Delaware
|
0-25346
|
47-0772104
|
(State
or other jurisdiction
of
incorporation
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
TRANSACTION
SYSTEMS ARCHITECTS, INC.
|
|||
Date:
July
25, 2006
|
By:
|
/s/
David R. Bankhead
|
|
David
R. Bankhead
Senior
Vice President,
Chief
Financial Officer and
Treasurer
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release dated July 25, 2006.
|
Financial
Results
|
Guidance
|
|||||||
Q3
2006
|
Better
/ (Worse)
Q3
2005
|
Better
/ (Worse)
Q3
2005
|
YTD
2006
|
Better
/ (Worse)
YTD
2005
|
Better
/ (Worse)
YTD
2005
|
Current
Fiscal
Year
2006
|
New
Fiscal
Year
2006
|
|
Revenue
($
MM)
|
$84.8
|
$6.8
|
9%
|
$259.7
|
$25.4
|
11%
|
$348
to $360
|
Unchanged
|
EPS
(diluted)
|
$0.61
|
$0.35
|
135%
|
$1.40
|
$0.52
|
59%
|
$1.51
to $1.63
|
$1.78
to $1.90
|
· |
Company’s
12-month and 60-month backlog
estimates
|
· |
Company’s
calculation of recurring and non-recurring
backlog
|
· |
Company's
revenues and EPS estimates for fiscal
2006
|
· |
Company’s
long-term objectives of double-digit annual revenue growth and 12
to 15%
annual growth in diluted earnings per
share
|
· |
Company’s
belief that refining its global infrastructure will be a critical
component of driving growth for the Company and that these efforts
will
help the Company maximize productivity as it seeks new market
opportunities and continue providing world-class support for its
mission-critical solutions
|
· |
Company’s
belief that the acquisition of eps Electronic Payment Systems AG
gives it
an excellent platform to satisfy the region’s need for payment
solutions
|
· |
Company’s
belief that establishing a new subsidiary in Ireland and the remote
software development operations in Romania and elsewhere will provide
the
Company with low-cost centers of expertise and ensure that the Company
remains price-competitive in supporting a growing international customer
base
|
· |
Company’s
belief that it continues to be well-positioned in the market as it
engages
with major banks, retailer and processors in identifying solutions
to
complex, multi-region and multi-year
opportunities
|
· |
Company’s
belief that it may, from time to time, adjust valuation allowances
against
deferred tax assets
|
· |
Company’s
belief that the Company’s estimated tax rate could change based on
continuing tax optimization efforts
|
· |
Risks
inherent in making an estimate of the Company's 12-month and 60-month
backlog which involve substantial judgment and
estimates
|
· |
Risks
associated with tax positions taken by the Company which require
substantial judgment and with which taxing authorities may not agree
|
· |
Risks
associated with the class action lawsuit against the Company and
certain
former officers of the Company relating to its restatement of prior
consolidated financial results, including the adequacy of insurance
coverage and the possibility of additional
litigation
|
· |
Risks
associated with litigation in the software industry regarding intellectual
property rights
|
· |
Risks
associated with the Company's ability to protect its proprietary
rights
|
· |
Risks
associated with the Company's concentration of business in the financial
services industry
|
· |
Risks
associated with fluctuations in quarterly operating results and
resulting
stock price volatility
|
· |
Risks
associated with conducting international
operations
|
· |
Risks
regarding the Company’s new BASE24-es
product
|
· |
Risks
associated with the Company's dependence on its BASE24
solution
|
· |
Risks
associated with the Company's dependence on the licensing of software
products that operate on Hewlett-Packard NonStop
servers
|
· |
Risks
associated with the complexity of the Company’s software products
|
· |
Risks
associated with the Company's acquisition of new products and services
or
enhancement of existing products and services through acquisitions
of
other companies, product lines, technologies and personnel, or through
investments in other companies
|
· |
Risks
associated with the acquisition of S2 Systems and the integration
of its
operations and customers, including, without limitation, the risks
described in the Company’s Form 8-K filed July 1,
2005
|
· |
Risks
associated with new accounting standards, or revised interpretations
or
guidance regarding existing
standards
|
· |
Risks
associated with the assessment and maintenance of internal controls
over
the Company’s financial reporting
|
TRANSACTION
SYSTEMS ARCHITECTS, INC.
|
||||||||
CONSOLIDATED
BALANCE SHEETS
|
||||||||
(in
thousands)
|
||||||||
June
30,
|
September
30,
|
|||||||
2006
|
2005
|
|||||||
(unaudited)
|
||||||||
ASSETS
|
||||||||
Current
assets:
|
||||||||
Cash
and cash equivalents
|
$
|
108,365
|
$
|
83,693
|
||||
Marketable
securities
|
67,725
|
72,819
|
||||||
Billed
receivables, net
|
62,324
|
63,530
|
||||||
Accrued
receivables
|
9,992
|
5,535
|
||||||
Recoverable
income taxes
|
-
|
3,474
|
||||||
Deferred
income taxes, net
|
3,103
|
2,552
|
||||||
Other
|
13,740
|
13,009
|
||||||
Total
current assets
|
265,249
|
244,612
|
||||||
Property
and equipment, net
|
9,234
|
9,089
|
||||||
Software,
net
|
11,044
|
4,930
|
||||||
Goodwill
|
88,411
|
66,169
|
||||||
Other
intangible assets, net
|
17,985
|
13,573
|
||||||
Deferred
income taxes, net
|
29,125
|
21,884
|
||||||
Other
|
6,288
|
3,123
|
||||||
Total
assets
|
$
|
427,336
|
$
|
363,380
|
||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
Current
liabilities:
|
||||||||
Current
portion of debt - financing agreements
|
$
|
78
|
$
|
2,165
|
||||
Accounts
payable
|
6,960
|
9,521
|
||||||
Accrued
employee compensation
|
15,794
|
19,296
|
||||||
Income
taxes payable
|
8,362
|
-
|
||||||
Deferred
revenue
|
78,808
|
81,374
|
||||||
Accrued
and other liabilities
|
19,638
|
11,662
|
||||||
Total
current liabilities
|
129,640
|
124,018
|
||||||
Debt
- financing agreements
|
-
|
154
|
||||||
Deferred
revenue
|
16,561
|
20,450
|
||||||
Other
|
2,638
|
1,640
|
||||||
Total
liabilities
|
148,839
|
146,262
|
||||||
Stockholders'
equity:
|
||||||||
Common
stock
|
204
|
202
|
||||||
Treasury
stock, at cost
|
(79,305
|
)
|
(68,596
|
)
|
||||
Additional
paid-in capital
|
292,322
|
274,344
|
||||||
Retained
earnings
|
73,813
|
20,329
|
||||||
Accumulated
other comprehensive loss
|
(8,537
|
)
|
(9,161
|
)
|
||||
Total
stockholders' equity
|
278,497
|
217,118
|
||||||
Total
liabilities and stockholders' equity
|
$
|
427,336
|
$
|
363,380
|
TRANSACTION
SYSTEMS ARCHITECTS, INC.
|
||||||||||||||
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
||||||||||||||
(unaudited
and in thousands, except per share amounts)
|
||||||||||||||
Three
Months Ended
|
Nine
Months Ended
|
|||||||||||||
|
|
June
30,
|
June
30,
|
|||||||||||
2006
|
2005
|
2006
|
2005
|
|||||||||||
Revenues:
|
||||||||||||||
Software
license fees
|
$
|
41,955
|
$
|
37,656
|
$
|
133,077
|
$
|
128,415
|
||||||
Maintenance
fees
|
25,989
|
24,938
|
76,053
|
69,667
|
||||||||||
Services
|
16,820
|
15,409
|
50,542
|
36,153
|
||||||||||
Total
revenues
|
84,764
|
78,003
|
259,672
|
234,235
|
||||||||||
Expenses:
|
||||||||||||||
Cost
of software license fees
|
7,895
|
6,539
|
22,335
|
18,170
|
||||||||||
Cost
of maintenance and services
|
19,385
|
14,102
|
59,332
|
41,756
|
||||||||||
Research
and development
|
10,191
|
9,704
|
29,921
|
29,842
|
||||||||||
Selling
and marketing
|
15,896
|
16,183
|
48,437
|
46,852
|
||||||||||
General
and administrative
|
15,877
|
16,289
|
48,410
|
44,301
|
||||||||||
Total
expenses
|
69,244
|
62,817
|
208,435
|
180,921
|
||||||||||
Operating
income
|
15,520
|
15,186
|
51,237
|
53,314
|
||||||||||
Other
income (expense):
|
||||||||||||||
Interest
income
|
1,641
|
1,279
|
6,154
|
2,727
|
||||||||||
Interest
expense
|
(10
|
)
|
(102
|
)
|
(126
|
)
|
(407
|
)
|
||||||
Other,
net
|
(227
|
)
|
(453
|
)
|
(239
|
)
|
(1,445
|
)
|
||||||
Total
other income (expense)
|
1,404
|
724
|
5,789
|
875
|
||||||||||
Income
before income taxes
|
16,924
|
15,910
|
57,026
|
54,189
|
||||||||||
Income
tax benefit (provision)
|
6,384
|
(5,915
|
)
|
(3,542
|
)
|
(20,078
|
)
|
|||||||
Net
income
|
$
|
23,308
|
$
|
9,995
|
$
|
53,484
|
$
|
34,111
|
||||||
Earnings
per share information:
|
||||||||||||||
Weighted
average shares outstanding:
|
||||||||||||||
Basic
|
37,529
|
37,576
|
37,341
|
37,825
|
||||||||||
Diluted
|
38,454
|
38,312
|
38,199
|
38,598
|
||||||||||
Earnings
per share:
|
||||||||||||||
Basic
|
$
|
0.62
|
$
|
0.27
|
$
|
1.43
|
$
|
0.90
|
||||||
Diluted
|
$
|
0.61
|
$
|
0.26
|
$
|
1.40
|
$
|
0.88
|
TRANSACTION
SYSTEMS ARCHITECTS, INC.
|
||||||||
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
||||||||
(unaudited
and in thousands)
|
||||||||
Nine
Months Ended June 30,
|
||||||||
|
|
2006
|
|
|
2005
|
|||
Cash
flows from operating activities:
|
||||||||
Net
income
|
$
|
53,484
|
$
|
34,111
|
||||
Adjustments
to reconcile net income to net cash
|
||||||||
provided
by operating activities:
|
||||||||
Depreciation
|
3,035
|
2,869
|
||||||
Amortization
|
2,943
|
714
|
||||||
Deferred
income taxes
|
(11,797
|
)
|
(7,007
|
)
|
||||
Share-based
compensation expense
|
4,412
|
-
|
||||||
Tax
benefit of stock options exercised
|
1,456
|
2,736
|
||||||
Changes
in operating assets and liabilities:
|
||||||||
Billed
and accrued receivables, net
|
293
|
4,325
|
||||||
Other
current assets
|
(33
|
)
|
(3,131
|
)
|
||||
Other
assets
|
(3,021
|
)
|
(1,305
|
)
|
||||
Accounts
payable
|
(3,378
|
)
|
1,025
|
|||||
Accrued
employee compensation
|
(3,855
|
)
|
(110
|
)
|
||||
Accrued
liabilities
|
246
|
896
|
||||||
Current
income taxes
|
12,022
|
14,531
|
||||||
Deferred
revenue
|
(8,210
|
)
|
(1,490
|
)
|
||||
Other
current and noncurrent liabilities
|
107
|
300
|
||||||
Net
cash provided by operating activities
|
47,704
|
48,464
|
||||||
Cash
flows from investing activities:
|
||||||||
Purchases
of property and equipment
|
(3,133
|
)
|
(3,170
|
)
|
||||
Purchases
of software
|
(2,401
|
)
|
(1,347
|
)
|
||||
Purchases
of marketable securities
|
(50,937
|
)
|
(76,875
|
)
|
||||
Sales
of marketable securities
|
56,038
|
36,166
|
||||||
Acquisitions
of businesses, net of cash acquired
|
(13,139
|
)
|
-
|
|||||
Net
cash used in investing activities
|
(13,572
|
)
|
(45,226
|
)
|
||||
Cash
flows from financing activities:
|
||||||||
Proceeds
from issuance of common stock
|
909
|
736
|
||||||
Proceeds
from exercises of stock options
|
11,608
|
8,489
|
||||||
Excess
tax benefit of stock options exercised
|
2,321
|
-
|
||||||
Purchases
of common stock
|
(24,688
|
)
|
(28,897
|
)
|
||||
Payments
on debt - financing arrangements
|
(2,949
|
)
|
(5,943
|
)
|
||||
Other
|
(15
|
)
|
402
|
|||||
Net
cash used in financing activities
|
(12,814
|
)
|
(25,213
|
)
|
||||
Effect
of exchange rate fluctuations on cash
|
3,354
|
792
|
||||||
Net
increase (decrease) in cash and cash equivalents
|
24,672
|
(21,183
|
)
|
|||||
Cash
and cash equivalents, beginning of period
|
83,693
|
134,198
|
||||||
Cash
and cash equivalents, end of period
|
$
|
108,365
|
$
|
113,015
|