-----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, Du+Ybirb8u5F/oKJZW5uvKF6QgQ7J6liFsjVqzQLZJ3lO7vFmsJvoffRLCeJaPcD PheL8oJoi/DoS1qkjf7FYw== 0000950123-03-005237.txt : 20030502 0000950123-03-005237.hdr.sgml : 20030502 20030502171042 ACCESSION NUMBER: 0000950123-03-005237 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030429 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRINTCAFE SOFTWARE INC CENTRAL INDEX KEY: 0001108507 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 251854929 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49710 FILM NUMBER: 03680415 BUSINESS ADDRESS: STREET 1: FORTY 24TH STREET STREET 2: FIRST FLOOR CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4124561141 MAIL ADDRESS: STREET 1: FORTY 24TH STREET STREET 2: FIRST FLOOR CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: PRINTCAFE INC DATE OF NAME CHANGE: 20000306 8-K 1 j0070101e8vk.txt PRINTCAFE SOFTWARE, INC. 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): APRIL 29, 2003 PRINTCAFE SOFTWARE, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-49710 25-1854929 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) FORTY 24TH STREET PITTSBURGH, PENNSYLVANIA 15222 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (412) 456-1141 ITEM 9. REGULATION FD DISCLOSURE. The following information is furnished pursuant to Item 12, "Results of Operations and Financial Condition." On April 29, 2003 Printcafe Software, Inc. issued a press release, reporting its financial results for the quarter ended March 31, 2003. 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 hereunto duly authorized. PRINTCAFE SOFTWARE, INC. Date: May 2, 2003 By: /s/ Marc D. Olin ---------------------------- Marc D. Olin Chief Executive Officer EXHIBIT INDEX
Exhibit No. Description ----------- ----------- 99.1 Press Release of the registrant, dated April 29, 2003.
EX-99.1 3 j0070101exv99w1.txt EXHIBIT 99.1 [PRINTCAFE LOGO] FOR IMMEDIATE RELEASE PRINTCAFE SOFTWARE, INC. ANNOUNCES OPERATING RESULTS FOR FIRST QUARTER 2003 PITTSBURGH, PA (APRIL 29, 2003) - Printcafe Software, Inc. [NASDAQ: PCAF] today announced revenue of $9.4 million for its first quarter ended March 31, 2003, a 20% decrease from the $11.7 million of revenue recorded in the first quarter of 2002. Earnings before interest, taxes, depreciation, amortization, non-cash charges, other expense and acquisition related expenses (EBITDA) for the first quarter of 2003 were $(1,683,000), compared to $270,000 computed on the same basis in the prior year period. The Company's pro forma net loss for the first quarter of 2003 was $2,540,000, or $(0.24) per share, compared to a pro forma net loss of $2,109,000 in the first quarter of 2002, or $(0.20) per share. EBITDA and pro forma net loss are calculated as follows:
Quarter Ended March Quarter Ended 31, 2002 March 31, 2003 - ----------------------------------------------------------------------------------------------------- (in thousands, except share and per share amounts) - ----------------------------------------------------------------------------------------------------- Gross Profit (GAAP) $ 9,034 $ 7,127 - ----------------------------------------------------------------------------------------------------- Less: - ----------------------------------------------------------------------------------------------------- Sales & marketing expense (3,947) (4,068) - ----------------------------------------------------------------------------------------------------- Research & development expense (3,034) (3,025) - ----------------------------------------------------------------------------------------------------- General & administrative expense (1) (1,783) (1,717) - ----------------------------------------------------------------------------------------------------- EBITDA 270 (1,683) - ----------------------------------------------------------------------------------------------------- Less: Interest & depreciation (2,379) (857) - ----------------------------------------------------------------------------------------------------- Pro forma net loss (2,109) (2,540) - ----------------------------------------------------------------------------------------------------- Pro forma net loss per share(2) (.20) (.24) - ----------------------------------------------------------------------------------------------------- (1) Excludes approximately $1,400 of expenses incurred during the first quarter of 2003 related to the pending acquisition of the Company - ----------------------------------------------------------------------------------------------------- (2) Calculated using number of shares outstanding (10,633,000) as of March 31, 2003 - -----------------------------------------------------------------------------------------------------
The Company reported a $10.3 million net loss attributable to common stock calculated in accordance with generally accepted accounting principles (GAAP) for the first quarter of 2003 compared to a net loss of $13.2 million in the prior year period. The first quarter of 2002 included a deduction of $3.3 million related to the accretion of redeemable preferred stock of the Company that was outstanding at that time. Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 2 of 7 The chart below provides a reconciliation of the pro forma operating results and the operating results reported under GAAP.
Quarter Ended March Quarter Ended 31, 2002 March 31, 2003 ------------------------------------------------- in thousands, except per share amounts - ------------------------------------------------------------------------------------------------------------------ Pro forma net loss (2,109) (2,540) - ------------------------------------------------------------------------------------------------------------------ Adjustments - income (expense) Amortization of intangible assets (7,388) (5,090) Stock-based compensation (203) (381) Interest expense - debt origination costs (180) (851) Acquisition related expenses (included in G&A for GAAP) - (1,400) Other income (expense) - - Accretion of redeemable preferred stock (3,341) - - ------------------------------------------------------------------------------------------------------------------ Net loss (GAAP) (13,221) (10,262) - ------------------------------------------------------------------------------------------------------------------ Net loss per share (GAAP) $ (81.12) $ (.97) - ------------------------------------------------------------------------------------------------------------------ Weighted average shares outstanding (GAAP) 163 10,633 - ------------------------------------------------------------------------------------------------------------------
The Company completed its initial public offering (IPO) on June 21, 2002. Prior to this date, the Company had both preferred stock and common stock outstanding. In connection with the IPO, all of the outstanding shares of preferred stock converted to common stock, which increased the number of shares of common stock outstanding from 163,000 at March 31, 2002 (the last quarter end prior to the IPO) to 10,595,000 at June 30, 2002. The number of common shares outstanding on March 31, 2003 was 10,633,000. "We saw a sharp disruption in our sales during the first two months of the quarter, which we believe was primarily related to confusion surrounding the pending acquisition that was announced earlier in the quarter as well as overall economic conditions." said Marc Olin, Printcafe Chairman and Chief Executive Officer. "However, conditions improved in March and we are hopeful that we will return to prior revenue levels later in the year." The Company believes that its EBITDA and pro forma results provide useful information to investors because they reveal the Company's results excluding non-cash expenses and cash expenses that the Company believes are not indicative of its on-going operations. However, Printcafe urges readers to review and consider carefully the GAAP financial information contained in this earnings release and the Company's SEC filings. Q1 HIGHLIGHTS - On February 26, 2003 the Company announced that it had entered into a merger agreement with Electronics for Imaging, Inc. (EFI) [NASDAQ: EFII] which provides for the acquisition of Printcafe for $2.60 per share for each outstanding Printcafe share. Printcafe stockholders can elect to Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 3 of 7 receive any combination of cash or EFI stock. The transaction is expected to close early in Q3 of 2003 and is subject to regulatory and stockholder approval. ABOUT PRINTCAFE (WWW.PRINTCAFE.COM) Printcafe Software, Inc. is a leading provider of software solutions designed specifically for the printing industry supply chain. Printcafe's enterprise resource planning and collaborative supply chain software solutions enable printers and print buyers to improve productivity and lower costs. Printcafe's procurement applications for print buyers integrate with our software solutions designed for printers to facilitate Web-based collaboration across the print supply chain. Printcafe's software solutions for the printing industry supply chain have been installed by more than 4,000 customers in over 8,000 facilities worldwide, including 24 of the 25 largest printing companies in North America and over 50 businesses in the Fortune 1000. EFI's offer to acquire Printcafe is subject to a vote of Printcafe's stockholders. Printcafe has filed a Proxy Statement with the Securities and Exchange Commission describing the terms of the merger and other information about Printcafe and EFI. Copies of the Proxy Statement may be obtained from either Printcafe or EFI or at the SEC's website (http://www.sec.gov). The Proxy Statement contains important information as to how the merger will affect investments in shares of either Printcafe or EFI and interested persons should carefully read the Proxy Statement in its entirety. Printcafe and its directors and executive officers may be deemed to be participants in the solicitation of proxies from its security holders in favor of the adoption of the merger agreement. The directors and executive officers of Printcafe and their beneficial ownership of Printcafe common stock, and their interests in the merger are set forth in the Proxy Statement. INVESTOR CONTACT: Joseph J. Whang Chief Financial Officer and Chief Operating Officer jwhang@printcafe.com 412-456-3340 MARKETING CONTACT: Andrew Schaer SVP Marketing aschaer@printcafe.com 412-690-3093 Statements in this press release that are not historical facts, including those statements that refer to Printcafe's plans, prospects, expectations, financial projections, strategies, intentions, and beliefs, are forward-looking statements. These forward-looking statements are based on information available to Printcafe today, and Printcafe assumes no obligation to update these statements as circumstances change. There are risks and uncertainties that could cause actual results to differ materially from the forward-looking statements, including, without limitation, market acceptance of Printcafe's products and Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 4 of 7 services, the length of the sales cycle for Printcafe's products, the slowdown in the economy, the amount of Printcafe's outstanding indebtedness and the need to raise additional capital, the ability to develop and sell new products, and Printcafe's relationship with Creo Inc., and other risk factors that are described in more detail in our Form 10-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission (SEC), and our other filings with the SEC. Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 5 of 7 PRINTCAFE SOFTWARE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited, in thousands, except for per-share amounts)
---------------------------- THREE MONTHS ENDED MARCH 31, ---------------------------- 2002 2003 Revenues: License and subscription $ 5,613 $ 2,565 Maintenance 5,377 5,742 Professional services and other 725 1,096 --------------------------- Total revenue 11,715 9,403 Cost of Revenue: License and subscription 998 588 Maintenance 1,309 1,254 Professional services and other 374 434 --------------------------- Total cost of revenue 2,681 2,276 Gross Profit 9,034 7,127 Operating Expenses: Sales and marketing 3,947 4,068 Research and development 3,034 3,025 General and administrative 1,783 3,117 Depreciation 763 593 Amortization 7,388 5,090 Stock based compensation and warrants 203 381 Restructuring charge - - --------------------------- Total operating expenses 17,118 16,274 --------------------------- Loss from operations (8,084) (9,147) Other expense (income) Interest expense 1,616 264 Interest expense - debt origination costs 180 851 Other expense (income) - - --------------------------- Total other expense 1,796 1,115 Net loss (9,880) (10,262) Accretion of redeemable preferred stock (3,341) - --------------------------- Net loss attributable to common stock $(13,221) $(10,262) =========================== Net loss per share, basic and diluted $ (81.12) $ (0.97) Weighted average shares used to compute basic and diluted loss per share 163 10,633
Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 6 of 7 PRINTCAFE SOFTWARE, INC. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited, in thousands except per share amounts)
---------------------------------- PRO FORMA ---------------------------------- THREE MONTHS ENDED MARCH 31, ---------------------------------- 2002 2003 Revenues: License and subscription $ 5,613 $ 2,565 Maintenance 5,377 5,742 Professional services and other 725 1,096 ---------------------------------- Total revenue 11,715 9,403 Cost of Revenue: License and subscription 998 588 Maintenance 1,309 1,254 Professional services and other 374 434 ---------------------------------- Total cost of revenue 2,681 2,276 Gross Profit 9,034 7,127 Operating Expenses: Sales and marketing 3,947 4,068 Research and development 3,034 3,025 General and administrative (1) 1,783 1,717 Depreciation 763 593 ---------------------------------- Total operating expenses 9,527 9,403 Interest expense 1,616 264 ---------------------------------- Pro forma net loss $(2,109) $(2,540) ================================== Common shares outstanding at March 31, 2003 used to compute pro forma loss per share 10,633 10,633 ================================== Pro forma net loss per share (0.20) (0.24) ==================================
(1) Excludes approximately $1,400 of expenses incurred during the first quarter of 2003 related to the pending acquisition of the Company Printcafe Software, Inc. 1st Quarter 2003 Operating Results Page 7 of 7 PRINTCAFE SOFTWARE, INC. CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
--------------------------------------------------- AS OF DECEMBER 31, 2002 AS OF MARCH 31, 2003 --------------------------------------------------- ASSETS Current assets: Cash and cash equivalents $ 8,775 $ 6,376 Accounts receivable, net 12,896 11,512 Other current assets 1,361 1,669 ------- ------- Total current assets 23,032 19,557 Property and equipment, net 2,706 2,245 Intangible assets, net 27,935 22,865 ------- ------- Total Assets $53,673 $44,667 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 2,099 $ 2,778 Accrued and other current liabilities 2,693 3,222 Line of credit and current portion of long-term debt 4,457 15,837 Restructuring reserve 67 26 Deferred revenue 9,653 9,052 ------- ------- Total 18,969 30,915 12,745 1,650 Long-term debt Other non-current liabilities - - Stockholders' Equity 21,959 12,102 ------- ------- Total Liabilities & Stockholders' Equity $53,673 $44,667 ===================================================
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