UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
|
ý |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
||
|
|
|||
|
For the quarterly period ended July 31, 2003 |
|||
|
|
|||
|
OR |
|||
|
|
|||
|
o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
||
|
|
|||
|
For the transition period from to |
|||
|
|
|||
|
Commission file number 0-22823 |
|||
|
|
|||
|
QAD Inc. |
|||
|
(Exact name of Registrant as specified in its charter) |
|||
|
|
|||
|
Delaware |
|
77-0105228 |
|
|
(State or other
jurisdiction of incorporation or |
|
(I.R.S. Employer Identification No.) |
|
|
|
|||
|
6450 Via Real, Carpinteria, California 93013 |
|||
|
(Address of principal executive offices) |
|||
|
|
|||
|
(805) 684-6614 |
|||
|
(Registrant’s telephone number, including area code) |
|||
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o.
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý.
The number of shares outstanding of the issuer’s common stock as of August 31, 2003 was 32,735,021.
QAD INC.
INDEX
QAD INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
(Unaudited)
|
|
|
July 31, |
|
January 31, |
|
||
|
Assets |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and equivalents |
|
$ |
43,498 |
|
$ |
50,188 |
|
|
Restricted cash |
|
— |
|
1,016 |
|
||
|
Accounts receivable, net |
|
49,318 |
|
57,340 |
|
||
|
Other current assets |
|
11,457 |
|
15,340 |
|
||
|
|
|
|
|
|
|
||
|
Total current assets |
|
104,273 |
|
123,884 |
|
||
|
|
|
|
|
|
|
||
|
Property and equipment, net |
|
26,238 |
|
21,543 |
|
||
|
Capitalized software development costs, net |
|
1,507 |
|
2,077 |
|
||
|
Other assets, net |
|
13,606 |
|
14,802 |
|
||
|
|
|
|
|
|
|
||
|
Total assets |
|
$ |
145,624 |
|
$ |
162,306 |
|
|
|
|
|
|
|
|
||
|
Liabilities and stockholders’ equity |
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Current portion of long-term debt |
|
$ |
5,197 |
|
$ |
2,000 |
|
|
Accounts payable |
|
11,009 |
|
12,280 |
|
||
|
Deferred revenue |
|
58,712 |
|
65,860 |
|
||
|
Other current liabilities |
|
30,636 |
|
36,927 |
|
||
|
|
|
|
|
|
|
||
|
Total current liabilities |
|
105,554 |
|
117,067 |
|
||
|
|
|
|
|
|
|
||
|
Long-term debt |
|
8,375 |
|
9,125 |
|
||
|
Other deferred liabilities |
|
44 |
|
42 |
|
||
|
Minority interest |
|
408 |
|
329 |
|
||
|
|
|
|
|
|
|
||
|
Commitments and contingencies |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Stockholders’ equity: |
|
|
|
|
|
||
|
Preferred stock, $0.001 par value. Authorized 5,000,000 shares; none issued |
|
— |
|
— |
|
||
|
Common stock, $0.001 par value. Authorized 150,000,000 shares; issued 35,315,637 and 34,693,019 shares at July 31, 2003 and January 31, 2003, respectively |
|
35 |
|
34 |
|
||
|
Additional paid-in capital |
|
119,232 |
|
115,800 |
|
||
|
Treasury stock, at cost (2,776,335 shares at July 31, 2003) |
|
(14,364 |
) |
— |
|
||
|
Accumulated deficit |
|
(67,098 |
) |
(73,244 |
) |
||
|
Accumulated other comprehensive loss |
|
(6,562 |
) |
(6,847 |
) |
||
|
|
|
|
|
|
|
||
|
Total stockholders’ equity |
|
31,243 |
|
35,743 |
|
||
|
|
|
|
|
|
|
||
|
Total liabilities and stockholders’ equity |
|
$ |
145,624 |
|
$ |
162,306 |
|
See accompanying notes to condensed consolidated financial statements.
1
QAD INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(Unaudited)
|
|
|
Three Months Ended |
|
Six Months Ended |
|
||||||||
|
|
|
2003 |
|
2002 |
|
2003 |
|
2002 |
|
||||
|
Revenue: |
|
|
|
|
|
|
|
|
|
||||
|
License fees |
|
$ |
15,758 |
|
$ |
11,204 |
|
$ |
33,090 |
|
$ |
23,153 |
|
|
Maintenance and other |
|
28,858 |
|
26,372 |
|
56,741 |
|
51,690 |
|
||||
|
Services |
|
11,362 |
|
7,702 |
|
22,423 |
|
14,755 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total revenue |
|
55,978 |
|
45,278 |
|
112,254 |
|
89,598 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Costs and expenses: |
|
|
|
|
|
|
|
|
|
||||
|
Cost of license fees |
|
2,555 |
|
1,756 |
|
5,260 |
|
3,720 |
|
||||
|
Cost of maintenance, service and other revenue |
|
20,095 |
|
15,586 |
|
39,066 |
|
31,630 |
|
||||
|
Sales and marketing |
|
14,780 |
|
16,433 |
|
30,288 |
|
32,337 |
|
||||
|
Research and development |
|
9,413 |
|
8,877 |
|
18,334 |
|||||||