Delaware
|
0-20008
|
74-2415696
|
(State or other jurisdiction of incorporation or organization)
|
(Commission File No.)
|
(IRS Employer Identification No.)
|
EXHIBIT NUMBER
|
DESCRIPTION
|
|
99.1
|
· Cloud SaaS-based bookings for the quarter increased by 40% from the fourth quarter of 2012. Cloud SaaS-based bookings for the year ending December 31, 2013 increased by 19% from the previous year.
· Fourth quarter revenue of $6.7 million and $25.5 million year to date vs. guidance range of $25 to $27 million year to date.
· Fourth quarter net income per share, excluding one-times*, was $0.02 and $(0.14) year to date and fourth quarter earnings per share was a net loss of $(.02) and $(.29) year to date.
· Fourth quarter EBITDA*, excluding one-time items*, was $1.48 million and $4.82 million year to date vs. guidance range of $4.8 to $5.5 million year to date.
|
·
|
Produced record sales and record SaaS bookings for fourth quarter 2013 with success in both new business and client upgrades from On Premise to On Demand solutions. Key wins included: AsureForce new clients Visions Family Services and Ratliff Ready Mix; AsureSpace new clients Iron Mountain, Kaiser Permanente, and Coverys. Key upgrades included: KPMG, State Street, Monsanto, Weill Cornell Medical College, Alexandria Real Estate, Cushman & Wakefield, and Pearson.
|
·
|
Deployed several product enhancements for AsureSpace™ and AsureForce® solutions, including the launch of a new occupancy utilization and measurement solution, AsureSpace™ SmartView, in partnership with Abintra. These enhancements allow the company to more easily scale to meet growth goals and support client retention with stable products and innovative features.
|
·
|
Refinanced our existing senior debt under a new facility with Wells Fargo Bank, N.A. in the first quarter of 2014. The new term loan with Wells Fargo Bank of $15.0 million has a revolver of $3.0 million with an additional uncommitted incremental loan facility of $10.0 million for future permitted acquisitions. The company expects to incur a one-time charge of approximately $1.4 million, of which approximately $0.7 million is non-cash deferred financing costs, related to the restructuring in first quarter of 2014. We expect the new loan to reduce our interest expense by approximately $0.6 million in 2014 and $0.7 million in the following year and reduce cash principal payments by $0.8 million in 2014 and $1.1 million in the following year.
|
·
|
Reached an agreement to settle our outstanding notes payable and dismiss all pending litigation with the sellers of PeopleCube in the first quarter of 2014. With the insurance proceeds and after offsetting any related litigation costs incurred in 2014, we expect to record a net gain of approximately $1.0 million on the settlement in the first quarter of 2014.
|
·
|
Cloud SaaS-based bookings increased by 40% from the fourth quarter of 2012. Cloud SaaS-based bookings for the year ending December 31, 2013 increased by 19% from the previous year.
|
·
|
Cloud SaaS-based revenue for the quarter increased to $3.4 million up $197,000 and 6.1% over the previous quarter and up $408,000, or 13.5% over the fourth quarter of 2012. Cloud SaaS-based revenue for the year ending December 31, 2013 increased to $12.9 million up $2.9 million and 29.4% over the previous year.
|
·
|
Revenue for the quarter was $6.7 million as compared to $6.5 million in the previous quarter and $5.9 million in the fourth quarter 2012, an increase of 4.0% and 13.2%, respectively. Revenue for the year ending December 31, 2013 was $25.5 million as compared to $20.0 million in the previous year, an increase of 27.6%.
|
·
|
Recurring revenue as a percent of total revenue was 75% for the quarter as compared to 76% for the previous quarter and 79% in the fourth quarter of 2012. Recurring revenue for the year ending December 31, 2013 was 77% compared to 79% in 2012.
|
·
|
Gross margin for the quarter was $5.1 million compared to $4.9 million in the previous quarter and $4.3 million in the fourth quarter 2012, an increase of 3.7% and 17.5%, respectively. Gross margin for the year ending December 31, 2013 was $19.0 million as compared to $15.4 million in the previous year, an increase of 23.8%.
|
·
|
EBITDA* excluding one-time items* for the quarter was approximately $1.48 million compared to $1.46 million in the previous quarter and $948,000 in the fourth quarter of 2012. One-time items* in the quarter were approximately $215,000 up from $104,000 in the previous quarter and up from $175,000 in the fourth quarter of 2012, and were related to legal and professional fees, site consolidation related to the acquisition of Meeting Maker and other one-time expenses*. EBITDA* excluding one-time items* for the year ending December 31, 2013 was $4.82 million vs. $3.30 million in 2012.
|
·
|
Cash flow provided by operating activities for the quarter was $846,000 compared to $383,000 in the previous quarter and $938,000 in the fourth quarter 2012, an increase of 121% and a decrease of 9%, respectively. Cash flow provided by operating activities for the year ending December 31, 2013 was $2.0 million as compared to $2.8 million in the previous year, a decrease of 29%.
|
Company Outlook | |||
$000s
|
FY 14
|
||
Revenue
|
$29,000 - $30,000 | ||
EBITDA, excluding one-time items
|
$5,500 - $6,500 | ||
Net income per share, excluding one-time items
|
$0.08 - $0.24 |
Reconciliation of GAAP Net Earnings to Earnings Before Interest, Taxes, Depreciation, Amortization and Stock Compensation Expense (EBITDA) and EBITDA Excluding One-time items.
|
||||||||
FOR THE THREE MONTHS ENDED
|
||||||||
$000s
|
December 31, 2013
|
December 31,
2012
|
Inc/Dec
|
|||||
Net Income (Loss)
|
(102)
|
(633)
|
531
|
|||||
Interest and amortization of OID
|
613
|
575
|
38
|
|||||
Tax
|
(4)
|
89
|
(93)
|
|||||
Depreciation
|
121
|
92
|
29
|
|||||
Amortization
|
592
|
629
|
(37)
|
|||||
Stock Compensation
|
47
|
21
|
26
|
|||||
EBITDA
|
1,267
|
773
|
494
|
|||||
One-time items
|
215
|
175
|
40
|
|||||
EBITDA excluding one-time items
|
1,482
|
948
|
534
|
FOR THE TWELVE MONTHS ENDED
|
||||
$000s
|
December 31, 2013
|
December 31,
2012
|
Inc/Dec
|
|
Net Loss
|
(1,662)
|
(3,032)
|
1,370
|
|
Interest and amortization of OID
|
2,394
|
1,519
|
875
|
|
Derivative mark -to-market
|
-
|
465
|
(465)
|
|
Tax
|
117
|
285
|
(168)
|
|
Depreciation
|
452
|
253
|
199
|
|
Amortization
|
2,495
|
2,042
|
453
|
|
Stock Compensation
|
160
|
88
|
72
|
|
EBITDA
|
3,956
|
1,620
|
2,336
|
|
One-time items
|
867
|
1,675
|
(808)
|
|
EBITDA excluding one-time items
|
4,823
|
3,295
|
1,528
|
Reconciliation of GAAP Net Earnings to Net Earnings Excluding One-time items
|
||
FOR THE THREE MONTHS ENDED December 31
|
||
2013
|
2012
|
|
Net Income (Loss)
|
(102)
|
(633)
|
Legal & Professional Services
|
163
|
146
|
Severance, Recruitment & Relocation
|
52
|
26
|
Other one-time items (net)
|
-
|
3
|
Sub-total excluding Taxes
|
215
|
175
|
Sub-total one-time items
|
215
|
175
|
Net Gain/(Loss) excluding one-time items
|
113
|
(458)
|
$000s
|
FOR THE TWELVE MONTHS ENDED December 31
|
|
2013
|
2012
|
|
Net Loss
|
(1,662)
|
(3,032)
|
Legal & Professional Services
|
697
|
1,128
|
Severance, Recruitment & Relocation
|
212
|
395
|
Gain on sale of assets
|
(72)
|
-
|
Interest income from settlement
|
(48)
|
-
|
Site Consolidation
|
-
|
55
|
Derivative mark-to-market
|
-
|
465
|
Loss on Debt Conversion
|
-
|
198
|
3:2 Stock Split
|
-
|
19
|
Provision for Taxes – Site Shut Down
|
-
|
60
|
Other one-time items (net)
|
78
|
54
|
Sub-total excluding Taxes and MTM
|
867
|
1,849
|
Sub-total one-time items
|
867
|
2,374
|
Net Gain/(Loss) excluding one-time items
|
(795)
|
(658)
|
Reconciliation of GAAP Revenue to Non-GAAP revenue
|
||
$000s
|
FOR THE THREE MONTHS ENDED December 31
|
|
2013
|
2012
|
|
Revenue
|
6,732
|
5,948
|
Adjustment
|
13
|
317
|
Non- GAAP revenue
|
6,745
|
6,265
|
$000s
|
FOR THE TWELVE MONTHS ENDED December 31
|
|
2013
|
2012
|
|
Revenue
|
25,474
|
19,965
|
Adjustment
|
416
|
978
|
Non- GAAP revenue
|
25,890
|
20,943
|
|
December 31,
2013
|
December 31,
2012
|
||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
3,938
|
$
|
2,177
|
||||
Restricted cash
|
400
|
250
|
||||||
Accounts receivable, net of allowance for doubtful accounts of $168 and $182 at December 31, 2013 and December 31, 2012, respectively
|
3,902
|
3,040
|
||||||
Inventory
|
77
|
266
|
||||||
Notes receivable
|
9
|
19
|
||||||
Prepaid expenses and other current assets
|
1,334
|
1,497
|
||||||
Total current assets
|
9,660
|
7,249
|
||||||
Property and equipment, net
|
1,233
|
1,154
|
||||||
Goodwill
|
15,005
|
15,525
|
||||||
Intangible assets, net
|
9,679
|
12,179
|
||||||
Other assets
|
38
|
41
|
||||||
Total assets
|
$
|
35,615
|
$
|
36,148
|
||||
Liabilities and stockholders’ equity
|
||||||||
Current liabilities:
|
||||||||
Current portion of notes payable
|
$
|
4,308
|
$
|
3,450
|
||||
Accounts payable
|
1,669
|
2,713
|
||||||
Accrued compensation and benefits
|
473
|
78
|
||||||
Other accrued liabilities
|
988
|
706
|
||||||
Deferred revenue
|
10,059
|
9,684
|
||||||
Total current liabilities
|
17,497
|
16,631
|
||||||
Long-term liabilities:
|
||||||||
Deferred revenue
|
759
|
199
|
||||||
Notes payable- related party
|
-
|
800
|
||||||
Notes payable
|
12,698
|
15,887
|
||||||
Other liabilities
|
444
|
471
|
||||||
Total long-term liabilities
|
13,901
|
17,357
|
||||||
Stockholders’ equity:
|
||||||||
Preferred stock, $.01 par value; 1,500 shares authorized; none issued or outstanding
|
-
|
-
|
||||||
Common stock, $.01 par value; 11,000 shares authorized; 6,353 and 5,644 shares issued,
5,969 and 5,260 shares outstanding at December 31, 2013 and December 31, 2012, respectively
|
63
|
56
|
||||||
Treasury stock at cost, 384 shares at December 31, 2013 and December 31, 2012
|
(5,017
|
)
|
(5,017
|
)
|
||||
Additional paid-in capital
|
278,159
|
274,445
|
||||||
Accumulated deficit
|
(268,884
|
)
|
(267,222
|
)
|
||||
Accumulated other comprehensive loss
|
(104
|
)
|
(102
|
)
|
||||
Total stockholders’ equity
|
4,217
|
2,160
|
||||||
$
|
35,615
|
$
|
36,148
|
FOR THE
TWELVE MONTHS ENDED
DECEMBER 31,
|
||||||||
2013
|
2012
|
|||||||
Revenues
|
$
|
25,474
|
$
|
19,965
|
||||
Cost of sales
|
6,425
|
4,573
|
||||||
Gross Margin
|
19,049
|
15,392
|
||||||
Operating Expenses
|
||||||||
Selling, general and administrative
|
13,252
|
11,803
|
||||||
Research and development
|
2,835
|
2,376
|
||||||
Amortization of intangible assets
|
2,180
|
1,726
|
||||||
Total Operating Expenses
|
18,267
|
15,905
|
||||||
Income (Loss) From Operations
|
782
|
(513
|
)
|
|||||
Other Income (Loss)
|
||||||||
Interest income
|
49
|
3
|
||||||
Gain (loss) on sale/disposal of assets
|
72
|
(28
|
)
|
|||||
Loss on debt conversion
|
-
|
(198
|
)
|
|||||
Foreign currency translation gain (loss)
|
(24)
|
(27
|
)
|
|||||
Interest expense and other
|
(1,943
|
)
|
(1,169
|
)
|
||||
Interest expense – amortization of OID and derivative mark-to-market
|
(481
|
) |
(815
|
)
|
||||
Total other income (loss), net
|
(2,327
|
)
|
(2,234
|
)
|
||||
Loss From Operations before Income Taxes
|
(1,545
|
)
|
(2,747
|
)
|
||||
Income tax provision
|
(117
|
)
|
(285
|
)
|
||||
Net Loss
|
$
|
(1,662
|
)
|
$
|
(3,032
|
)
|
||
Other Comprehensive Income (Loss):
|
||||||||
Foreign currency gain (loss)
|
(2)
|
26
|
||||||
Other Comprehensive Income (Loss)
|
$
|
(1,664
|
)
|
$
|
(3,006
|
)
|
||
Basic and Diluted Net Loss Per Share
|
||||||||
Basic
|
$
|
(0.29
|
)
|
$
|
(0.60
|
)
|
||
Diluted
|
$
|
(0.29
|
)
|
$
|
(0.60
|
)
|
||
Weighted Average Basic and Diluted Shares
|
||||||||
Basic
|
5,661,000
|
5,048,000
|
||||||
Diluted
|
5,661,000
|
5,048,000
|
FOR THE
YEAR
DECEMBER 31,
|
||||||||
2013
|
2012
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net loss
|
$
|
(1,662
|
)
|
$
|
(3,032
|
)
|
||
Adjustments to reconcile net loss to net cash provided by operations:
|
||||||||
Depreciation and amortization
|
2,947
|
2,295
|
||||||
Provision for doubtful accounts
|
37
|
179
|
||||||
Share-based compensation
|
160
|
88
|
||||||
Interest income on settlement
|
(48
|
)
|
-
|
|||||
(Gain) loss on sale/disposal of assets
|
(72
|
)
|
28
|
|||||
Amortization of OID and derivative mark-to-market
|
481
|
815
|
||||||
Gain on debt payoff
|
(98
|
) |
-
|
|||||
Loss on debt conversion
|
-
|
198
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Restricted cash
|
(150
|
)
|
(250
|
) | ||||
Accounts receivable
|
(899
|
) |
1,095
|
|||||
Inventory
|
177
|
(150
|
)
|
|||||
Prepaid expenses and other assets
|
495
|
(229)
|
||||||
Accounts payable
|
(1,008
|
)
|
692
|
|||||
Accrued expenses and other long-term obligations
|
737
|
140
|
||||||
Deferred revenue
|
928
|
940
|
||||||
Net cash provided by operating activities
|
2,025
|
2,809
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Net purchases of property and equipment
|
(383
|
)
|
(904
|
)
|
||||
Purchases of intangible assets
|
(62
|
)
|
(351
|
)
|
||||
Collection of note receivable
|
10
|
77
|
||||||
Acquisitions net of cash acquired
|
-
|
(9,800
|
)
|
|||||
Net cash used in investing activities
|
(435
|
) |
(10,978
|
) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceeds from notes payable
|
4,000
|
14,500
|
||||||
Payments on notes payable
|
(6,880
|
)
|
(3,833
|
)
|
||||
Payments on conversion of subordinated notes payable
|
-
|
(222
|
) | |||||
Payments on line of credit
|
-
|
(500
|
)
|
|||||
Payments on capital leases
|
(88
|
)
|
(33
|
) | ||||
Debt financing fees
|
(330
|
) |
(680
|
) | ||||
Net proceeds from issuance of common stock
|
3,433
|
-
|
||||||
Net proceeds from exercise of stock options
|
35
|
20
|
||||||
Net cash provided by (used in) financing activities
|
170
|
9,252
|
||||||
Effect of foreign exchange rates
|
1
|
27
|
||||||
Net increase (decrease) in cash and cash equivalents
|
1,761
|
1,110
|
||||||
Cash and equivalents at beginning of period
|
2,177
|
1,067
|
||||||
Cash and equivalents at end of period
|
$
|
3,938
|
$
|
2,177
|
||||
SUPPLEMENTAL INFORMATION:
|
||||||||
Cash paid for:
|
||||||||
Interest
|
$
|
1,461
|
$
|
797
|
||||
Non-cash Investing and Financing Activities:
|
||||||||
Conversion of subordinated convertible notes payable to equity
|
93
|
2,247
|
||||||
Issuance of common stock upon acquisition
|
-
|
747
|