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Table of Contents

Table of Contents

Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or any proxy statement or report or other document we may file with the SEC, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in such filing.

On October 24, 2003, EXE Technologies, Inc. issued a press release announcing its results for its third fiscal quarter ending September 30, 2003. A copy of this press release is attached hereto as Exhibit 99.1.

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.

Dallas, Texas — October 24, 2003 — EXE Technologies®, Inc. (NASDAQ: EXEE), a leading global supply chain execution (SCE) solutions provider, today reported continued improvement in its operating performance in the third quarter of 2003. The company announced third quarter 2003 revenues of $19.1 million, an operating loss of $0.2 million and a net loss of $0.9 million, or $0.14 per share. The net loss includes approximately $0.8 million of expenses associated with the pending merger with SSA Global Technologies, Inc., which is expected to be completed later this year.

Third quarter 2003 revenues were approximately $19.1 million, compared to $19.8 million in the second quarter of 2003 and $16.7 million in the third quarter of 2002. Software license revenues were approximately $2.8 million in the third quarter of 2003, compared to $3.5 million in the second quarter of 2003 and $2.7 million in the third quarter of 2002. Revenues for the first nine months of 2003 were approximately $54.3 million, compared to $54.8 million for the nine months ended September 30, 2002.

The company reported an operating loss of approximately $0.2 million compared to an operating loss of $1.0 million in the second quarter of 2003 and $3.6 million in the 2002 third quarter. The company had a net loss of $0.9 million, or $0.14 per share, for the third quarter of 2003, compared to net losses of $0.8 million, or $0.12 per share, in the second quarter of 2003 and $3.5 million, or $0.54 per share, in the third quarter of 2002. The net loss for the first nine months of 2003 was approximately $5.0 million, or $0.75 per share, compared to a net loss of $15.7 million, or $2.39 per share, for the nine months ending September 30, 2002. The net loss for the first nine months of 2002 included approximately $6.5 million of charges for estimated losses on lease abandonment and employee severance and facility closure costs.

“We continue to be encouraged by our progress toward profitability,” said Joe Cowan, President and Chief Executive Officer. “Excluding the merger related costs recorded in the third quarter, we have narrowed our net loss to $0.1 million. Service margins have continued to improve and the company’s global cost structure has been reduced. We believe the company is now poised to return to profitability with modest revenue growth,” Mr. Cowan concluded.

On August 18, 2003 the company announced the signing of a definitive agreement with SSA Global Technologies, Inc. (SSA GT), under which SSA GT would acquire the company. Under the agreement, a subsidiary of SSA GT will merge into EXE and all holders of EXE outstanding common stock will receive $7.10 per share in cash. The acquisition is subject to approval of a majority of EXE shareholders and certain other customary conditions. It is anticipated that the acquisition will be consummated by the end of the year.

EXE TECHNOLOGIES, INC. PLANS TO FILE WITH THE SEC AND MAIL TO ITS STOCKHOLDERS A PROXY STATEMENT IN CONNECTION WITH THE TRANSACTION. INVESTORS SHOULD CAREFULLY REVIEW EXE TECHNOLOGIES, INC.’S PROXY STATEMENT WITH RESPECT TO THE PROPOSED TRANSACTION WHEN IT IS FILED WITH THE SEC BEFORE MAKING ANY DECISION CONCERNING THE PROPOSED OFFER. THE PROXY STATEMENT WILL CONTAIN IMPORTANT INFORMATION ABOUT EXE TECHNOLOGIES, INC., SSA GLOBAL TECHNOLOGIES, INC., THE TRANSACTION AND RELATED MATTERS. ONCE FILED, INVESTORS WILL BE ABLE TO OBTAIN THESE DOCUMENTS AND OTHER RELEVANT DOCUMENTS FOR FREE AT THE SEC’S WEB SITE WWW.SEC.GOV, AND AT EXE TECHNOLOGIES, INC.’S WEB SITE, WWW.EXE.COM.

EXE TECHNOLOGIES, INC., SSA GLOBAL TECHNOLOGIES, INC., AND THEIR RESPECTIVE DIRECTORS AND EXECUTIVE OFFICERS MAY BE DEEMED TO BE PARTICIPANTS IN THE SOLICITATION OF PROXIES FROM EXE TECHNOLOGIES, INC.’S STOCKHOLDERS IN CONNECTION WITH THE PROPOSED MERGER. INFORMATION CONCERNING EXE TECHNOLOGIES, INC.’S PARTICIPANTS IN THE SOLICITATION IS SET FORTH IN EXE TECHNOLOGIES, INC.’S FORM 10-K FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 31, 2003 AND FORM 10-K/A FILED ON APRIL 30, 2003.

EXE Technologies, Inc. (Nasdaq: EXEE) is a leading provider of supply chain execution software solutions that deliver the vital, frontline supply chain intelligence to drive customer execution decisions and processes. EXE’s products and services help customers worldwide reduce inventory and operational costs while increasing customer loyalty and satisfaction. The company provides global service and support from offices located in North America, Europe, the Middle East, Asia, and Australia. For more information about EXE Technologies, Inc., call (214) 775-6000 or visit www.exe.com.

EXE Technologies, EXE and EXceed are trademarks, registered trademarks or service marks of EXE Technologies, Inc. in the United States and/or other countries. All other trademarks or service marks contained herein are the properties of their respective owners.

Statements contained in this press release related to EXE that are not historical facts may be forward-looking statements, as the term is defined in the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. The forward-looking statements contained in this press release include, among other things, statements relating to the company’s expected date to complete the merger with SSA GT and the ability of the company to return to profitability Any and all of our forward-looking statements can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties, including, the risk that any of the conditions to the closing of the merger will not be fulfilled and therefore the merger will not close and the risks set forth in the annual report on Form 10-K for fiscal 2002.

All information in this release is as of October 24, 2003. EXE undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in EXE’s expectations.

         Mr. Ken Vines
         Sr. Vice President & Chief Financial Officer
         EXE Technologies, Inc.
         8787 Stemmons Freeway
         Dallas, TX 75247
         (214) 775-6000


				As of			As of
				September 30,			December 31,
				2003			2002

				(unaudited)
Assets
Current assets:
	Cash and cash equivalents			$	29,421,248		$	20,815,464
	Marketable securities, short-term				—			16,628,465
	Accounts receivable, net of allowance for doubtful accounts and adjustments of approximately $3,454,000 and $4,161,000 at September 30, 2003 and December 31, 2002, respectively				14,466,599			16,904,889
	Other receivables and advances				576,219			329,568
	Prepaid and other current assets				2,735,930			2,747,074

			Total current assets		47,199,996			57,425,460
Property and equipment, net					3,156,699			4,432,882
Goodwill, net					5,265,685			5,265,685
Intangible assets, net					999,889			1,499,891
Other assets					922,997			1,745,532

			Total assets	$	57,545,266		$	70,369,450

Liabilities and Stockholders’ Equity
Current liabilities:
	Accounts payable			$	6,670,442		$	9,094,823
	Accrued expenses				9,976,911			11,326,722
	Accrued payroll and benefits				1,827,685			1,688,815
	Deferred revenue				7,671,155			7,885,223
	Current portion of long-term debt and capital lease obligations				499,978			521,458

			Total current liabilities		26,646,171			30,517,041
	Long-term debt and capital lease obligations, net of current portion				41,649			416,598
	Long-term accrued expenses, net of current portion				5,673,426			8,888,841
	Minority interest				148,564			198,779
	Commitments and contingencies
Stockholders’ equity:
	Preferred stock, $.01 par value: shares authorized - 20,000,000; none issued or outstanding				—			—
	Common stock, voting, $.01 par value: shares authorized - 150,000,000; shares issued - 6,823,599 and 6,807,813 at September 30, 2003 and
		December 31, 2002, respectively			68,236			68,078
	Additional paid-in capital				178,743,706			178,871,117
	Treasury stock, at cost, 156,418 shares of common stock at September 30, 2003 and December 31, 2002, respectively				(3,645,859	)		(3,645,859	)
	Accumulated deficit				(148,379,076	)		(143,402,453	)
	Deferred compensation				(230,397	)		(809,338	)
	Other comprehensive loss				(1,521,154	)		(733,354	)

			Total stockholders’ equity		25,035,456			30,348,191

			Total liabilities and stockholders’ equity	$	57,545,266		$	70,369,450

(1) All share and per share amounts have been adjusted to reflect the Company’s one-for-seven reverse stock split which was effective January 2, 2003.

EXE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)


				Three Months Ended						Nine Months Ended
				September 30,						September 30,

				2003			2002			2003			2002

Revenue:
	Software license			$	2,809,924		$	2,694,478		$	8,950,428		$	9,961,142
	Services and maintenance				12,408,929			12,283,217			36,072,780			36,978,051
	Resale of software and equipment				3,485,029			1,319,348			8,025,941			6,418,717
	Billable expenses				383,952			436,813			1,274,328			1,443,028

		Total revenue			19,087,834			16,733,856			54,323,477			54,800,938
Costs and expenses:
	Cost of software licenses				218,100			236,521			688,244			435,902
	Cost of services and maintenance				7,509,788			7,860,928			22,508,474			24,079,137
	Cost of resale of software and equipment				2,717,141			1,079,373			6,347,717			5,307,436
	Estimated loss on resale equipment sold to company in bankruptcy				—			—			456,866			—
	Cost of billable expenses				383,952			436,813			1,274,328			1,443,028
	Sales and marketing				3,430,771			4,479,519			11,471,885			14,448,762
	Research and development				2,262,853			2,853,288			7,059,920			8,813,889
	General and administrative				2,556,288			2,810,607			8,289,351			9,006,223
	Amortization of intangibles				166,667			335,848			500,002			897,148
	Warrant and stock compensation expense allocated to:
			Cost of services and maintenance		32,382			49,918			171,186			225,810
			Sales and marketing		10,452			38,893			55,252			129,785
			Research and development		15,591			38,893			82,423			129,785
			General and administrative		18,530			83,294			134,952			262,988
	Loss on lease abandonment				—			—			—			3,998,862
	Employee severance and other facility closure costs				—			—			—			2,487,769

		Total costs and expenses			19,322,515			20,303,895			59,040,600			71,666,524

Operating loss					(234,681	)		(3,570,039	)		(4,717,123	)		(16,865,586	)

Other income (expense):
	Interest income				67,755			242,123			315,334			875,456
	Interest expense				(11,526	)		(23,662	)		(42,318	)		(74,478	)
	Merger expense				(796,397	)		—			(796,397	)		—
	Other				403,145			(25,152	)		1,013,136			728,541

		Total other income (expense)			(337,023	)		193,309			489,755			1,529,519

Loss before minority interest and taxes					(571,704	)		(3,376,730	)		(4,227,368	)		(15,336,067	)
Minority interest in subsidiary (income) loss					14,849			(5,768	)		50,215			(14,939	)

Loss before taxes					(556,855	)		(3,382,498	)		(4,177,153	)		(15,351,006	)
Income tax					358,248			149,889			799,470			328,710

Net loss				$	(915,103	)	$	(3,532,387	)	$	(4,976,623	)	$	(15,679,716	)

Net loss per common share — basic and diluted				$	(0.14	)	$	(0.54	)	$	(0.75	)	$	(2.39	)

Weighted average number of common shares outstanding — basic and diluted					6,666,216			6,579,967			6,663,637			6,572,576

(1) All share and per share amounts have been adjusted to reflect the Company’s one-for-seven reverse stock split which was effective January 2, 2003.


Delaware	0-30389	75-1719817
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

	8787 Stemmons Freeway Dallas, Texas	75247
	(Address of principal executive offices)	(Zip Code)


	Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
	Item 12. Results of Operations and Financial Condition.
SIGNATURES
EXHIBIT INDEX
EX-99.1 Press Release


Exhibit Number		Description

99.1		Press Release dated October 24, 2003.


Exhibit Number		Description

99.1		Press Release dated October 24, 2003.

EXE TECHNOLOGIES, INC.

Date: October 24, 2003

/s/ Kenneth R. Vines

Kenneth R. Vines
Chief Financial Officer