0001564590-18-008876.txt : 20180424 0001564590-18-008876.hdr.sgml : 20180424 20180424160527 ACCESSION NUMBER: 0001564590-18-008876 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20180424 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20180424 DATE AS OF CHANGE: 20180424 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MANHATTAN ASSOCIATES INC CENTRAL INDEX KEY: 0001056696 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 582373424 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23999 FILM NUMBER: 18771490 BUSINESS ADDRESS: STREET 1: 2300 WINDY RIDGE PARKWAY SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 7709557070 MAIL ADDRESS: STREET 1: 2300 WINDY RIDGE PARKWAY SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30339 8-K 1 manh-8k_20180424.htm 8-K manh-8k_20180424.htm

 

 

United States

Securities And Exchange Commission

Washington, DC 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):  April 24, 2018

 

Manhattan Associates, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Georgia

 

0-23999

 

58-2373424

(State or Other Jurisdiction of
Incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

2300 Windy Ridge Parkway, Tenth Floor, Atlanta, Georgia

30339

(Address of Principal Executive Offices)

(Zip Code)

 

(770) 955-7070

(Registrant’s telephone number, including area code)

 

NONE

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    

 

 

 

 


Item 2.02  Results of Operations and Financial Condition.

 

On April 24, 2018, Manhattan Associates, Inc. (“we”, “our”, “us” or the “Company”) issued a press release providing its financial results for the three months ended March 31, 2018. A copy of this press release is attached as Exhibit 99.1. Pursuant to General Instruction B.2 of Form 8-K, this exhibit is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.

Non-GAAP Financial Measures in the Press Release

The press release includes, as additional information regarding our operating results, our adjusted operating income, adjusted income tax provision, adjusted net income and adjusted diluted earnings per share (collectively, “adjusted results”), which exclude the impact of equity-based compensation, acquisition-related costs and a restructuring charge, and the related income tax effects of these items, as well as the impact of the Tax Cuts and Jobs Act. We have developed our internal reporting, compensation and planning systems using these additional financial measures.

These various measures are not in accordance with, or alternatives for, financial measures calculated in accordance with generally accepted accounting principles in the United States (“GAAP”) and may be different from similarly titled non-GAAP financial measures used by other companies.  Non-GAAP financial measures should not be used as a substitute for, or considered superior to, measures of financial performance prepared in accordance with GAAP.

Non-GAAP measures used in the press release exclude the impact of the items described above for the following reasons:

 

 

Equity-based compensation expense typically does not require cash settlement by the Company. We do not include this expense and the related income tax effects when assessing our operating performance, and believe our peers also typically present non-GAAP results that exclude equity-based compensation expense.

 

 

From time to time, we incur acquisition-related costs consisting primarily of (i) accounting and legal expenses, whether or not we ultimately consummate a proposed acquisition, (ii) certain unusual costs, such as employee retention benefits, resulting from pre-acquisition arrangements, and (iii) amortization of acquisition-related intangible assets.  These costs are difficult to predict and, if and when incurred, generally are not expenses associated with our core operations.  We exclude these costs and the related income tax effects from our internal assessments of our operating performance, and believe our peers also typically present non-GAAP results that exclude similar acquisition-related costs.

 

 

We do not believe that the restructuring charge related to a reduction in our workforce recorded in 2017 is a common cost that results from normal operating activities; rather, we believe that it relates to the headwinds in the retail sector and a realignment of our capacity with demand forecasts. We have excluded the charge from our internal assessment of our operating performance and non-GAAP results.

 

 

The enactment of the Tax Cuts and Jobs Act in December 2017 resulted in a provisional net one-time charge based on a reasonable estimate of the income tax effects. The charge was primarily from a tax on accumulated foreign earnings and the remeasurement of

1

 


 

deferred tax assets. We have excluded the charge from our internal assessment of our operating performance and non-GAAP results.

We believe reporting adjusted results facilitates investors’ understanding of our historical operating trends, because it provides supplemental measurement information in evaluating the operating results of our business. We also believe that adjusted results provide a basis for comparisons to other companies in the industry and enable investors to evaluate our operating performance in a manner consistent with our internal basis of measurement.  Management refers to adjusted results in making operating decisions because we believe they provide meaningful supplemental information regarding our operational performance and our ability to invest in research and development and fund acquisitions and capital expenditures. In addition, adjusted results facilitate management’s internal comparisons to our historical operating results and comparisons to competitors’ operating results.

Further, we rely on adjusted results as primary measures to review and assess the operating performance of our Company and our management team in connection with our executive compensation and bonus plans. Since most of our employees are not directly involved with decisions surrounding acquisitions, restructurings and other items that are not central to our core operations, we do not believe it is appropriate or fair to have their incentive compensation affected by these items.

In addition, to facilitate investors’ understanding of our business’ transition from perpetual software licenses to cloud-based subscriptions and the related changes to our income statement presentation, we have included our adjusted cost of services under our prior income statement presentation and our adjusted cost of cloud subscriptions, maintenance and services under our new income statement presentation.  These adjusted results exclude impact of equity-based compensation for the reasons described above.

 

 

Item 9.01  Financial Statements and Exhibits.

(d)Exhibits.

Exhibit

 

Number

Description

99.1

Press Release, dated April 24, 2018

 

 

2

 

 


EXHIBIT INDEX

Exhibit

 

Number

Description

99.1

Press Release, dated April 24, 2018

 

3

 


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Manhattan Associates, Inc.

 

 

 

By:  /s/ Dennis B. Story

Dennis B. Story

Executive Vice President, Chief Financial Officer and Treasurer

 

 

 

Dated:  April 24, 2018

 

4

 

EX-99.1 2 manh-ex991_6.htm EX-99.1 manh-ex991_6.htm

Exhibit 99.1

 

 

Contact:

 

Dennis Story

 

Rick Fernandez

 

 

Chief Financial Officer

 

Senior Manager, Corporate Communications

 

 

Manhattan Associates, Inc.

 

Manhattan Associates, Inc.

 

 

770-955-7070

 

678-597-6988

 

 

dstory@manh.com

 

rfernandez@manh.com

 

 

 

 

 

 

Manhattan Associates Reports First Quarter 2018 Performance

Continued Cloud Transition with Manhattan Active™ Solutions;

Company Maintains 2018 Full-year Guidance

 

ATLANTA – April 24, 2018 – Leading supply chain and omnichannel commerce solutions provider Manhattan Associates Inc. (NASDAQ: MANH) today reported GAAP diluted earnings per share for the first quarter ended March 31, 2018 of $0.33 compared to $0.40 in Q1 2017 on license revenue of $7.6 million, cloud subscriptions revenue of $4.5 million and total revenue of $130.6 million. Non-GAAP adjusted diluted earnings per share for Q1 2018 was $0.37 compared to $0.42 in Q1 2017.

“Overall, we are off to a good start to the year, with Q1 total revenue and earnings per share performance slightly ahead of our expectations. Our transition to cloud continues as planned and while license revenue was soft due to some sales cycles extending, we performed well across all other revenue categories and our sales pipelines for both cloud and perpetual license are solid. Based on our outlook for the remainder of the year, we are maintaining our 2018 full-year guidance,” said Manhattan Associates president and CEO Eddie Capel. “Despite the global geopolitical and economic volatility, we continue to be very bullish on the market opportunity ahead and are investing significant capital into transformative industry leading innovation. We look forward to our upcoming Momentum customer conference in May, where we will unveil exciting product advancements enabling our clients to Push Possible™ with their commerce supply chains,” concluded Mr. Capel.

FIRST QUARTER 2018 FINANCIAL SUMMARY:

 

Certain line items in prior period financial statements have been reclassified to conform to the current period presentation in the consolidated statements of income due to the business transition to cloud subscriptions.

 

 

GAAP diluted earnings per share was $0.33 in Q1 2018 compared to $0.40 in Q1 2017.

 


 

 

 

 

Adjusted diluted earnings per share, a non-GAAP measure, was $0.37 in Q1 2018, compared to $0.42 in Q1 2017.

 

 

Consolidated total revenue was $130.6 million in Q1 2018, compared to $143.5 million in Q1 2017. License revenue was $7.6 million in Q1 2018, compared to $21.3 million in Q1 2017. Cloud subscriptions revenue was $4.5 million in Q1 2018 compared to $1.5 million in Q1 2017.

 

 

GAAP operating income was $27.8 million in Q1 2018, compared to $41.7 million in Q1 2017.

 

 

Adjusted operating income, a non-GAAP measure, was $32.3 million in Q1 2018, compared to $46.3 million in Q1 2017.

 

 

Cash flow from operations was $51.3 million in Q1 2018, compared to $61.3 million in Q1 2017. Days Sales Outstanding was 59 days at both March 31, 2018, and December 31, 2017.

 

 

Cash and investments totaled $119.0 million at March 31, 2018, compared to $125.5 million at December 31, 2017.

 

 

During the three months ended March 31, 2018, the Company repurchased 1,157,696 shares of Manhattan Associates common stock under the share repurchase program authorized by the Board of Directors for a total investment of $50.0 million. In April 2018, the Board of Directors authorized the Company to repurchase up to an aggregate of $50 million of the Company’s common stock.

 

NEW PRESENTATION OF CONSOLIDATED STATEMENTS OF INCOME

We have reclassified certain line items in prior period financial statements to conform to the current period presentation in the consolidated statements of income due to the business transition to cloud subscriptions. These reclassifications include: all revenue line items; cost of license; cost of cloud subscriptions, maintenance and services; and cost of hardware. These reclassifications did not affect total revenue, operating income or net income. For further detail, please see note 7 in the supplemental financial information accompanying this press release.

 

 

 


 

 

 

2018 GUIDANCE

Manhattan Associates reaffirms the following revenue, operating margin and diluted earnings per share guidance for the full year 2018:

 

 

Guidance Range - 2018 Full Year

 

($'s in millions, except operating margin and EPS)

$ Range

 

 

% Growth Range

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenue - current guidance

$

546

 

 

$

558

 

 

-8%

 

 

-6%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Margin:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP operating margin – current guidance

 

20.0

%

 

 

20.4

%

 

-11.2%

 

 

-10.8%

 

 

 

Equity-based compensation, net of tax

 

4.0

%

 

 

3.9

%

 

 

 

 

 

 

 

 

 

 

Adjusted Operating margin(1) - current guidance

 

24.0

%

 

 

24.3

%

 

-10.5%

 

 

-10.2%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share (EPS):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP EPS - current guidance

$

1.23

 

 

$

1.27

 

 

-27%

 

 

-24%

 

 

 

Equity-based compensation, net of tax

 

0.25

 

 

 

0.25

 

 

 

 

 

 

 

 

 

 

 

Adjusted EPS(1) - current guidance

$

1.48

 

 

$

1.52

 

 

-21%

 

 

-19%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Adjusted operating margin and adjusted EPS are non-GAAP measures which exclude the impact of equity-based

 

 

 

compensation and acquisition-related costs, and the related income tax effects of these items.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manhattan Associates currently intends to publish, in each quarterly earnings release, certain expectations with respect to future financial performance. Those statements, including the guidance provided above, are forward looking. Actual results may differ materially. Those statements, including the guidance provided above, do not reflect the potential impact of mergers, acquisitions or other business combinations that may be completed after the date of the release.

Manhattan Associates will make its earnings release and published expectations available on its website (www.manh.com). Following publication of this earnings release, any expectations with respect to future financial performance contained in this release, including the guidance above, should be considered historical only, and Manhattan Associates disclaims any obligation to update them.

CONFERENCE CALL

The Company’s conference call regarding its first quarter financial results will be held today, April 24, 2018, at 4:30 p.m. Eastern Time. We invite investors to listen to a live webcast of the conference call through the investor relations section of Manhattan Associates' website at www.manh.com. To listen to the live webcast, please go to the website at least 15 minutes before the call to download and install any necessary audio software.


 

 

 

Those who cannot listen to the live broadcast may access a replay shortly after the call by dialing +1.855.859.2056 in the U.S. and Canada, or +1.404.537.3406 outside the U.S., and entering the conference identification number 1295756, or via the web at www.manh.com. The phone replay will be available for two weeks after the call, and the internet webcast will be available until Manhattan Associates’ second quarter 2018 earnings release.

GAAP VERSUS NON-GAAP PRESENTATION

The Company provides adjusted operating income, adjusted income tax provision, adjusted net income, adjusted diluted earnings per share, adjusted cost of services, and adjusted cost of cloud subscriptions, maintenance and services in this press release as additional information regarding the Company’s historical and projected operating results. These measures are not in accordance with – or alternatives to – GAAP, and may be different from non-GAAP operating income, non-GAAP net income and non-GAAP earnings per share measures used by other companies. The Company believes the presentation of these non-GAAP financial measures facilitates investors’ ability to understand and compare the Company’s results and guidance, because the measures provide supplemental information in evaluating the operating results of its business, as distinct from results that include items not indicative of ongoing operating results, and because the Company believes its peers typically publish similar non-GAAP measures. This release should be read in conjunction with the Company’s Form 8-K earnings release filing for the three months ended March 31, 2018.  

Non-GAAP adjusted operating income, adjusted income tax provision, adjusted net income and adjusted diluted earnings per share exclude the impact of equity-based compensation, acquisition-related costs and the amortization of these costs, and a restructuring charge – all net of income tax effects, and the impact of the Tax Cuts and Jobs Act. Adjusted cost of services and adjusted cost of cloud subscriptions, maintenance and services exclude the impact of equity-based compensation. We include reconciliations of the Company’s GAAP financial measures to non-GAAP adjustments in the supplemental information attached to this release.

ABOUT MANHATTAN ASSOCIATES

Manhattan Associates is a technology leader in supply chain and omnichannel commerce. We unite information across the enterprise, converging front-end sales with back-end supply chain execution. Our software, platform technology and unmatched experience help drive both top-line growth and bottom-line profitability for our customers. 


 

 

 

Manhattan Associates designs, builds and delivers leading edge cloud and on-premise solutions so that across the store, through your network or from your fulfillment center, you are ready to reap the rewards of the omnichannel marketplace. For more information, please visit www.manh.com.

This press release contains “forward-looking statements” relating to Manhattan Associates, Inc.  Forward-looking statements in this press release include, without limitation, the information set forth under “2018 Guidance,” statements we make about market adoption of our cloud-based solution and other statements identified by words such as “may,” “expect,” “forecast,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “project,” “estimate,” and similar expressions.  Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are: uncertainty about the global economy, risks related from transitioning our business from a traditional perpetual license software company (generally hosted by our customers on their own premises and equipment) to a subscription-based software-as-service/cloud-based model, delays in product development, competitive pressures, software errors, information security breaches and the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Manhattan Associates undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results.

###

 


 

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income

(in thousands, except per share amounts)

 

 

 

 

 

Three Months Ended March 31,

 

 

 

2018

 

 

2017

 

 

 

(unaudited)

 

 

(unaudited)

 

Revenue:

 

 

 

 

 

 

 

 

Software license

 

$

7,555

 

 

$

21,277

 

Cloud subscriptions

 

 

4,469

 

 

 

1,496

 

Maintenance

 

 

36,397

 

 

 

33,376

 

Services

 

 

78,757

 

 

 

79,781

 

Hardware (1)

 

 

3,391

 

 

 

7,559

 

Total revenue

 

 

130,569

 

 

 

143,489

 

Costs and expenses:

 

 

 

 

 

 

 

 

Cost of license

 

 

1,308

 

 

 

1,352

 

Cost of cloud subscriptions, maintenance and services

 

 

56,486

 

 

 

54,899

 

Cost of hardware (1)

 

 

-

 

 

 

5,370

 

Research and development

 

 

17,059

 

 

 

14,225

 

Sales and marketing

 

 

12,884

 

 

 

11,789

 

General and administrative

 

 

12,800

 

 

 

11,872

 

Depreciation and amortization

 

 

2,202

 

 

 

2,262

 

Total costs and expenses

 

 

102,739

 

 

 

101,769

 

Operating income

 

 

27,830

 

 

 

41,720

 

Other income (loss), net

 

 

721

 

 

 

(371

)

Income before income taxes

 

 

28,551

 

 

 

41,349

 

Income tax provision

 

 

5,899

 

 

 

13,125

 

Net income

 

$

22,652

 

 

$

28,224

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.34

 

 

$

0.40

 

Diluted earnings per share

 

$

0.33

 

 

$

0.40

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares:

 

 

 

 

 

 

 

 

Basic

 

 

67,553

 

 

 

69,973

 

Diluted

 

 

67,736

 

 

 

70,247

 

 

 

(1)

Adoption of the new revenue recognition standard, FASB ASC Topic 606, Revenue from Contracts with Customers, in the first quarter of 2018 resulted in changes in the presentation of hardware revenue and cost of hardware. For further detail, please see note 8 in the supplemental financial information accompanying this press release.

 

 


 

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Reconciliation of Selected GAAP to Non-GAAP Measures

(in thousands, except per share amounts)

 

 

 

 

 

Three Months Ended March 31,

 

 

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

$

27,830

 

 

$

41,720

 

Equity-based compensation (a)

 

 

 

4,343

 

 

 

4,472

 

Purchase amortization (c)

 

 

 

107

 

 

 

107

 

Adjusted operating income (Non-GAAP)

 

 

$

32,280

 

 

$

46,299

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

 

$

5,899

 

 

$

13,125

 

Equity-based compensation (a)

 

 

 

1,064

 

 

 

1,632

 

Tax benefit of stock awards vested (b)

 

 

 

749

 

 

 

1,968

 

Purchase amortization (c)

 

 

 

26

 

 

 

39

 

U.S. Tax Cuts and Jobs Act impact (d)

 

 

 

348

 

 

 

-

 

Adjusted income tax provision (Non-GAAP)

 

 

$

8,086

 

 

$

16,764

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

$

22,652

 

 

$

28,224

 

Equity-based compensation (a)

 

 

 

3,280

 

 

 

2,840

 

Tax benefit of stock awards vested (b)

 

 

 

(749

)

 

 

(1,968

)

Purchase amortization (c)

 

 

 

81

 

 

 

68

 

U.S. Tax Cuts and Jobs Act impact (d)

 

 

 

(348

)

 

 

-

 

Adjusted net income (Non-GAAP)

 

 

$

24,916

 

 

$

29,164

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS

 

 

$

0.33

 

 

$

0.40

 

Equity-based compensation (a)

 

 

 

0.05

 

 

 

0.04

 

Tax benefit of stock awards vested (b)

 

 

 

(0.01

)

 

 

(0.03

)

Purchase amortization (c)

 

 

 

-

 

 

 

-

 

U.S. Tax Cuts and Jobs Act impact (d)

 

 

 

(0.01

)

 

 

-

 

Adjusted diluted EPS (Non-GAAP)

 

 

$

0.37

 

 

$

0.42

 

 

 

 

 

 

 

 

 

 

 

Fully diluted shares

 

 

 

67,736

 

 

 

70,247

 

 

(a)

Adjusted results exclude all equity-based compensation, to facilitate comparison with our peers and for the other reasons explained in our Current Report on Form 8-K filed with the SEC on the date hereof. Equity-based compensation is included in the following GAAP operating expense lines for the three months ended March 31, 2018 and 2017:

 

  

 

 

Three Months Ended March 31,

 

 

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

Cost of services

 

 

$

1,117

 

 

$

1,141

 

Research and development

 

 

 

921

 

 

 

720

 

Sales and marketing

 

 

 

558

 

 

 

667

 

General and administrative

 

 

 

1,747

 

 

 

1,944

 

Total equity-based compensation

 

 

$

4,343

 

 

$

4,472

 

 

(b)

Adjustments represent the excess tax benefits and tax deficiencies of the stock awards vested during the period. Excess tax benefits (deficiencies) occur when the amount deductible for an award of equity instruments on our tax return is more (less) than the cumulative compensation cost recognized for financial reporting purposes. As discussed above, we excluded equity-based compensation from adjusted non-GAAP results to be consistent with other companies in the software industry and for the other

 

 


 

reasons explained in our Current Report on Form 8-K filed the SEC.  Therefore, we also excluded the related tax benefit (expense) generated upon their vesting.

 

(c)

Adjustments represent purchased intangibles amortization from a prior acquisition. We exclude that amortization from adjusted results to facilitate comparison with our peers, to facilitate comparison of the results of our core operations from period to period and for the other reasons explained in our Current Report on Form 8-K filed with the SEC.

 

(d)

In the fourth quarter of 2017, we recorded a provisional net one-time tax of $2.8 million due to the enactment of the Tax Cuts and Jobs Act (the Act) in December 2017. We calculated that amount based on a reasonable estimate of the income tax effects, primarily from a tax on accumulated foreign earnings and the remeasurement of deferred tax assets. We adjusted our provisional estimate by $0.3 million during the first quarter of 2018.


 

 


 

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

(unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

106,668

 

 

$

125,522

 

Short-term investments

 

 

12,341

 

 

 

-

 

Accounts receivable, net of allowance of $2,265 and $2,692, respectively

 

 

85,285

 

 

 

92,231

 

Prepaid expenses and other current assets

 

 

14,557

 

 

 

10,320

 

Total current assets

 

 

218,851

 

 

 

228,073

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

15,758

 

 

 

15,493

 

Goodwill, net

 

 

62,252

 

 

 

62,248

 

Deferred income taxes

 

 

634

 

 

 

1,877

 

Other assets

 

 

9,687

 

 

 

7,304

 

Total assets

 

$

307,182

 

 

$

314,995

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,869

 

 

$

14,028

 

Accrued compensation and benefits

 

 

20,894

 

 

 

15,826

 

Accrued and other liabilities

 

 

12,010

 

 

 

12,105

 

Deferred revenue

 

 

85,505

 

 

 

75,068

 

Income taxes payable

 

 

9,527

 

 

 

7,228

 

Total current liabilities

 

 

142,805

 

 

 

124,255

 

 

 

 

 

 

 

 

 

 

Other non-current liabilities

 

 

16,429

 

 

 

15,784

 

 

 

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

 

 

Preferred stock, no par value; 20,000,000 shares authorized, no shares issued or outstanding in 2018 and 2017

 

 

-

 

 

 

-

 

Common stock, $0.01 par value; 200,000,000 shares authorized; 66,819,431 and 67,776,138 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively

 

 

668

 

 

 

678

 

Retained earnings

 

 

159,288

 

 

 

186,117

 

Accumulated other comprehensive loss

 

 

(12,008

)

 

 

(11,839

)

Total shareholders' equity

 

 

147,948

 

 

 

174,956

 

Total liabilities and shareholders' equity

 

$

307,182

 

 

$

314,995

 

 

 

 


 

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Three Months Ended March 31,

 

 

2018

 

2017

 

 

(unaudited)

 

(unaudited)

Operating activities:

 

 

 

 

Net income

 

$22,652

 

$28,224

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Depreciation and amortization

 

2,202

 

2,262

Equity-based compensation

 

4,343

 

4,472

(Gain) loss on disposal of equipment

 

(3)

 

20

Deferred income taxes

 

1,587

 

2,531

Unrealized foreign currency (gain) loss

 

(333)

 

104

Changes in operating assets and liabilities:

 

 

 

 

Accounts receivable, net

 

7,502

 

16,553

Other assets

 

(4,223)

 

(3,939)

Accounts payable, accrued and other liabilities

 

5,435

 

(4,063)

Income taxes

 

2,286

 

8,172

Deferred revenue

 

9,853

 

6,940

Net cash provided by operating activities

 

51,301

 

61,276

 

 

 

 

 

Investing activities:

 

 

 

 

Purchase of property and equipment

 

(2,174)

 

(789)

Net purchases of investments

 

(12,598)

 

(11,630)

Net cash used in investing activities

 

(14,772)

 

(12,419)

 

 

 

 

 

Financing activities:

 

 

 

 

Purchase of common stock

 

(55,815)

 

(56,619)

Net cash used in financing activities

 

(55,815)

 

(56,619)

 

 

 

 

 

Foreign currency impact on cash

 

432

 

1,355

 

 

 

 

 

Net change in cash and cash equivalents

 

(18,854)

 

(6,407)

Cash and cash equivalents at beginning of period

 

125,522

 

95,615

Cash and cash equivalents at end of period

 

$106,668

 

$89,208

 


 

 


 

MANHATTAN ASSOCIATES, INC.

SUPPLEMENTAL INFORMATION

1.

GAAP and Adjusted earnings per share by quarter are as follows:

 

 

2017

 

 

2018

 

 

1st Qtr

 

 

2nd Qtr

 

 

3rd Qtr

 

 

4th Qtr

 

 

Full Year

 

 

1st Qtr

 

GAAP Diluted EPS

$

0.40

 

 

$

0.45

 

 

$

0.47

 

 

$

0.36

 

 

$

1.68

 

 

$

0.33

 

Adjustments to GAAP:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity-based compensation

 

0.04

 

 

 

0.03

 

 

 

0.03

 

 

 

0.05

 

 

 

0.15

 

 

 

0.05

 

Tax benefit of stock awards vested

 

(0.03

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(0.03

)

 

 

(0.01

)

Purchase amortization

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Restructuring charge

 

-

 

 

 

0.03

 

 

 

-

 

 

 

-

 

 

 

0.03

 

 

 

-

 

U.S. Tax Cuts and Jobs Act impact

 

-

 

 

 

-

 

 

 

-

 

 

 

0.04

 

 

 

0.04

 

 

 

(0.01

)

Adjusted Diluted EPS

$

0.42

 

 

$

0.50

 

 

$

0.51

 

 

$

0.45

 

 

$

1.87

 

 

$

0.37

 

Fully Diluted Shares

 

70,247

 

 

 

69,421

 

 

 

69,135

 

 

 

68,791

 

 

 

69,424

 

 

 

67,736

 

2.Revenues and operating income by reportable segment are as follows (in thousands):

 

2017

 

 

2018

 

 

1st Qtr

 

 

2nd Qtr

 

 

3rd Qtr

 

 

4th Qtr

 

 

Full Year

 

 

1st Qtr

 

Revenue:

 

Americas

$

113,115

 

 

$

123,658

 

 

$

124,833

 

 

$

115,543

 

 

$

477,149

 

 

$

104,615

 

EMEA

 

23,360

 

 

 

22,028

 

 

 

18,453

 

 

 

21,508

 

 

 

85,349

 

 

 

19,164

 

APAC

 

7,014

 

 

 

8,455

 

 

 

9,597

 

 

 

7,035

 

 

 

32,101

 

 

 

6,790

 

 

$

143,489

 

 

$

154,141

 

 

$

152,883

 

 

$

144,086

 

 

$

594,599

 

 

$

130,569

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP Operating Income:

 

Americas

$

28,713

 

 

$

35,717

 

 

$

39,295

 

 

$

32,968

 

 

$

136,693

 

 

$

20,318

 

EMEA

 

10,754

 

 

 

9,995

 

 

 

7,128

 

 

 

7,952

 

 

 

35,829

 

 

 

5,475

 

APAC

 

2,253

 

 

 

3,547

 

 

 

4,673

 

 

 

2,650

 

 

 

13,123

 

 

 

2,037

 

 

$

41,720

 

 

$

49,259

 

 

$

51,096

 

 

$

43,570

 

 

$

185,645

 

 

$

27,830

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments (pre-tax):

 

Americas:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity-based

   compensation

$

4,472

 

 

$

2,796

 

 

$

3,773

 

 

$

5,188

 

 

$

16,229

 

 

$

4,343

 

Purchase amortization

 

107

 

 

 

108

 

 

 

108

 

 

 

107

 

 

 

430

 

 

 

107

 

Restructuring charge

 

-

 

 

 

2,908

 

 

 

(77

)

 

 

(18

)

 

 

2,813

 

 

 

-

 

 

$

4,579

 

 

$

5,812

 

 

$

3,804

 

 

$

5,277

 

 

$

19,472

 

 

$

4,450

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EMEA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restructuring charge

 

-

 

 

 

114

 

 

 

-

 

 

 

(6

)

 

 

108

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted non-GAAP Operating Income:

 

Americas

$

33,292

 

 

$

41,529

 

 

$

43,099

 

 

$

38,245

 

 

$

156,165

 

 

$

24,768

 

EMEA

 

10,754

 

 

 

10,109

 

 

 

7,128

 

 

 

7,946

 

 

 

35,937

 

 

 

5,475

 

APAC

 

2,253

 

 

 

3,547

 

 

 

4,673

 

 

 

2,650

 

 

 

13,123

 

 

 

2,037

 

 

$

46,299

 

 

$

55,185

 

 

$

54,900

 

 

$

48,841

 

 

$

205,225

 

 

$

32,280

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

3.

Impact of Currency Fluctuation

The following table reflects the increases (decreases) in the results of operations for each period attributable to the change in foreign currency exchange rates from the prior period as well as foreign currency gains (losses) included in other income, net for each period (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

2018

 

 

1st Qtr

 

 

2nd Qtr

 

 

3rd Qtr

 

 

4th Qtr

 

 

Full Year

 

 

1st Qtr

 

Revenue

$

(1,547

)

 

$

(1,219

)

 

$

536

 

 

$

1,820

 

 

$

(410

)

 

$

2,781

 

Costs and expenses

 

(789

)

 

 

(396

)

 

 

723

 

 

 

1,485

 

 

 

1,023

 

 

 

2,328

 

Operating income

 

(758

)

 

 

(823

)

 

 

(187

)

 

 

335