-----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, RMF60QdI8zPZkV8ZxTCUMfoq4yUDg0oXgmMesKIIwcCNNsZmYyUlIhTtncbW2Rrt ekZu4CxgOutnL5hw51PImg== 0000891092-03-002802.txt : 20031017 0000891092-03-002802.hdr.sgml : 20031017 20031017095122 ACCESSION NUMBER: 0000891092-03-002802 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031017 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031017 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANCHEZ COMPUTER ASSOCIATES INC CENTRAL INDEX KEY: 0001022926 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 232161560 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21705 FILM NUMBER: 03944935 BUSINESS ADDRESS: STREET 1: 40 VALLEY STREAM PARKWAY CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6102968877 MAIL ADDRESS: STREET 1: SANCHEZ COMPUTER ASSOC STREET 2: 40 VALLEY STREAM PKWY CITY: MALVERN STATE: PA ZIP: 19355 8-K 1 e15913_8k.txt FORM 8-K 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): October 17, 2003 Sanchez Computer Associates, Inc. ------------------------------------------------------ (Exact Name of Registrant as Specified in Charter) Pennsylvania 0-21705 23-2161560 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 40 Valley Stream Parkway, Malvern, PA 19355 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (610) 296-8877 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements. None (b) Pro Forma Financial Information. None (c) Exhibits 99.1 Press Release dated October 17, 2003 Item 12. Results of Operations and Financial Condition On October 17, 2003, Sanchez Computer Associates, Inc. issued a press release announcing its preliminary results for the third quarter ended September 30, 2003. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. The press release attached as Exhibit 99.1 to this Current Report on Form 8-K includes both financial measures in accordance with accounting principles generally accepted in the United States of America, or GAAP, as well as non-GAAP financial measures. The non-GAAP financial measures are the earnings from operations excluding the non-cash impairment charge incurred in the third fiscal quarter of 2003. This financial measure is presented because management believes that such non-GAAP financial measure is a meaningful indicator of the Company's operating performance and useful for investors in assessing such performance because it excludes an amount that is not necessarily related to normal operating results. Similarly, management uses this non-GAAP measure in connection with evaluating ongoing operations, projecting future performance and internally comparing the results from this period to results from other periods. You should not consider this financial measure in isolation from, or as a substitute for, other financial data prepared in accordance with GAAP. -2- SIGNATURE 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 thereunto duly authorized. Dated: October 17, 2003 Sanchez Computer Associates, Inc. By: /s/ Todd A. Pittman --------------------------------- Todd A. Pittman, Sr. Vice President and Chief Financial Officer -3- EXHIBIT INDEX DOCUMENT 99.1 Press Release dated October 17, 2003 -4- EX-99.1 3 e15913ex99_1.txt PRESS RELEASE Exhibit 99.1 Impairment Charge on Wealth Management Unit Forces Sanchez Third Quarter Loss; Excluding Charge, Company's Operating Earnings Break Even MALVERN, Pa., Oct. 17 /PRNewswire-FirstCall/ -- Sanchez Computer Associates Inc. (Nasdaq: SCAI) today announced the company expects to report a loss of approximately $0.33 per share for 2003's third quarter ended Sept. 30, which includes the impact of the company taking a non-cash impairment charge of approximately $9.5 million related to the July 2002 acquisition of Spectra Securities Software, now Sanchez's Wealth Management Division. Excluding the impairment charge, the company expects third quarter earnings from operations to break even. Further, the company expects to generate revenues of approximately $25 million, which reaches the low-end of the company's forecasted revenue range for the third quarter. Sanchez acquired the Canadian-based provider of wealth management software solutions on July 3, 2002, for approximately $29 million in cash and stock. The company's annual goodwill impairment test resulted in taking a non-cash charge on the Wealth Management Division in the third quarter. "Market demand for brokerage and wealth management solutions has yet to rebound. However, we remain committed to the longer-term, strategic value of delivering integrated banking and brokerage solutions to marketplace," said Frank R. Sanchez, CEO of the company. Fourth Quarter Restructuring Charge The company also has begun implementing plans to reduce the company's cost base by approximately $8 million. The cost reductions are targeted for completion by the end of the year. The company expects to achieve these cost savings primarily through a reduction in its workforce and broad-based salary reductions. The company expects to take a restructuring charge of approximately $1.3 million in the fourth quarter of 2003. "Large financial institutions continue to defer decisions to invest in core processing solutions," said Sanchez. "However, we expect our fourth quarter cost-reduction efforts, combined with client-focused, revenue-generation activities, to provide the company with the ability to enhance its profitability in 2004, regardless of the timing of the sector's recovery." The company will report fully its 2003 third quarter operating results and provide additional details regarding its cost-cutting initiatives and the anticipated impact such efforts will have on the company's future operating results after the close of the financial markets on Tuesday, Oct. 28. The company has scheduled a conference call on that day at 5 p.m. Eastern Standard Time (EST) to discuss the results and the company's expectations for future performance. For listen-only access to the conference call, please call the toll-free conference number, 800-223-9488 by 4:50 p.m. EST, and reference the conference ID - "Sanchez." Alternatively, to listen to the call on the Web, go to the Sanchez Web site, http://www.sanchez.com, and click on the link provided on the home page. Please do this at least 15 minutes prior to the call (4:45 p.m. EST) to register, download and install any necessary audio software. For those who cannot listen to the Web broadcast, it will be posted on the company's Web site two hours after the call is completed and will remain on the site through Nov. 30. A telephone replay also will be available two hours after the conference call through Nov. 12, and can be accessed by calling toll free: 800-839-4198. In addition, a transcript will be available 48 hours later and will be posted on the company's Web site. About Sanchez Sanchez Computer Associates Inc. (Nasdaq: SCAI), headquartered in Malvern, Pa., is a global leader in developing software and services that provide banking, securities, customer integration, wealth management, and outsourcing solutions to nearly 400 financial institutions in 22 countries. For more information, visit www.sanchez.com. This news release contains forward-looking statements about Sanchez and may include, without limitation, statements concerning Sanchez's expectations of the impact of 2003's third quarter impairment charge on the company's performance and the expected benefit of the cost-reduction plans. When used in this news release, the words "anticipate," "estimate," "expect," "intend," "plan," "project" and variations of these words and similar expressions are intended to identify forward-looking statements. Such statements are subject to risks and uncertainties. Actual outcomes could differ materially from those expressed in any such forward-looking statement due to a variety of factors including those identified in the company's Form 10-K for 2002, which was filed with the SEC on March 31, 2003, and other Sanchez filings with the Securities and Exchange Commission. The company assumes no obligation to update any forward-looking statements. Sanchez and Sanchez Profile are trademarks of Sanchez Computer Associates Inc. All other company and product names may be trademarks of their respective organizations. Contacts: Todd Pittman Greg Ryan Chief Financial Officer Investor Relations Officer Tel: 1-610-578-4100 Tel: 1-610-578-4252 Fax 1-610-296-7371 Fax 1-610-296-7371 todd.pittman@sanchez.com greg.ryan@sanchez.com SOURCE Sanchez Computer Associates, Inc. -0- 10/17/2003 /CONTACT: Todd Pittman, Chief Financial Officer, +1-610-578-4100, +1-610-296-7371, fax, todd.pittman@sanchez.com, or Greg Ryan, Investor Relations Officer, +1-610-578-4252, greg.ryan@sanchez.com, both of Sanchez Computer Associates, Inc./ /Web site: http://www.sanchez.com / (SCAI) CO: Sanchez Computer Associates, Inc. ST: Pennsylvania IN: CPR FIN STW MLM SU: CCA ERP -----END PRIVACY-ENHANCED MESSAGE-----