Delaware
|
0-20008
|
74-2415696
|
(State or other jurisdiction of incorporation or organization)
|
(Commission File No.)
|
(IRS Employer Identification No.)
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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EXHIBIT NUMBER
|
DESCRIPTION
|
|
99.1
|
In thousands, except per share data
|
Q4 2014 | Q4 2013 |
% Change
|
YTD Q4 2014
|
YTD Q4 2013
|
% Change
|
||||||||||||
Revenue
|
$ | 7,101 | $ | 6,732 |
up 6%
|
$ | 27,206 | $ | 25,474 |
up 7%
|
||||||||
Gross Margin
|
$ | 5,313 | $ | 5,108 |
up 4%
|
$ | 20,892 | $ | 19,049 |
up 10%
|
||||||||
Net income (loss)
|
$ | 92 | $ | (102 | ) |
up 190%
|
$ | (262 | ) | $ | (1,662 | ) |
up 84%
|
|||||
EBITDA, excluding one-times*
|
$ | 1,345 | $ | 1,482 |
down 9%
|
$ | 5,052 | $ | 4,823 |
up 5%
|
||||||||
Diluted net income (loss) per share, excluding one-times*
|
$ | 0.04 | $ | 0.02 | $ | 0.08 | $ | (0.14 | ) |
·
|
Continued cloud bookings and revenue growth with US and UK key sales and upgrades that included a combination of Cloud-based solutions, professional services and integrated hardware: AsureSpace hoteling and workspace management to American Water Works, Deutsche Bank, Kaiser Permanente, King Saud University and Methodist Hospital, and AsureForce time and attendance solutions to Clear Creek Plumbing, Croes and Co., Dynamex, Henriquez, Rhodes College, Pollard Brook and Vision Ease.
|
·
|
Total bookings for 2014 increased 23% over 2013. Cloud bookings for 2014 increased 1% over 2013.
|
·
|
Released an enhanced NowSpace™ space scheduling touch panel, integrated NowSpace with leading technology provider Mobile Iron, and launched bi-directional integration of Asure hoteling and space management solutions with Cisco TMS; expanded AsureForce time & attendance solutions with enhanced support for global and high volume implementations, including numerous usability and performance requirements.
|
·
|
Expanded the Company’s global presence with Tokyo-based DOUMA, Japan’s only firm dedicated solely to workplace management, which will offer Asure’s solutions to its clients.
|
·
|
Refinanced our senior debt under a new facility with Wells Fargo Bank, N.A. in the first quarter of 2014, reducing our interest expense by $0.6 million and cash principal payments by $0.8 million in 2014.
|
·
|
Net income was $0.01 per share in the fourth quarter of 2014 as compared to net loss of $(0.02) per share in the fourth quarter of 2013. This was the third quarter in a row of positive net income.
|
·
|
Cloud SaaS-based revenue for the quarter was $3.5 million, up $72,000 or 2% over the fourth quarter of 2013.
|
·
|
Revenue for the quarter of $7.1 million increased 6% over the $6.7 million in the fourth quarter of 2013.
|
·
|
Recurring revenue as a percent of total revenue was 73% for the quarter as compared to 75% in the fourth quarter of 2013.
|
·
|
Gross margin for the quarter was $5.3 million compared to $5.1 million in the fourth quarter 2013, an increase of 4%.
|
·
|
EBITDA* excluding one-time items* for the quarter was approximately $1.3 million compared to $1.5 million in the fourth quarter of 2013. This decline was driven by an increase in sales, marketing, and operating expenses aimed towards accelerating 2015 growth.
|
·
|
Fourth quarter net income per share, excluding one-times*, was $0.04 compared to $0.02 in the fourth quarter of 2013.
|
$000s |
FY 15
|
||||
Revenue
|
$ | 30,000 | |||
EBITDA, excluding one-time items
|
$ | 5,600 | |||
Net income per share, excluding one-time items
|
$ | 0.25 |
|
December 31,
2014
|
December 31,
2013
|
||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
320
|
$
|
3,938
|
||||
Restricted cash
|
-
|
400
|
||||||
Accounts receivable, net of allowance for doubtful accounts of $120 and $168 at December 31, 2014 and December 31, 2013, respectively
|
5,295
|
3,902
|
||||||
Inventory
|
170
|
77
|
||||||
Notes receivable
|
-
|
9
|
||||||
Prepaid expenses and other current assets
|
1,303
|
1,334
|
||||||
Total current assets
|
7,088
|
9,660
|
||||||
Property and equipment, net
|
1,539
|
1,233
|
||||||
Goodwill
|
17,500
|
15,005
|
||||||
Intangible assets, net
|
8,322
|
9,679
|
||||||
Other assets
|
19
|
38
|
||||||
Total assets
|
$
|
34,468
|
$
|
35,615
|
||||
Liabilities and stockholders’ equity
|
||||||||
Current liabilities:
|
||||||||
Current portion of notes payable
|
$
|
750
|
$
|
4,308
|
||||
Accounts payable
|
1,533
|
1,669
|
||||||
Accrued compensation and benefits
|
350
|
473
|
||||||
Other accrued liabilities
|
1,128
|
988
|
||||||
Deferred revenue
|
10,641
|
10,059
|
||||||
Total current liabilities
|
14,402
|
17,497
|
||||||
Long-term liabilities:
|
||||||||
Deferred revenue
|
475
|
759
|
||||||
Notes payable
|
14,381
|
12,698
|
||||||
Other liabilities
|
739
|
444
|
||||||
Total long-term liabilities
|
15,595
|
13,901
|
||||||
Stockholders’ equity:
|
||||||||
Preferred stock, $.01 par value; 1,500 shares authorized; none issued or outstanding
|
-
|
-
|
||||||
Common stock, $.01 par value; 11,000 shares authorized; 6,434 and 6,353 shares issued,
6,050 and 5,969 shares outstanding at December 31, 2014 and December 31, 2013, respectively
|
64
|
63
|
||||||
Treasury stock at cost, 384 shares at December 31, 2014 and December 31, 2013
|
(5,017
|
)
|
(5,017
|
)
|
||||
Additional paid-in capital
|
278,656
|
278,159
|
||||||
Accumulated deficit
|
(269,146
|
)
|
(268,884
|
)
|
||||
Accumulated other comprehensive loss
|
(86
|
)
|
(104
|
)
|
||||
Total stockholders’ equity
|
4,471
|
4,217
|
||||||
Total liabilities and stockholders’ equity
|
$
|
34,468
|
$
|
35,615
|
FOR THE
TWELVE MONTHS ENDED
DECEMBER 31,
|
||||||||
2014
|
2013
|
|||||||
Revenues
|
$
|
27,206
|
$
|
25,474
|
||||
Cost of Sales
|
6,314
|
6,425
|
||||||
Gross margin
|
20,892
|
19,049
|
||||||
Operating expenses
|
||||||||
Selling, general and administrative
|
13,999
|
13,252
|
||||||
Research and development
|
3,310
|
2,835
|
||||||
Amortization of intangible assets
|
1,999
|
2,180
|
||||||
Total operating expenses
|
19,308
|
18,267
|
||||||
Income from operations
|
1,584
|
782
|
||||||
Other income (loss)
|
||||||||
Gain on settlement of note payable and litigation
|
1,034
|
-
|
||||||
Interest income
|
(1
|
)
|
49
|
|||||
Gain on sale/disposal of assets
|
-
|
72
|
||||||
Loss on debt refinancing
|
(1,402
|
)
|
-
|
|||||
Foreign currency translation loss
|
(14
|
)
|
(24
|
)
|
||||
Interest expense and other
|
(1,274
|
)
|
(1,943
|
)
|
||||
Interest expense- amortization of original issue discount (OID)
|
(72
|
)
|
(481
|
)
|
||||
Total other loss, net
|
(1,729
|
)
|
(2,327
|
)
|
||||
Loss from operations before income taxes
|
(145
|
)
|
(1,545
|
)
|
||||
Income tax provision
|
(117
|
)
|
(117
|
)
|
||||
Net loss
|
$
|
(262
|
)
|
$
|
(1,662
|
)
|
||
Other comprehensive loss:
|
||||||||
Foreign currency translation gain (loss)
|
18
|
(2
|
)
|
|||||
Other comprehensive loss
|
$
|
(244
|
)
|
$
|
(1,664
|
)
|
||
Basic and diluted net loss per share
|
||||||||
Basic
|
$
|
(0.04
|
)
|
$
|
(0.29
|
)
|
||
Diluted
|
$
|
(0.04
|
)
|
$
|
(0.29
|
)
|
||
Weighted average basic and diluted shares
|
||||||||
Basic
|
6,002,000
|
5,661,000
|
||||||
Diluted
|
6,002,000
|
5,661,000
|
FOR THE
YEAR ENDED
DECEMBER 31,
|
||||||||
2014
|
2013
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net loss
|
$
|
(262
|
)
|
$
|
(1,662
|
)
|
||
Adjustments to reconcile net loss to net cash provided by operations:
|
||||||||
Depreciation and amortization
|
2,821
|
2,947
|
||||||
Provision for doubtful accounts
|
48
|
37
|
||||||
Share-based compensation
|
226
|
160
|
||||||
Interest income on settlement
|
-
|
(48
|
)
|
|||||
Gain on sale/disposal of assets
|
-
|
(72
|
)
|
|||||
Amortization of original issue discount (OID)
|
72
|
481
|
||||||
Gain on debt payoff
|
-
|
(98
|
)
|
|||||
Gain on settlement of note payable and litigation
|
(1,034
|
)
|
-
|
|||||
Loss on debt refinancing
|
1,402
|
-
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Restricted cash
|
400
|
(150
|
)
|
|||||
Accounts receivable
|
(1,419
|
)
|
(899
|
)
|
||||
Inventory
|
(93
|
)
|
177
|
|||||
Prepaid expenses and other assets
|
(82
|
)
|
495
|
|||||
Accounts payable
|
(136
|
)
|
(1,008
|
)
|
||||
Accrued expenses and other long-term obligations
|
550
|
737
|
||||||
Deferred revenue
|
213
|
928
|
||||||
Net cash provided by operating activities
|
2,706
|
2,025
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Acquisitions, net of cash acquired
|
(3,440
|
)
|
-
|
|||||
Purchases of property and equipment
|
(807
|
)
|
(383
|
)
|
||||
Disposals of property and equipment
|
38
|
-
|
||||||
Collection of note receivable
|
9
|
10
|
||||||
Purchases of intangible assets
|
-
|
(62
|
)
|
|||||
Net cash used in investing activities
|
(4,200
|
)
|
(435
|
)
|
||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceeds from notes payable
|
18,181
|
4,000
|
||||||
Payments on notes payable
|
(19,311
|
)
|
(6,880
|
)
|
||||
Payments on amendment of senior notes payable
|
(704
|
)
|
(330
|
)
|
||||
Debt financing fees
|
(565
|
)
|
-
|
|||||
Payments on capital leases
|
(144
|
)
|
(88
|
)
|
||||
Insurance proceeds for settlement of notes payable dispute, net of expenses
|
372
|
-
|
||||||
Net proceeds from issuance of common stock
|
-
|
3,433
|
||||||
Net proceeds from exercise of stock options
|
24
|
35
|
||||||
Net cash provided by (used in) financing activities
|
(2,147
|
)
|
170
|
|||||
Effect of foreign exchange rates
|
23
|
1
|
||||||
Net increase (decrease) in cash and cash equivalents
|
(3,618
|
)
|
1,761
|
|||||
Cash and cash equivalents at beginning of period
|
3,938
|
2,177
|
||||||
Cash and cash equivalents at end of period
|
$
|
320
|
$
|
3,938
|
||||
SUPPLEMENTAL INFORMATION:
|
||||||||
Cash paid for:
|
||||||||
Interest
|
$
|
941
|
$
|
1,461
|
||||
Non-cash Investing and Financing Activities:
|
||||||||
Conversion of subordinated convertible notes payable to equity
|
248
|
93
|
||||||
Accrued contingent consideration upon acquisition
|
327
|
-
|
$000s
|
December 31,
2014
|
December 31,
2013
|
||||||
Net Income (Loss)
|
92 | (102 | ) | |||||
Interest and amortization of OID
|
275 | 613 | ||||||
Tax
|
(23 | ) | (4 | ) | ||||
Depreciation
|
126 | 121 | ||||||
Amortization
|
635 | 592 | ||||||
Stock Compensation
|
95 | 47 | ||||||
EBITDA
|
1,200 | 1,267 | ||||||
One-time items
|
145 | 215 | ||||||
EBITDA excluding one-time items
|
1,345 | 1,482 |
$000s | December 31,
2014
|
December 31,
2013
|
||||||
Net Income (Loss)
|
(262 | ) | (1,662 | ) | ||||
Interest and amortization of OID
|
1,354 | 2,394 | ||||||
Tax
|
117 | 117 | ||||||
Depreciation
|
462 | 452 | ||||||
Amortization
|
2,359 | 2,495 | ||||||
Stock Compensation
|
226 | 160 | ||||||
EBITDA
|
4,256 | 3,956 | ||||||
One-time items
|
796 | 867 | ||||||
EBITDA excluding one-time items
|
5,052 | 4,823 |
$000s
|
FOR THE THREE MONTHS ENDED
December 31
|
|||||||
2014
|
2013
|
|||||||
Net Income (Loss)
|
92 | (102 | ) | |||||
Legal & Professional Services
|
21 | 163 | ||||||
Severance, Recruitment & Relocation
|
111 | 52 | ||||||
Other one-time items (net)
|
13 | - | ||||||
Sub-total excluding Taxes
|
145 | 215 | ||||||
Sub-total one-time items
|
145 | 215 | ||||||
Net Income (Loss) excluding one-time items
|
237 | 113 |
$000s
|
FOR THE TWELVE MONTHS ENDED
December 31
|
|||||||
2014
|
2013
|
|||||||
Net Income (Loss)
|
(262 | ) | (1,662 | ) | ||||
Legal & Professional Services
|
208 | 697 | ||||||
Loss on Debt Refinancing
|
1,402 | - | ||||||
Gain on Settlement of Note Payable and litigation
|
(1,034 | ) | - | |||||
Severance, Recruitment & Relocation
|
195 | 212 | ||||||
Gain on sale of assets
|
- | (72 | ) | |||||
Interest income from settlement
|
- | (48 | ) | |||||
Other one-time items (net)
|
25 | 78 | ||||||
Sub-total excluding Taxes
|
796 | 867 | ||||||
Sub-total one-time items
|
796 | 867 | ||||||
Net Income (Loss) excluding one-time items
|
534 | (795 | ) |
$000s
|
FOR THE THREE MONTHS ENDED
December 31
|
|||||||
2014
|
2013
|
|||||||
Revenue
|
7,101 | 6,732 | ||||||
Adjustment
|
- | 13 | ||||||
Non- GAAP revenue
|
7,101 | 6,745 |
$000s
|
FOR THE TWELVE MONTHS ENDED
December 31
|
|||||||
2014
|
2013
|
|||||||
Revenue
|
27,206 | 25,474 | ||||||
Adjustment
|
- | 416 | ||||||
Non- GAAP revenue
|
27,206 | 25,890 |