8-K

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):  October 22, 2019

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock	MANH	Nasdaq Global Select Market

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 October 22, 2019, Manhattan Associates, Inc. (“we”, “our”, “us” or the “Company”) issued a press release providing its financial results for the three and nine months ended September 30, 2019. 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 and margin, adjusted income tax provision, adjusted net income, adjusted diluted earnings per share and certain adjusted cost measures (collectively, “adjusted results”), which variously exclude the impact of equity-based compensation and acquisition-related costs, and the related income tax effects of these items, as well as the impact of the enactment 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.

• 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 deferred tax assets. We believe tax reform on the scale of the Tax Cuts and Jobs Act is infrequent, and that the resulting charge is therefore an unusual one. We have excluded the charge from our internal assessment of our operating performance and non-GAAP results.

2

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.

Item 9.01  Financial Statements and Exhibits.

(d)Exhibits.

Exhibit
Number	Description
99.1	Press Release, dated October 22, 2019
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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:  October 22, 2019

4

EX-99.1

Exhibit 99.1

Contact:	Matt Humphries, CFA	Rick Fernandez
	Senior Director, Investor Relations	Senior Manager,  Corporate Communications
	Manhattan Associates, Inc.	Manhattan Associates, Inc.
	678-597-6574	678-597-6988
	mhumphries@manh.com	rfernandez@manh.com

Manhattan Associates Reports Record Third Quarter 2019 Revenue

Company raises full-year Revenue and EPS guidance

ATLANTA – October 22, 2019 –Leading Supply Chain and Omnichannel Commerce Solutions provider Manhattan Associates Inc. (NASDAQ: MANH) today reported record total revenue of $162.3 million for the third quarter ended September 30, 2019, applying the new revenue recognition standard retrospectively. GAAP diluted earnings per share for Q3 2019 was $0.42 compared to $0.43 in Q3 2018. Non-GAAP adjusted diluted earnings per share for Q3 2019 was $0.51 compared to $0.49 in Q3 2018.

“Due to robust demand across all of our core solutions, Manhattan Associates posted strong organic growth in the quarter, resulting in an all-time record revenue quarter. Cloud, License and Services revenue momentum exceeded our expectations driving exceptional operating results in our ongoing Cloud transition,” said Manhattan Associates president and CEO Eddie Capel. “Our suite of Manhattan Active® omnichannel, inventory and supply chain solutions continues to drive solid pipeline and revenue momentum positioning us well for the balance of 2019 and beyond. Based on our outlook for the remainder of the year, we are raising our 2019 full-year revenue and earnings guidance.”

“While appropriately cautious regarding global geopolitical and economic volatility, we continue to be optimistic on the market opportunity ahead, with supply chain complexity and retail evolution in our target markets bringing continued need for our solutions. Positive customer feedback and strong competitive win rates, combined with continued product advancements, are enabling our clients to Push Possible® with their commerce supply chains,” added Mr. Capel.

THIRD QUARTER 2019 FINANCIAL SUMMARY:

• Consolidated total revenue was $162.3 million in Q3 2019, compared to $142.4 million in Q3 2018. License revenue was $15.5 million in Q3 2019, compared to $11.5 million in Q3 2018. Cloud subscription revenue was $14.2 million in Q3 2019, compared to $6.5

million in Q3 2018. Service revenue was $91.6 million in Q3 2019, compared to $84.1 million in Q3 2018.

• GAAP diluted earnings per share was $0.42in Q3 2019 compared to $0.43 in Q3 2018.

• Adjusted diluted earnings per share, a non-GAAP measure, was $0.51in Q3 2019, compared to $0.49in Q3 2018.

• GAAP operating income was $35.0 million in Q3 2019, compared to $36.1 million in Q3 2018.

• Adjusted operating income, a non-GAAP measure, was $43.1 million in Q3 2019, compared to $41.5 million in Q3 2018.

• Cash flow from operations was $39.9 million for Q3 2019, compared to $35.2 million for Q3 2018. Days Sales Outstanding was 61 days at September 30, 2019, compared to 59 days at June 30, 2019.

• Cash and investments totaled $113.6 million at September 30, 2019, compared to $119.4 million at June 30, 2019.

• During the three months ended September 30, 2019, the Company repurchased 429,539 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors for a total investment of $36.0 million. In October 2019, our Board authorized the Company to repurchase up to an aggregate of $50 million of the Company’s common stock.

NINE MONTH 2019 FINANCIAL SUMMARY:

• Consolidated total revenue for the nine months ended September 30, 2019, was $465.0 million, compared to $414.8 million for the nine months ended September 30, 2018. License revenue was $39.6 million for the nine months ended September 30, 2019, compared to $32.1 million for the nine months ended September 30, 2018. Cloud subscription revenue was $31.1 million for the nine months ended September 30, 2019, compared to $16.3 million for the nine months ended September 30, 2018. Service revenue was $274.2 million for the nine months ended September 30, 2019, compared to $245.2 million, for the nine months ended September 30, 2018

• GAAP diluted earnings per share for the nine months ended September 30, 2019, was $1.06, compared to $1.18 for the nine months ended September 30, 2018.  

• Adjusted diluted earnings per share a non-GAAP measure, was $1.34 for the nine months ended September 30, 2019, compared to $1.33 for the nine months ended September 30, 2018.

• GAAP operating income was $90.9 million for the nine months ended September 30, 2019, compared to $99.6 million for the nine months ended September 30, 2018.

• Adjusted operating income a non-GAAP measure, was $114.8 million for the nine months ended September 30, 2019, compared to $114.5 million for the nine months ended September 30, 2018. 

• Cash flow from operations was $112.3 million for the nine months ended September 30, 2019, compared to $103.3 million for the nine months ended September 30, 2018.

• During the nine months ended September 30, 2019, the Company repurchased 1,195,203 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors, for a total investment of $80.9 million.

2019 GUIDANCE

Manhattan Associates provides the following updated revenue, operating margin and diluted earnings per share guidance for the full year 2019:

	Guidance Range - 2019 Full Year
($'s in millions, except operating margin and EPS)	$ Range						% Growth Range
Total revenue - current guidance	$	610		$	614		9%	10%
Total revenue - previous guidance	$	598		$	604		7%	8%
Operating Margin:
GAAP operating margin - current guidance		17.7	%		17.9	%
Equity-based compensation		5.3	%		5.3	%
Adjusted operating margin(1) - current guidance		23.0	%		23.2	%
GAAP operating margin - previous guidance		15.6	%		15.8	%
Equity-based compensation		5.4	%		5.4	%
Adjusted operating margin(1) - previous guidance		21.0	%		21.2	%
Diluted earnings per share (EPS):
GAAP EPS - current guidance	$	1.26		$	1.27		-20%	-20%
Equity-based compensation, net of tax		0.37			0.38
Adjusted EPS(1) - current guidance	$	1.63		$	1.65		-9%	-8%
GAAP EPS - previous guidance	$	1.08		$	1.12		-32%	-29%
Equity-based compensation, net of tax		0.38			0.38
Adjusted EPS(1) - previous guidance	$	1.46		$	1.50		-18%	-16%
(1) Adjusted operating margin and adjusted EPS are non-GAAP measures that exclude the impact of equity-based
compensation and acquisition-related costs, and the related income tax effects of these items if applicable.

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 third quarter financial results will be held today, October 22, 2019, at 4:30 p.m. Eastern Time. We invite investors 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 2677286 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’ fourth quarter 2019 earnings release.

GAAP VERSUS NON-GAAP PRESENTATION

The Company provides adjusted operating income and margin, adjusted income tax provision, adjusted net income and adjusted diluted earnings per share 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 similarly titled non-GAAP 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 and nine months ended September 30, 2019.  

Non-GAAP adjusted operating income and margin, 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 (from time to time) restructuring charges – all net of income tax effects, and the impact of the enactment of the Tax Cuts and Jobs Act. 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 “2019 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-a service/cloud-based model, disruption in the retail sector, the possible effect of new U.S. tariffs on imports from other countries (and possible responsive tariffs on U.S. exports by other countries) on international commerce, 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, 2018 and in Item 1A of Part II in subsequent Quarterly Reports on Form 10-Q. 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 September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
	(unaudited)		(unaudited)		(unaudited)		(unaudited)
Revenue:
Cloud subscriptions	$	14,242	$	6,455	$	31,110	$	16,301
Software license		15,486		11,526		39,621		32,054
Maintenance		37,763		37,177		111,185		110,567
Services		91,626		84,136		274,208		245,160
Hardware		3,158		3,057		8,896		10,709
Total revenue		162,275		142,351		465,020		414,791
Costs and expenses:
Cost of software license		748		1,211		1,963		4,615
Cost of cloud subscriptions, maintenance and services		73,618		59,975		211,151		173,446
Research and development		22,614		18,453		65,824		53,688
Sales and marketing		12,125		10,726		41,426		37,419
General and administrative		16,236		13,711		48,091		39,396
Depreciation and amortization		1,937		2,179		5,710		6,616
Total costs and expenses		127,278		106,255		374,165		315,180
Operating income		34,997		36,096		90,855		99,611
Other income, net		810		1,538		368		3,245
Income before income taxes		35,807		37,634		91,223		102,856
Income tax provision		8,700		9,179		22,219		24,081
Net income	$	27,107	$	28,455	$	69,004	$	78,775
Basic earnings per share	$	0.42	$	0.43	$	1.07	$	1.18
Diluted earnings per share	$	0.42	$	0.43	$	1.06	$	1.18
Weighted average number of shares:
Basic		64,247		65,658		64,591		66,539
Diluted		64,992		65,901		65,112		66,717

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Reconciliation of Selected GAAP to Non-GAAP Measures

(in thousands, except per share amounts)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
Operating income	$	34,997		$	36,096		$	90,855		$	99,611
Equity-based compensation (a)		8,002			5,303			23,646			14,573
Purchase amortization (c)		108			107			323			322
Adjusted operating income (Non-GAAP)	$	43,107		$	41,506		$	114,824		$	114,506
Income tax provision	$	8,700		$	9,179		$	22,219		$	24,081
Equity-based compensation (a)		1,960			1,299			5,793			3,570
Tax (deficiency) benefit of stock awards vested (b)		88			41			146			771
Purchase amortization (c)		26			26			79			79
U.S. Tax Cuts and Jobs Act impact (d)		-			-			-			348
Adjusted income tax provision (Non-GAAP)	$	10,774		$	10,545		$	28,237		$	28,849
Net income	$	27,107		$	28,455		$	69,004		$	78,775
Equity-based compensation (a)		6,042			4,004			17,853			11,003
Tax (deficiency) benefit of stock awards vested (b)		(88	)		(41	)		(146	)		(771	)
Purchase amortization (c)		82			81			244			243
U.S. Tax Cuts and Jobs Act impact (d)		-			-			-			(348	)
Adjusted net income (Non-GAAP)	$	33,143		$	32,499		$	86,955		$	88,902
Diluted EPS	$	0.42		$	0.43		$	1.06		$	1.18
Equity-based compensation (a)		0.09			0.06			0.27			0.16
Tax (deficiency) benefit of stock awards vested (b)		-			-			-			(0.01	)
Purchase amortization (c)		-			-			-			-
U.S. Tax Cuts and Jobs Act impact (d)		-			-			-			(0.01	)
Adjusted diluted EPS (Non-GAAP)	$	0.51		$	0.49		$	1.34		$	1.33
Fully diluted shares		64,992			65,901			65,112			66,717

(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 today with the SEC. Equity-based compensation is included in the following GAAP operating expense lines for the three and nine months ended September 30, 2019, and 2018:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Cost of services	$	2,407	$	1,531	$	6,952	$	4,204
Research and development		1,582		1,074		4,561		3,135
Sales and marketing		638		591		2,433		1,496
General and administrative		3,375		2,107		9,700		5,738
Total equity-based compensation	$	8,002	$	5,303	$	23,646	$	14,573

(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 with 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 comparisons 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 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 estimate by $0.3 million during the nine months ended September 30, 2018.

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

	September 30, 2019			December 31, 2018
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	113,618		$	99,126
Short-term investments		-			1,440
Accounts receivable, net of allowance of $2,611 and $2,589, respectively		108,397			100,108
Prepaid expenses and other current assets		19,580			14,708
Total current assets		241,595			215,382
Property and equipment, net		20,959			14,318
Operating lease right-of-use assets		37,178			-
Goodwill, net		62,233			62,240
Deferred income taxes		6,747			5,442
Other assets		11,585			9,768
Total assets	$	380,297		$	307,150
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	21,190		$	18,181
Accrued compensation and benefits		40,023			29,485
Accrued and other liabilities		19,334			12,161
Deferred revenue		97,302			81,894
Income taxes payable		4,645			3,543
Total current liabilities		182,494			145,264
Operating lease liabilities, long-term		33,929			-
Other non-current liabilities		12,224			14,739
Shareholders' equity:
Preferred stock, no par value; 20,000,000 shares authorized, no shares issued or outstanding in 2019 and 2018		-			-
Common stock, $0.01 par value; 200,000,000 shares authorized; 63,900,528 and 64,860,419 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively		639			649
Retained earnings		169,560			163,359
Accumulated other comprehensive loss		(18,549	)		(16,861	)
Total shareholders' equity		151,650			147,147
Total liabilities and shareholders' equity	$	380,297		$	307,150

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(in thousands)

	Nine Months Ended September 30,
	2019			2018
	(unaudited)			(unaudited)
Operating activities:
Net income	$	69,004		$	78,775
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		5,710			6,616
Equity-based compensation		23,646			14,573
(Gain) loss on disposal of equipment		(436	)		56
Deferred income taxes		(1,331	)		(244	)
Unrealized foreign currency gain		(570	)		(1,373	)
Changes in operating assets and liabilities:
Accounts receivable, net		(9,178	)		(1,995	)
Other assets		(7,042	)		(5,296	)
Accounts payable, accrued and other liabilities		16,271			11,059
Income taxes		576			(7,488	)
Deferred revenue		15,696			8,635
Net cash provided by operating activities		112,346			103,318
Investing activities:
Purchase of property and equipment		(11,358	)		(5,536	)
Net maturities (purchases) of investments		1,439			(5,196	)
Net cash used in investing activities		(9,919	)		(10,732	)
Financing activities:
Purchase of common stock		(86,459	)		(124,558	)
Net cash used in financing activities		(86,459	)		(124,558	)
Foreign currency impact on cash		(1,476	)		(3,801	)
Net change in cash and cash equivalents		14,492			(35,773	)
Cash and cash equivalents at beginning of period		99,126			125,522
Cash and cash equivalents at end of period	$	113,618		$	89,749

MANHATTAN ASSOCIATES, INC.

SUPPLEMENTAL INFORMATION

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

	2018												2019
	1st Qtr			2nd Qtr		3rd Qtr		4th Qtr		Full Year			1st Qtr		2nd Qtr		3rd Qtr		YTD
GAAP Diluted EPS	$	0.33		$	0.42	$	0.43	$	0.40	$	1.58		$	0.32	$	0.32	$	0.42	$	1.06
Adjustments to GAAP:
Equity-based compensation		0.05			0.06		0.06		0.06		0.23			0.08		0.10		0.09		0.27
Tax benefit of stock awards vested		(0.01	)		-		-		-		(0.01	)		-		-		-		-
Purchase amortization		-			-		-		-		-			-		-		-		-
U.S. Tax Cuts and Jobs Act impact		(0.01	)		-		-		-		-			-		-		-		-
Adjusted Diluted EPS	$	0.37		$	0.47	$	0.49	$	0.46	$	1.79		$	0.41	$	0.42	$	0.51	$	1.34
Fully Diluted Shares		67,736			66,535		65,901		65,526		66,434			65,204		65,093		64,992		65,112

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

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr		3rd Qtr		YTD
Revenue:
Americas	$	104,615	$	112,945	$	113,886	$	114,040	$	445,486	$	114,873	$	121,778	$	132,028	$	368,679
EMEA		19,164		21,356		21,181		23,043		84,744		26,288		25,043		22,978		74,309
APAC		6,790		7,570		7,284		7,283		28,927		7,243		7,520		7,269		22,032
	$	130,569	$	141,871	$	142,351	$	144,366	$	559,157	$	148,404	$	154,341	$	162,275	$	465,020
GAAP Operating Income:
Americas	$	20,318	$	26,589	$	26,200	$	24,422	$	97,529	$	18,051	$	16,826	$	26,310	$	61,187
EMEA		5,475		6,252		7,413		7,297		26,437		7,734		8,057		6,371		22,162
APAC		2,037		2,844		2,483		2,557		9,921		2,491		2,699		2,316		7,506
	$	27,830	$	35,685	$	36,096	$	34,276	$	133,887	$	28,276	$	27,582	$	34,997	$	90,855
Adjustments (pre-tax):
Americas:
Equity-based    compensation	$	4,343	$	4,927	$	5,303	$	5,291	$	19,864	$	7,182	$	8,462	$	8,002	$	23,646
Purchase amortization		107		108		107		108		430		108		107		108		323
	$	4,450	$	5,035	$	5,410	$	5,399	$	20,294	$	7,290	$	8,569	$	8,110	$	23,969
Adjusted non-GAAP Operating Income:
Americas	$	24,768	$	31,624	$	31,610	$	29,821	$	117,823	$	25,341	$	25,395	$	34,420	$	85,156
EMEA		5,475		6,252		7,413		7,297		26,437		7,734		8,057		6,371		22,162
APAC		2,037		2,844		2,483		2,557		9,921		2,491		2,699		2,316		7,506
	$	32,280	$	40,720	$	41,506	$	39,675	$	154,181	$	35,566	$	36,151	$	43,107	$	114,824

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):

	2018												2019
	1st Qtr		2nd Qtr		3rd Qtr			4th Qtr			Full Year		1st Qtr			2nd Qtr			3rd Qtr			YTD
Revenue	$	2,781	$	1,699	$	(581	)	$	(1,068	)	$	2,831	$	(2,419	)	$	(1,906	)	$	(1,352	)	$	(5,677	)
Costs and expenses		2,328		831		(1,177	)		(1,774	)		208		(2,686	)		(1,696	)		(988	)		(5,370	)
Operating income		453		868		596			706			2,623		267			(210	)		(364	)		(307	)
Foreign currency gains    (losses) in other income		366		705		1,431			(1,185	)		1,317		(590	)		(377	)		298			(669	)
	$	819	$	1,573	$	2,027		$	(479	)	$	3,940	$	(323	)	$	(587	)	$	(66	)	$	(976	)

Manhattan Associates has a large research and development center in Bangalore, India. The following table reflects the increases (decreases) in the financial results for each period attributable to changes in the Indian Rupee exchange rate (in thousands):

	2018												2019
	1st Qtr			2nd Qtr		3rd Qtr		4th Qtr			Full Year		1st Qtr			2nd Qtr			3rd Qtr		YTD
Operating income	$	(360	)	$	359	$	828	$	1,066		$	1,893	$	981		$	438		$	51	$	1,470
Foreign currency gains    (losses) in     other income		210			1,120		1,572		(1,074	)		1,828		(182	)		(127	)		437		128
Total impact of    changes in the    Indian Rupee	$	(150	)	$	1,479	$	2,400	$	(8	)	$	3,721	$	799		$	311		$	488	$	1,598

4.Other income includes the following components (in thousands):

	2018													2019
	1st Qtr		2nd Qtr		3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr			3rd Qtr		YTD
Interest income	$	347	$	241	$	201		$	278		$	1,067		$	231		$	178		$	191	$	600
Foreign currency gains (losses)		366		705		1,431			(1,185	)		1,317			(590	)		(377	)		298		(669	)
Other non-operating    income (expense)		8		40		(94	)		6			(40	)		(12	)		128			321		437
Total other income (loss)	$	721	$	986	$	1,538		$	(901	)	$	2,344		$	(371	)	$	(71	)	$	810	$	368

5.Capital expenditures are as follows (in thousands):

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr		3rd Qtr		YTD
Capital expenditures	$	2,174	$	1,881	$	1,481	$	1,770	$	7,306	$	616	$	2,689	$	8,053	$	11,358

6. Stock Repurchase Activity (in thousands):

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr		3rd Qtr		YTD
Shares purchased under publicly-announced buy-back program		1,158		1,082		389		519		3,148		464		302		429		1,195
Shares withheld for taxes due upon vesting of restricted stock		111		1		3		-		115		106		1		4		111
Total shares purchased		1,269		1,083		392		519		3,263		570		303		433		1,306
Total cash paid for shares purchased under publicly-announced buy-back program	$	49,972	$	47,876	$	20,669	$	24,757	$	143,274	$	24,927	$	19,993	$	35,955	$	80,875
Total cash paid for shares withheld for taxes due upon vesting of restricted stock		5,843		23		175		7		6,048		5,233		85		266		5,584
Total cash paid for shares repurchased	$	55,815	$	47,899	$	20,844	$	24,764	$	149,322	$	30,160	$	20,078	$	36,221	$	86,459

7. Remaining Performance Obligations

Under the new revenue recognition standard, we now disclose revenue we expect to recognize from our remaining performance obligations. Our reported performance obligations primarily represent cloud subscriptions with a non-cancelable term greater than one year (including cloud deferred revenue as well as amounts we will invoice and recognize as revenue from our performance of cloud services in future periods). Our deferred revenue on the balance sheet primarily relates to our maintenance contracts, which are typically one year in duration and are not included in the remaining performance obligations.  Below are our remaining performance obligations as of the end of each period (in thousands):

	March 31, 2018		June 30, 2018		September 30, 2018		December 31, 2018		March 31, 2019		June 30, 2019		September 30, 2019
Remaining Performance Obligations	$	33,999	$	58,434	$	64,175	$	76,990	$	100,532	$	120,403	$	152,043

XML

Document and Entity Information	Oct. 22, 2019
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 22, 2019
Entity Registrant Name	MANHATTAN ASSOCIATES INC
Entity Central Index Key	0001056696
Entity Emerging Growth Company	false
Entity File Number	0-23999
Entity Incorporation, State or Country Code	2Q
Entity Tax Identification Number	58-2373424
Entity Address, Address Line One	2300 Windy Ridge Parkway
Entity Address, Address Line Two	Tenth Floor
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30339
City Area Code	(770)
Local Phone Number	955-7070
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common stock
Trading Symbol	MANH
Name of each exchange on which registered	NASDAQ