EBITDA only on a supplemental basis. Free Cash Flow ("FCF") is defined as cash flow from operations less cash disbursed for capital expenditures. The Company presents FCF because it considers such information an important supplemental measure of performance and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies with comparable market capitalization to us, many of which present FCF when reporting their results. FCF has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of the Company's results as reported under GAPP. These limitations include that FCF excludes other significant cash flows, such as principal payments on debt. Because of these limitations, FCF should not be considered as a principal indicator of the Company's performance. The Company compensates for these limitations by relying primarily on the Company's GAAP results and using FCF only on a supplemental basis. About Infocrossing, Inc. (http://www.infocrossing.com) Infocrossing, Inc. (IFOX) is a provider of selective IT outsourcing services, delivering the computing platforms and proprietary systems that enable companies, regardless of industry, to process data and share information within their business, and between their customers, suppliers and distribution channels. Leading companies leverage Infocrossing's robust computing infrastructure, skilled technical team, and process-driven operations to reduce costs and improve service delivery by outsourcing the operation of mainframes, mid-range, open system servers, networks, and business processes to Infocrossing. Safe Harbor Statement This release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. As such, final results could differ from estimates or expectations due to risks and uncertainties, including, but not limited to: incomplete or preliminary information; changes in government regulations and policies; continued acceptance of the Company's products and services in the marketplace; competitive factors; closing contracts with new customers and renewing contracts with existing customers on favorable terms; expanding services to existing customers; new products; technological changes; the Company's dependence upon third-party suppliers; intellectual property rights; difficulties with the identification, completion, and integration of acquisitions, including the integration of Infocrossing, LLC, f/k/a (i)Structure, LLC; and other risks. For any of these factors, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, as amended. (financial tables follow)
INFOCROSSING, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited, In Thousands Except Numbers of Shares and Per Share Amounts) Three Months Ended September 30, Nine months Ended September 30, ---------------------------------------- --------------------------------------- 2006 2005 2006 2005 ------------------ ------------------ ------------------ ----------------- (Unaudited) (Unaudited) REVENUES $ 57,500 $ 34,100 $ 170,300 $ 106,800 --------------- --------------- --------------- -------------- COSTS and EXPENSES: Costs of revenues, excluding depreciation shown below 39,600 25,300 120,100 76,900 Selling and promotion costs 2,300 1,300 6,400 3,400 General and administrative expenses 4,500 3,100 14,300 9,400 Depreciation and amortization 4,300 2,700 12,500 8,000 --------------- --------------- --------------- -------------- 50,700 32,400 153,300 97,700 --------------- --------------- --------------- -------------- INCOME FROM OPERATIONS 6,800 1,700 17,000 9,100 --------------- --------------- --------------- -------------- Interest income (100) (300) (400) (500) Interest expense 2,500 1,700 7,700 4,900 --------------- --------------- --------------- -------------- 2,400 1,400 7,300 4,400 --------------- --------------- --------------- -------------- 4,400 300 9,700 4,700 INCOME BEFORE INCOME TAXES Income tax expense 1,800 200 4,100 2,000 --------------- --------------- --------------- -------------- NET INCOME $ 2,600 $ 100 $ 5,600 $ 2,700 =============== =============== =============== ============== BASIC EARNINGS PER SHARE: Net income $ 0.12 $ 0.01 $ 0.26 $ 0.13 =============== =============== =============== ============== Weighted average number of common shares outstanding 21,671,508 20,213,613 21,233,936 20,183,031 =============== =============== =============== ============== DILUTED EARNINGS PER SHARE: Net income $ 0.11 $ 0.01 $ 0.25 $ 0.12 =============== =============== =============== ============== Weighted average number of common shares and share equivalents outstanding 22,571,627 21,031,167 22,063,689 22,047,307 =============== =============== =============== ==============
Certain reclasses have been made to prior period amounts to conform to the current presentation.
INFOCROSSING, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands Except Share Amounts) September 30, December 31, ASSETS 2006 2005 ----------------- ----------------- (Unaudited) CURRENT ASSETS: Cash and equivalents $ 12,600 $ 16,900 Trade accounts receivable, net of allowances for doubtful accounts of $428 and $637 at September 30, 2006 and December 31, 2005, respectively 25,400 25,600 Other current assets 20,000 13,100 -------------- -------------- Total current assets 58,000 55,600 Property, equipment, purchased and deferred software, net 43,600 42,300 Goodwill 158,400 150,800 Other non-current assets 32,000 37,700 -------------- -------------- TOTAL ASSETS $ 292,000 $ 286,400 ============== ============== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Current liabilities $ 49,200 $ 49,700 Notes payable, long-term debt and capitalized lease obligations, net of current portion 114,700 123,700 Other long-term liabilities 8,500 6,000 -------------- -------------- TOTAL LIABILITIES 172,400 179,400 TOTAL STOCKHOLDERS' EQUITY 119,600 107,000 -------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 292,000 $ 286,400 ============== ==============
Certain reclasses have been made to prior period amounts to conform to the current presentation. SUPPLEMENTARY INFORMATION Appendix A - Reconciliations of Historical Information EBITDA Reconciliation The reconciliation of EBITDA with net income for the quarters ended June 30 and September 30, 2006 and 2005, and the nine months ended September 30, 2006 and 2005, respectively, is as follows (in thousands):
Three Months Ended Nine Months Ended ------------------------------------------------- -------------------------------- June September September September September 30, 2006 30, 2006 30, 2005 30, 2006 30, 2005 ------------- ------------- -- -------------- -------------- -- -------------- (Unaudited) (Unaudited) Net income $ 2,000 $ 2,600 $ 100 $ 5,600 $ 2,700 Plus: Income tax expense 1,400 1,800 200 4,100 2,000 Interest expense 2,400 2,400 1,400 7,300 4,400 Depreciation and amortization 4,100 4,300 2,700 12,500 8,000 --------- ---------- ---------- ---------- ---------- EBITDA $ 9,900 $ 11,100 $ 4,400 $ 29,500 $ 17,100 ========= ========== ========== ========== ==========
Free Cash Flow Reconciliation The reconciliation of cash flows provided by (used in) operations with free cash flow for the quarters ended June 30 and September 30, 2006 and 2005, and the nine months ended September 30, 2006 and 2005, respectively, is as follows (in thousands):
Three Months Ended Nine Months Ended ------------------------------------------------- -------------------------------- June September September September September 30, 2006 30, 2006 30, 2005 30, 2006 30, 2005 ------------- ------------- -- -------------- -------------- -- -------------- (Unaudited) (Unaudited) Cash provided by operating activities $ 9,000 $ 6,200 $ 2,100 $ 15,200 $ 15,300 Less: Fixed asset purchases for cash (1,700) (1,100) (1,100) (3,800) (3,100) Software costs deferred (200) (100) (200) (700) (600) --------- ---------- ---------- ---------- ---------- Free Cash Flow $ 7,100 $ 5,000 $ 800 $ 10,700 $ 11,600 ========= ========== ========== ========== ==========
SUPPLEMENTARY INFORMATION Appendix B - Guidance Information Free Cash Flow Reconciliation The reconciliation of cash flows provided by operations with free cash flow for the projected three months and year ending December 31, 2006 is as follows (in thousands):
Projected Three Months Ending Projected Year Ending December 31, 2006 December 31, 2006 ----------------------- ----------------------- Cash flow provided by operations $ 12,800 $ 28,000 Less: Purchases of property and equipment including software costs deferred (500) (5,000) -------------------- -------------------- Free Cash Flow $ 12,300 $ 23,000 ==================== ====================
#### -----END PRIVACY-ENHANCED MESSAGE-----