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Epicor
18200 Von Karman, Suite 1000 Irvine, CA 92646
800-999-6995
http://www.epicor.com


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Epicor Reports Third Quarter 2005 Earnings
Posts 19% Year-over-Year Organic License Fee Growth; Year-over-Year Organic Revenue Growth of 13% With Year-over-Year Adjusted EPS Growth of 29%; Issues Guidance for the Remainder of 2005 and Full Year 2006

IRVINE, CA, October 26, 2005 -- Epicor Software Corporation (Nasdaq: EPIC), a leading provider of enterprise software solutions, today reported its financial results for the third quarter 2005.

"We are pleased to report another quarter of excellent results and growth rates that significantly outpaced the industry," said George Klaus, chairman and CEO of Epicor. "We are continuing to execute in all areas of the business, and we have strong momentum entering our final quarter of the year driven by strong organic revenue growth and operating leverage in our business model. We added 159 new customers during the quarter."

"Looking ahead, we are raising our revenue guidance for the fourth quarter, and issuing a positive revenue and earnings outlook for 2006. This reflects the compelling competitive position of our products, increasing market demand and continued confidence in the execution capabilities of our management team."

"We just completed our worldwide customer conference, Perspectives 2005 where our theme was 'Innovate and Accelerate,' where we highlighted our latest technologies, products and services to a record 1,600 attendees. The feedback from the event was extremely positive and the interest and excitement generated was very high. We look forward to building on strength of our recent results and the momentum generated at Perspectives in the coming quarters."

Revenue Summary

Total revenues for the third quarter were $70.1 million, compared with $62.2 million in the prior year's quarter, representing a growth rate of 13%. License fees were $18.3 million for the third quarter compared to $15.3 million in the third quarter of 2004, up 19%. Consulting revenue for the third quarter of 2005 was $18.1 million compared with $15.8 million in the third quarter of 2004, up 15%. Maintenance and other revenue for the third quarter of 2005 was $33.7 million compared with $31.1 million in the third quarter of 2004, up 9%.

Total revenues for the nine months ended September 30, 2005 were $208.5 million compared with $154.2 million for the same period last year. License fees for the nine-month period ended 2005 were $54.0 million compared with $38.0 million for the same period last year. Consulting revenue for the nine-month period ended 2005 was $53.5 million compared with $40.8 million for the same period last year. Maintenance and other revenue for the nine-month period ended 2005 was $101.0 million compared with $75.4 million for the same period last year.

Income Summary

For the third quarter, the company reported GAAP net income of $9.0 million or $0.16 per diluted share compared with $6.3 million or $0.11 per diluted share in the prior year's period. For the third quarter of 2005, adjusted earnings were $12.3 million or $0.22 per diluted share compared with adjusted earnings of $9.5 million or $0.17 per diluted share in the same period last year, up 29%. Adjusted earnings exclude amortization of acquired intangible assets, stock-based compensation expense and restructuring charges, all net of tax and the non-cash income tax benefit.

GAAP net income for the nine months ended September 30, 2005 was $43.5 million or $0.77 per diluted share which includes a non-cash income tax benefit related to the release of a deferred tax valuation allowance of $18.6 million or $0.33 per diluted share, compared to net income of $15.4 million or $0.29 per diluted share for the same period ended 2004. For the nine-month period, adjusted earnings, as described above, were $34.6 million or $0.61 per diluted share, compared to adjusted earnings of $23.6 million or $0.44 per diluted share for the same period 2004.

Balance Sheet Summary

The company's balance sheet at September 30, 2005 showed cash, cash equivalents and short term investments of $56.4 million. The company currently has $10 million outstanding against its $125 million credit line.

At quarter-end, net accounts receivable was $44.7 million and deferred revenues were $53.9 million. Day sales outstanding (DSO) was 59 up slightly due to seasonality from 54 in the second quarter 2005.

The company's deferred tax asset at September 30, 2005 was $38.2 million, unchanged from last quarter.

Fourth Quarter 2005 and Full Year 2006 Guidance

The company expects total revenues for the fourth quarter 2005 to be approximately $77 million. GAAP earnings per diluted share for the fourth quarter 2005 is expected to be $0.22 with adjusted earnings, as described above, per share of $0.28, in each case using a weighted average share count of 57 million shares.

The company raised revenue guidance for the year 2005 from $284 million to $286 million. The company re-iterates its previously issued GAAP earnings guidance per diluted share of $0.99 using a weighted average of 57 million shares which includes $0.33 related to the non-cash income tax benefit associated with releasing a portion of the valuation allowance for deferred taxes. The company also reiterated previously issued adjusted earnings guidance, as described above, of $0.90 per diluted share also using a weighted average share count of 57 million shares.

The company also provided its outlook for fiscal 2006. The company expects 2006 revenues to be approximately $314 million, up 10% from the 2005 expected results. The company expects GAAP earnings per diluted share to be $0.54 for 2006 with adjusted earnings per share, as described above, of $0.75, in each case using a weighted average share count of 58 million shares. Expected earnings results presume a book tax rate of approximately 39%. None of these expected results include contributions which may result from acquisitions.

The company will hold an investor and analyst conference call directly following the release after the close of market at 2:00 p.m. PDT.


     Date:         Wednesday, October 26, 2005
     Time:         2:00 p.m. PDT
     Dial in:      +1 (800) 361-0912 or outside the U.S. +1 (913) 981-5559
     Conf ID:      Epicor

On the call, George Klaus, chairman and CEO, Mark Duffell, president and COO and Michael Piraino, executive vice president and CFO will review third quarter 2005 earnings and the outlook for the remainder of 2005 and 2006. Investors and analysts are invited to participate on the call. Please dial in approximately ten minutes prior to start time. A live audio-only webcast of the call will be made available to the public on the company's Web site at www.epicor.com/company/investor and will be archived for thirty days following the call on the company's Web site.

About Epicor Software Corporation

For 20 years, Epicor has been a recognized leader dedicated to providing integrated enterprise resource planning (ERP), customer relationship management (CRM) and supply chain management (SCM) software solutions to midmarket companies around the world. With the acquisition of Scala, Epicor became a global leader in the midmarket serving over 20,000 customers in 143 countries and supporting more than 30 languages. Epicor leverages innovative technologies like Web services in developing end-to-end, industry- specific solutions for manufacturing, distribution, enterprise service automation and hospitality that enable companies to drive efficiencies throughout business operations and build competitive advantage. With the scalability and flexibility to support long-term growth, Epicor's solutions are complemented by a full range of services, providing a single point of accountability to promote rapid return on investment and low total cost of ownership. Epicor's worldwide headquarters are located in Irvine, California with offices and affiliates around the world. For more information, visit the company's Web site at www.epicor.com.

Epicor and Scala are registered trademarks of Epicor Software Corporation and Scala Business Solutions N.V., respectively. All other trademarks referenced are the property of their respective owners. The product and service offerings depicted in this document are produced by Epicor Software Corporation.

Forward-Looking Statements

Management of Epicor Software believes certain statements in this press release may constitute forward-looking statements with respect to the financial condition, results of operations, continued profitability and activities of Epicor. These forward-looking statements include statements regarding expected revenues, earnings and earnings per share, and other statements that are not historical fact. These forward-looking statements are based on currently available competitive, financial and economic data together with management's views and assumptions regarding future events and business performance as of the time the statements are made and are subject to risks and uncertainties. Actual results may differ materially from those expressed or implied in the forward-looking statements.

Such risks and uncertainties include but are not limited to changes in the demand for enterprise resource planning products, particularly in light of competitive offerings; the timely availability and market acceptance of new products and upgrades; the impact of competitive products and pricing; the discovery of undetected software errors; changes in the financial condition of Epicor's major commercial customers and Epicor's future ability to continue to develop and expand its product and service offerings to address emerging business demand and technological trends and other factors discussed in Epicor's 10Q report for the period ended March 31, 2005 at pages 38-46. As a result of these factors the business or prospects expected by the company as part of this announcement may not occur. Epicor undertakes no obligation to revise or update publicly any forward-looking statements.

This press release includes certain non-GAAP financial measures, including organic revenue growth, which excludes the revenue contribution of Scala, and adjusted net income and net income per diluted share amounts, which exclude the amortization of acquired intangible assets, stock -based compensation expense, restructuring charges and other, all net of tax and the non-cash income tax benefit. These non-GAAP financial measures are not prepared in accordance with generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies. Non-GAAP financial measures should not be considered as a substitute for measures of financial performance prepared in accordance with GAAP. The company's management believes that these non-GAAP financial measures provide meaningful supplemental information regarding the performance of the company's business operations. These measures also facilitate management's internal comparisons to our historical operating results and to our competitors' operating results, operational forecasting and budgeting. Investors and potential investors are encouraged to review the reconciliation of the non-GAAP financial measures contained within this press release with their most directly comparable GAAP financial results.

                         EPICOR SOFTWARE CORPORATION
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                                (in thousands)
                                 (Unaudited)


                                                 September 30,   December 31,
                                                     2005           2004
     ASSETS
     Current assets:
       Cash and cash equivalents                    $46,204        $53,711
       Short term investments                        10,176             --
       Accounts receivable, net                      44,652         55,296
       Deferred income taxes                          2,397             --
       Prepaid expenses and other current assets      7,026          6,719
         Total current assets                       110,455        115,726

     Property and equipment, net                      7,078          7,045
     Deferred income taxes                           35,803             --
     Intangible assets, net                          40,245         45,080
     Goodwill                                        87,048         83,492
     Other assets                                     4,247          4,406
     Total assets                                  $284,876       $255,749

     LIABILITIES AND STOCKHOLDERS' EQUITY
     Current liabilities:
       Accounts payable                              $8,192        $10,437
       Accrued expenses                              39,133         47,776
       Current portion of accrued
        restructuring costs                           2,630          3,287
       Current portion of long-term debt                229            352
       Deferred revenue                              53,906         60,212
         Total current liabilities                  104,090        122,064

     Long-term debt                                  14,801         30,264
     Long-term portion of accrued
      restructuring costs                             1,669          2,462
         Total long-term liabilities                 16,470         32,726

     Stockholders' equity:
       Preferred stock                                   --          3,046
       Common stock                                      55             53
       Additional paid-in capital                   336,138        308,264
       Less: treasury stock at cost                  (9,063)        (4,431)
       Less: unamortized stock compensation
        expense                                      (2,365)        (2,379)
       Accumulated other comprehensive loss          (1,186)          (818)
       Accumulated deficit                         (159,263)      (202,776)
         Net stockholders' equity                   164,316        100,959
     Total liabilities and stockholders' equity    $284,876       $255,749



                         EPICOR SOFTWARE CORPORATION
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                   (in thousands, except per share amounts)
                                 (Unaudited)


                                 Three Months Ended       Nine Months Ended
                                     September 30,          September 30,
                                  2005        2004        2005        2004
     Revenues:
       License fees             $18,271     $15,295     $54,037     $37,990
       Consulting                18,147      15,814      53,429      40,838
       Maintenance               32,849      30,104      98,399      73,171
       Other                        868         967       2,617       2,161
         Total revenues          70,135      62,180     208,482     154,160

     Cost of revenues            25,140      22,111      75,293      56,705
     Amortization of
      intangible assets           2,850       2,655       8,444       4,655
         Total cost of revenues  27,990      24,766      83,737      61,360

     Gross profit                42,145      37,414     124,745      92,800

     Operating expenses:
       Sales and marketing       14,102      12,495      41,865      32,171
       Software development       6,948       7,262      21,373      18,080
       General and
        administrative           10,282      10,551      30,692      22,931
       Stock-based compensation
        expense                     692         654       1,889       1,964
       Provision for doubtful
        accounts                    408         115       1,050         613
       Restructuring charges
        and other                    --          --          --       1,901
       Settlement of claim           --          --          --        (284)
         Total operating
          expenses               32,432      31,077      96,869      77,376

     Income from operations       9,713       6,337      27,876      15,424
     Other income (expense), net      8         324        (749)        769

     Income before income taxes   9,721       6,661      27,127      16,193
     Provision for income taxes    (736)       (334)     (2,139)       (755)
     Non-cash income tax benefit     --          --      18,613          --
     Minority interest in
      (income) loss of
      consolidated subsidiary         2         (36)        (88)        (65)

     Net income                  $8,987      $6,291     $43,513     $15,373

     Net income per share
       Basic                      $0.16       $0.12       $0.80       $0.31
       Diluted                    $0.16       $0.11       $0.77       $0.29

     Weighted average common
      shares outstanding:
       Basic                     54,938      52,892      54,469      49,856
       Diluted                   56,500      56,227      56,572      53,574



                         EPICOR SOFTWARE CORPORATION
                       ADJUSTED EARNINGS RECONCILIATION
                   (in thousands, except per share amounts)
                                 (Unaudited)


                                  Three Months Ended     Nine Months Ended
                                     September 30,         September 30,
                                    2005       2004       2005       2004

     Net income                    $8,987     $6,291    $43,513     $15,373

     Add back, net of tax:
       Amortization of
        intangible assets           2,649      2,528      7,825       4,447
       Stock based compensation
        expense                       692        654      1,889       1,964
       Non-cash income tax benefit     --         --    (18,613)         --
       Restructuring charges           --         --         --       1,816

     Adjusted earnings            $12,328     $9,473    $34,614     $23,600

     Adjusted earnings per
      diluted share                 $0.22      $0.17      $0.61       $0.44

     Weighted average common
      shares outstanding:
       Diluted                     56,500     56,227     56,572      53,574


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