Back to GetFilings.com



Table of Contents

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 


 

FORM 10-Q

 


 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended April 1, 2005

 

OR

 

¨ 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 0-24343

 


 

Answerthink, Inc.

(Exact name of Registrant as specified in its charter)

 


 

FLORIDA   65-0750100

(State or other jurisdiction of

Incorporation or organization)

 

(I.R.S. Employer

Identification Number)

1001 Brickell Bay Drive, Suite 3000

Miami, Florida

  33131
(Address of principal executive offices)   (Zip Code)

 

(305) 375-8005

(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 requirement for the past 90 days.    YES  x    NO  ¨

 

Indicate by check mark whether registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2 of the Securities Exchange Act of 1934).    YES  x    NO  ¨

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

 

As of April 29, 2005, there were 42,936,706 shares of common stock outstanding.

 



Table of Contents

Answerthink, Inc.

 

TABLE OF CONTENTS

 

PART I FINANCIAL INFORMATION     
Item 1.   Financial Statements     

Consolidated Balance Sheets as of April 1, 2005 and December 31, 2004

   3

Consolidated Statements of Operations for the Quarters Ended April 1, 2005 and April 2, 2004

   4

Consolidated Statements of Cash Flows for the Quarters Ended April 1, 2005 and April 2, 2004

   5

Notes to Consolidated Financial Statements

   6
Item 2.  

Management’s Discussion and Analysis of Financial Condition and Results of Operations

   10
Item 3.  

Quantitative and Qualitative Disclosures About Market Risk

   13
Item 4.  

Controls and Procedures

   14
PART II OTHER INFORMATION     
Item 1.  

Legal Proceedings

   15
Item 2.  

Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities

   15
Item 5.  

Other Information

   15
Item 6.  

Exhibits

   15
SIGNATURES    16
INDEX TO EXHIBITS    17

 

2


Table of Contents

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

Answerthink, Inc.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

 

    

April 1,

2005


    December 31,
2004


 
     (unaudited)        
ASSETS                 

Current assets:

                

Cash and cash equivalents

   $ 13,837     $ 38,890  

Marketable investments

     28,830       —    

Accounts receivable and unbilled revenue, net of allowance of $2,109 at April 1, 2005 and December 31, 2004

     28,842       28,883  

Prepaid expenses and other current assets

     2,374       3,459  
    


 


Total current assets

     73,883       71,232  

Marketable investments

     4,909       9,902  

Restricted cash

     2,705       3,000  

Property and equipment, net

     6,927       7,568  

Other assets

     2,813       3,245  

Goodwill, net

     34,591       33,786  
    


 


Total assets

   $ 125,828     $ 128,733  
    


 


LIABILITIES AND SHAREHOLDERS’ EQUITY                 

Current liabilities:

                

Accounts payable

   $ 3,169     $ 3,462  

Accrued expenses and other liabilities

     19,794       17,910  
    


 


Total current liabilities

     22,963       21,372  

Accrued expenses and other liabilities, non-current

     4,632       7,507  
    


 


Total liabilities

     27,595       28,879  
    


 


Commitments and contingencies

                

Shareholders’ equity:

                

Preferred stock, $.001 par value, 1,250,000 authorized, none issued and outstanding

     —         —    

Common stock, $.001 par value, authorized 125,000,000 shares; issued: 49,005,973 shares at April 1, 2005; 48,969,181 shares at December 31, 2004

     49       49  

Additional paid-in capital

     279,954       277,356  

Unearned compensation

     (7,942 )     (6,011 )

Treasury stock, at cost, 5,722,855 shares at April 1, 2005 and 5,526,855 shares at December 31, 2004

     (18,987 )     (18,178 )

Accumulated deficit

     (154,819 )     (153,389 )

Accumulated other comprehensive income (loss)

     (22 )     27  
    


 


Total shareholders’ equity

     98,233       99,854  
    


 


Total liabilities and shareholders’ equity

   $ 125,828     $ 128,733  
    


 


 

The accompanying notes are an integral part of the consolidated financial statements.

 

3


Table of Contents

Answerthink, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

 

     Quarter Ended

     April 1,
2005


    April 2,
2004


Revenues:

              

Revenues before reimbursements

   $ 33,178     $ 31,558

Reimbursements

     3,694       3,531
    


 

Total revenues

     36,872       35,089

Costs and expenses:

              

Project personnel and expenses:

              

Project personnel and expenses before reimbursable expenses

     20,386       17,955

Reimbursable expenses

     3,694       3,531
    


 

Total project personnel and expenses

     24,080       21,486

Selling, general and administrative expenses

     12,884       11,981

Restructuring costs

     1,134       —  

Stock compensation expense

     557       802
    


 

Total costs and operating expenses

     38,655       34,269
    


 

Income (loss) from operations

     (1,783 )     820

Other income (expense):

              

Interest income

     263       190

Interest expense

     (24 )     —  
    


 

Income (loss) before income taxes

     (1,544 )     1,010

Income taxes

     (114 )     43
    


 

Net income (loss)

   $ (1,430 )   $ 967
    


 

Basic net income (loss) per common share:

              

Net income (loss) per common share

   $ (0.03 )   $ 0.02

Weighted average common shares outstanding

     43,439       44,825

Diluted net income (loss) per common share:

              

Net income (loss) per common share

   $ (0.03 )   $ 0.02

Weighted average common and common equivalent shares outstanding

     43,439       49,438

 

The accompanying notes are an integral part of the consolidated financial statements.

 

4


Table of Contents

Answerthink, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

     Quarter Ended

 
     April 1,
2005


    April 2,
2004


 

Cash flows from operating activities:

                

Net income (loss)

   $ (1,430 )   $ 967  

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

                

Depreciation and amortization

     1,262       1,111  

Provision for doubtful accounts

     —         500  

Non-cash compensation expense

     557       802  

Changes in assets and liabilities, net of effects from acquisitions:

                

Decrease (increase) in accounts receivable and unbilled revenue

     48       (1,377 )

Increase in prepaid expenses and other assets

     (400 )     (6 )

Decrease in accounts payable

     (293 )     (175 )

Decrease in accrued expenses and other liabilities

     (6 )     (1,581 )
    


 


Net cash provided by (used in) operating activities

     (262 )     241  

Cash flows from investing activities:

                

Purchases of property and equipment

     (157 )     (577 )

Decrease in restricted cash

     295       —    

Purchases of marketable investments

     (27,900 )     (35,000 )

Proceeds from calls, sales and maturities of marketable investments

     4,000       10,000  

Cash used in acquisition of business, net of cash acquired

     (331 )     (93 )
    


 


Net cash used in investing activities

     (24,093 )     (25,670 )

Cash flows from financing activities:

                

Proceeds from issuance of common stock

     111       922  

Repurchases of common stock

     (809 )     —    
    


 


Net cash provided by (used in) financing activities

     (698 )     922  
    


 


Net decrease in cash and cash equivalents

     (25,053 )     (24,507 )

Cash and cash equivalents at beginning of period

     38,890       54,441  
    


 


Cash and cash equivalents at end of period

   $ 13,837     $ 29,934  
    


 


 

The accompanying notes are an integral part of the consolidated financial statements.

 

5


Table of Contents

Answerthink, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

1. Basis of Presentation

 

The consolidated financial statements of Answerthink, Inc. (“Answerthink” or the “Company”) include the accounts of the Company and all of its wholly owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation.

 

In the opinion of management, the accompanying consolidated financial statements reflect all normal and recurring adjustments which are necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows as of the dates and for the periods presented. The consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Accordingly, these statements do not include all the disclosures normally required by accounting principles generally accepted in the United States of America for annual financial statements and should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2004 included in the Form 10-K filed by the Company with the Securities and Exchange Commission. The consolidated results of operations for the quarter ended April 1, 2005 are not necessarily indicative of the results to be expected for any future period or for the full fiscal year.

 

2. Pro Forma Impact of Employee Stock Option Plans

 

The Company applies Accounting Principles Board (“APB”) Opinion No. 25, Accounting for Stock Issued to Employees and related interpretations, in accounting for its stock option plans related to the grant of stock options and stock-based awards to employees (including independent directors). In accordance with APB Opinion No. 25, compensation expense, if any, is generally based on the difference between the exercise price of an option, or the amount paid for an award, and the market price or fair value of the underlying common stock at the date of the award or at the measurement date for variable awards. Stock-based compensation arrangements involving non-employees are accounted for under Statement of Financial Accounting Standards (“SFAS”) No. 123, Accounting for Stock-Based Compensation, under which such arrangements are accounted for based on the fair value of the option or award.

 

Under SFAS No. 123, compensation cost for the Company’s stock-based compensation plans would be determined based on the fair value at the grant dates for awards under those plans. Had the Company adopted SFAS No. 123 in accounting for its stock option plans, the Company’s consolidated net income (loss) and net income (loss) per share for the quarters ended April 1, 2005 and April 2, 2004 would have been adjusted to the pro forma amounts indicated as follows (in thousands, except per share data):

 

     Quarter Ended

 
     April 1,
2005


    April 2,
2004


 

Net income (loss), as reported

   $ (1,430 )   $ 967  

Add: Stock based employee compensation expense included in reported net income (loss), net of related tax effects

     557       802  

Deduct: Total stock-based employee pro forma compensation expense determined under fair value based method for all awards, net of related tax effects

     (1,120 )     (1,383 )
    


 


Pro forma net income (loss)

   $ (1,993 )   $ 386  

Basic net income (loss) per common share:

                

As reported

   $ (0.03 )   $ 0.02  

Pro forma

   $ (0.05 )   $ 0.01  

Diluted net income (loss) per common share:

                

As reported

   $ (0.03 )   $ 0.02  

Pro forma

   $ (0.05 )   $ 0.01  

 

 

6


Table of Contents

Answerthink, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

 

3. Net Income (Loss) Per Common Share

 

Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. With regard to restricted stock or restricted stock units issued to employees, the calculation includes only the vested portion of such stock.

 

Net income (loss) per common share assuming dilution is computed by dividing net income (loss) by the weighted average number of common shares outstanding, increased by the assumed conversion of other potentially dilutive securities during the period. For the quarter ended April 2, 2004, potentially dilutive securities included 3,613,409 shares, of unvested restricted stock issued to employees and 999,601 shares of common stock issuable upon the exercise of stock options and warrants following the treasury stock method.

 

Potentially dilutive shares were excluded from the diluted loss per share calculation for the quarter ended April 1, 2005 because their effects would have been anti-dilutive to the loss incurred by the Company. Therefore, the amounts reported for basic and diluted net loss per share were the same for the quarter ended April 1, 2005. Potentially dilutive securities which were not included in the diluted loss per share calculation for the quarter ended April 1, 2005 include 3,807,984 shares of unvested restricted stock issued to employees and 293,691 shares of common stock issuable upon the exercise of stock options following the treasury stock method.

 

4. Comprehensive Income

 

The Company accounts for comprehensive income under SFAS No. 130, Reporting Comprehensive Income. Comprehensive income is summarized below (in thousands):

 

    

Quarter

Ended
April 1, 2005


   

Quarter

Ended
April 2, 2004


Net income (loss)

   $ (1,430 )   $ 967

Change in cumulative foreign currency translation adjustment

     14       —  

Change in net unrealized gain (loss) on marketable investments

     (63 )     —  
    


 

Comprehensive income (loss)

   $ (1,479 )   $ 967
    


 

 

5. Accounts Receivable and Unbilled Revenue, Net

 

Accounts receivable and unbilled revenues, net consists of the following (in thousands):

 

     April 1,
2005


   

December 31,

2004


 

Accounts receivable

   $ 22,730     $ 24,932  

Unbilled revenue

     8,221       6,060  

Allowance for doubtful accounts

     (2,109 )     (2,109 )
    


 


     $ 28,842     $ 28,883 &n