Asure Software Inc.
ASURE SOFTWARE INC (Form: 8-K, Received: 05/15/2012 16:56:04)


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): May 15, 2012
 
ASURE SOFTWARE, INC.
(Exact name of registrant as specified in charter)
 
Delaware
0-20008
 
74-2415696
(State or other jurisdiction of incorporation or organization)
(Commission File No.)
 
(IRS Employer Identification No.)
 
110 Wild Basin Rd., Austin, Texas 78746
(Address of principal executive offices)
 
512-437-2700
(Registrant’s telephone number, including area code)
 
N/A
(Former Name and Address)
 
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:
 
 
o             Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o             Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o             Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o             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 May 15, 2012, Asure Software, Inc. (the “Company”) issued a press release announcing its financial results for its first quarter and year ended March 31, 2012. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 2.02 of this Current Report (including the press release furnished as an exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.   Financial Statements and Exhibits.

(d)           Exhibits

Exhibit
 
Description
     
99.1
 
     

 
 
 

 

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.

  ASURE SOFTWARE, INC.  
       
Dated: May 15, 2012
By:
/s/ Patrick Goepel  
    Patrick Goepel  
   
Chief Executive Officer
 
       




 
 
Exhibit 99.1
 
For more information contact:
David Scoglio, CFO
Asure Software, Inc.
512-437-2732
dscoglio@asuresoftware.com

Jon Cunningham
RedChip Companies, Inc.
Tel: +1-800-733-2447, Ext. 107
info@redchip.com
http://www.redchip.com
 
Asure Software Reports First Quarter Results

·  
Q1 Revenue of $4.15 million vs. guidance range of $4.10 to $4.20 million
 
·  
Q1 EBITDA of $776,000, excluding one-time items and mark to market; vs. guidance range of $700,000 to $800,000
 
·  
Q1 Earnings of $0.03 per share, excluding one-time items and mark to market
 
·  
Organic Cloud Bookings growth of 80% and Organic Total Bookings growth of 31% sequentially; and year over year growth of 40% and 2% respectively
 
·   
Free Cash Flow of $564,000 vs. guidance range of $500,000 to $650,000 
 
AUSTIN, Texas, May 15, 2012 (GLOBE NEWSWIRE) -- Asure Software, Inc. (Nasdaq:ASUR), a leading provider of workplace management software, announced results for the first quarter ended March 31, 2012.
 
First quarter results, excluding one-time items and mark to market, included earnings of $0.03 per share and EBITDA of $776,000.
 
One-time items contributed ($0.21) per share.  Acquisition-related legal and professional services, site consolidation and other one-time expenses related to Asure’s acquisitions of ADI Time and Legiant amounted to $310,000, or ($0.07) per share. Mark to market charges related to the conversion of $1.15 million of convertible debt during the first quarter contributed $664,000, or ($0.14) per share.
 
Asure recently split the company's common stock on a 3-for-2 basis, in the form of a 50% stock dividend.  This split went into effect on May 1, 2012.
 
KEY FACTS FOR Q1:
 
First quarter revenue was $4.15M, a 14% increase over the prior quarter, and a 76% increase over the first quarter of 2011. The $0.5 million sequential increase was largely driven by the full quarter effect of the acquisition of Legiant, which occurred late in the fourth quarter of 2011. Asure’s recurring revenue as a percentage of overall revenue increased one point to 76%, including acquisitions. Gross margins held steady at 75% sequentially.  
 
 “We are pleased with our financial results for the first quarter of 2012 as we continued to execute our strategy of growth through cloud based solutions.” commented Pat Goepel , Asure Software’s Chief Executive Officer. “Our strong cloud bookings growth of 80% sequentially confirms the continued adoption of the Asure Software workplace management solutions. These solutions put us in a unique position as corporations take advantage of cloud-based applications for their business infrastructure.”

David Scoglio , Asure’s Chief Financial Officer added, “Asure posted a strong first quarter financially as EBITDA, cash growth and revenue fell within published guidance. Deferred revenue grew marginally over last quarter as well. Additionally, we are happy to report that $1.15 million in convertible debt was converted to equity in the first quarter. Not only does this relieve us of future cash interest and principal, but we were able to modify the remaining $.35 million of convertible debt to avoid the necessity of a separate accounting requirement in the future. In the first quarter, we took a one time P&L charge of $664,000 related to this conversion and modification. The conversion also substantially boosted our owner’s equity which ended the quarter at $3.5M.” Quarterly guidance for the year is listed below.
 
 
 

 
 
2012 Guidance

$000s, except for EPS

   
Actual
   
Guidance
 
   
Q1 '12
   
Q2 '12
   
Q3 '12
   
Q4 '12
   
FY '12
 
Revenue
    4,153       4,100 - 4,200       4,490 - 4,590       5,060 - 5,260       17,800 - 18,200  
EBITDA Gain, excl. 1 time items
    776       740 - 840       880 - 980       1,410 - 1,610       3,800 - 4,200  
EPS, excl. 1 time items
  $ 0.03     $ 0.01 - $0.03     $ 0.04 - $0.06     $ 0.16 - $0.20     $ 0.24 - $0.32  
Free Cash Flow
    564       500 - 600       650 - 750       1,100 - 1,300       2,800 - 3,200  

Conference Call Details
Asure will follow this announcement with a conference call for the investment community on Tuesday May 15, at 11:00 a.m. EDT, (10:00 a.m. CDT) to further discuss the quarter and outlook.  Participating in the call will be Pat Goepel , Chief Executive Officer and David Scoglio , Chief Financial Officer.  To participate, dial (877) 853-5636 ten minutes before the call begins. International callers should dial (631) 291-4544.  The conference ID for all callers is 78407380.
 
Investors, analysts, media and the general public will also have the opportunity to listen to the conference call in listen-only mode via the Internet by visiting the investor relations page of Asure's web site at www.asuresoftware.com. To monitor the live call, please visit the web site at least ten minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, an archived replay will be available shortly after the call at http://investor.asuresoftware.com/
 
About Asure Software
Asure Software, Inc. (Nasdaq:ASUR), is headquartered in Austin, Texas. Asure Software's intuitive and innovative technologies enable companies of all sizes and complexities to operate more efficiently. Simply put, we turbocharge your workplace by stimulating your workforce and maximizing your company’s resources while eliminating waste out of employee's workflow.

Asure Software’s number one priority is to delight our clients and support their change initiatives. We ensure a high-performing work environment by integrating our "keep it simple" solutions and expertise to over 3,500 plus clients worldwide. Asure Software’s suite of solutions range from time and attendance workforce management solutions to asset optimization and meeting room management.  For more information, please visit www.asuresoftware.com

The Asure Software, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=11986
 
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:
 
Statements in this press release regarding Asure's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. Such risks and uncertainties could cause actual results to differ from those contained in the forward-looking statements.

*Non-GAAP Financial Measures
 
This press release includes the following financial measures defined as a non-GAAP financial measure by the Securities and Exchange Commission: EBITDA and GAAP Net Income/(Loss) excluding one-time items. These supplemental financial measures are not required by GAAP, nor are the presentation of this financial information intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management recognizes that non-GAAP financial measures have limitations in that they do not reflect all of the items associated with Asure's earnings results as determined in accordance with GAAP. However, for the reasons described below, management uses these non-GAAP measures to evaluate the performance of Asure's business. Asure's management believes that it is important to provide investors with these same tools, together with reconciliation to GAAP, for evaluating the performance of Asure's business, as it may provide additional insight into Asure's financial results. See the “Reconciliation of GAAP Net Income/(Loss) to Earnings Before Interest, Taxes, Depreciation, Amortization and Stock Compensation Expense (EBITDA)” and the “Reconciliation of GAAP Net Income/(Loss) to Net Earnings Excluding One-Time Items” tables included in this press release for further information regarding these non-GAAP financial measures. In addition, these measures are presented because management believes they are frequently used by securities analysts, investors and others in the evaluation of companies.
 
EBITDA is calculated by adding income taxes, interest expense, depreciation and amortization and stock compensation expense to net earnings, EBITDA is not defined under GAAP and should not be considered in isolation or as a substitute for net earnings and other consolidated earnings data prepared in accordance with GAAP or as a measure of Asure's profitability.
 
 
 

 
 
Net Earnings Excluding One-Time Items is calculated by combining the company’s GAAP Net Earnings, or earnings per share, with items that are one time in nature and are not expected to recur on a dollar or per share basis.
 
Free Cash Flow is computed by subtracting capital expenditures from cash flow from operations, each as determined in accordance with GAAP and as reflected in the statement of cash flows.
 
Reconciliation of GAAP Net Earnings to Net Earnings Excluding 1-Time Items and GAAP Net Earnings excluding Mark to Market
 
             
 
 
FOR THE THREE MONTHS ENDED MARCH 31
 
$ 000s  
2012
   
2011
 
Net Gain/(Loss)
    (847 )     (60 )
Legal & Professional Services
    245       0  
Severance & Recruitment
    37       0  
Interest - Mark to Market
    465       0  
Loss on Conversion of Debt
    199       0  
Other 1-Time Items (net)
    28       56  
sub-total excl. Mark to Market
    509       56  
Total 1 Time Costs
    974       56  
Net Gain Excl. 1 Time Items
    127       (4 )
 
Reconciliation of GAAP Net Earnings to Earnings Before Interest, Taxes, Depreciation, Amortization and Stock
 
Compensation Expense (EBITDA) and EBITDA Gain Excluding 1 Time Costs.
 
FOR THE THREE MONTHS ENDING
 
   
$ 000s  
March 31, 2012
   
March 31, 2011
   
Inc/Dec
 
Net Gain/(Loss)
    (847 )     (60 )     (787 )
Interest
    190       10       180  
Interest - Mark to Market
    465       0       465  
Tax
    45       9       36  
Depreciation
    47       43       4  
Amortization
    357       194       163  
Stock Compensation
    10       15       (5 )
EBITDA Gain
    267       211       56  
1 Time Costs excl. MTM & 1 Time Taxes
    509       56       453  
EBITDA Gain excl. 1 Time Items
    776       267       509  

 
 

 

 ASURE SOFTWARE, INC.
CONDEN SED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share data)
(Unaudited)
 
  
 
March 31,
2012
   
December 31,
2011
 
ASSETS
           
 Current Assets:
           
  Cash and equivalents
 
$
1,189
   
$
1,067
 
  Accounts receivable, net of allowance for doubtful accounts of $56 and $19 at
      March 31, 2012 and December 31, 2011, respectively
   
1,491
     
1,483
 
  Notes receivable
   
73
     
96
 
  Inventory
   
113
     
116
 
  Prepaid expenses and other current assets
   
285
     
338
 
Total Current Assets
   
3,151
     
3,100
 
                 
 Property and equipment, net
   
397
     
414
 
 Intangible assets, net
   
5,950
     
6,307
 
 Goodwill
   
6,259
     
6,264
 
 Other
   
6
     
-
 
 Total Assets
 
$
15,763
   
$
16,085
 
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
 Current Liabilities:
               
      Line of credit
 
$
500
   
$
500
 
  Current portion of notes payable
   
100
     
349
 
  Accounts payable
   
1,234
     
  1,097
 
  Accrued compensation and benefits
   
160
     
141
 
  Other accrued liabilities
   
551
     
536
 
  Deferred revenue
   
4,860
     
4,792
 
Total Current Liabilities
   
7,405
     
7,415
 
                 
 Long-term liabilities:
               
      Deferred revenue
   
166
     
169
 
      Subordinated notes payable
   
4,350
     
4,323
 
      Subordinated convertible notes payable
   
296
     
1,247
 
      Derivative liability
   
     
835 
 
      Other long-term obligations
   
30
     
32
 
Total Long-Term Liabilities
   
4,842
     
6,606
 
                 
  Stockholders’ Equity:
               
  Preferred stock, $.01 par value; 1,500 shares authorized; none issued or outstanding
   
     
 
  Common stock, $.01 par value; 6,500 shares authorized; 5,365 and 5,014 shares
  issued; 4,981 and 4,630 shares outstanding at March 31, 2012 and December 31, 2011,  respectively
   
336
     
334
 
  Treasury stock at cost, 384 shares at March 31, 2012 and December 31, 2011
   
(5,017
   
(5,017
)
  Additional paid-in capital
   
273,334
     
271,065
 
  Accumulated deficit
   
(265,037
   
(264,190
)
  Accumulated other comprehensive loss
   
(100
   
(128
)
Total Stockholders’ Equity
   
3,516
     
2,064
 
Total Liabilities and Stockholders’ Equity
 
$
15,763
   
$
16,085
 
The notes in the Company’s forthcoming 10-Q are an integral part of these condensed consolidated financial statements.

 
 

 

ASURE SOFTWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)

   
FOR THE
THREE MONTHS ENDED
MARCH 31,
 
   
2012
   
2011
 
Revenues
 
$
4,153
   
$
2,357
 
Cost of Sales
   
(1,046
   
(440
Gross Margin
   
3,107
     
1,917
 
                 
Operating Expenses:
               
Selling, general and administrative
   
2,135
     
1,401
 
Research and development
   
591
     
391
 
Amortization of intangible assets
   
292
     
149
 
Total Operating Expenses
   
3,018
     
1,941
 
                 
Income/(Loss) From Operations
   
89
     
(24
)
                 
Other Income (Expenses):
               
Interest income
   
1
     
2
 
(Loss) on disposal of assets
   
(10
   
-
 
(Loss) on Debt Conversion
   
(199
   
-
 
Foreign currency translation loss
   
(28
   
(21
Interest expense – amortization of OID and derivative of mark-to-market
   
(535
   
-
 
Interest expense and other
   
(120
   
(8
Total Other Expense
   
(891
   
(27
)
                 
Loss From Operations Before Income Taxes
   
(802
   
(51
Income Tax Expense
   
(45
   
(9
Net Loss
 
$
(847
 
$
(60
)
                 
Basic And Diluted Loss Per Share
 
$
(0.18
 
$
(0.01
)
                 
Shares Used In Computing Basic And Diluted Loss Per Share
   
4,699
     
4,627
 

The notes in the Company’s forthcoming 10-Q are an integral part of these condensed consolidated financial statements.