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8-K - CURRENT REPORT - DAEGIS INC.daegis_8k.htm


News Release
FOR IMMEDIATE RELEASE

For more information, contact:
Deb Thornton
(916) 218-4779
dthornton@daegis.com

DAEGIS REPORTS FISCAL 2012 SECOND QUARTER
FINANCIAL RESULTS

  • GAAP Net Income of $795,000
  • Adjusted EBITDA of $2.3 million
  • Cash flow from operations of $2.1 million

ROSEVILLE, Calif., – Dec. 8, 2011 Daegis (NASDAQ: DAEG), an eDiscovery company, today announced financial results for its fiscal 2012 second quarter, ended Oct. 31, 2011.

Second quarter total revenue was $11.1 million, compared to $12.9 million in the second quarter last year. Electronic discovery revenue was $5.5 million, compared to $7.1 million in the comparable period last year. Revenue for the Company’s database, archive and migration business segment was $5.5 million, compared to $5.8 million in the second quarter of fiscal 2011.

Operating income for the second quarter was $1.2 million, compared to $782,000 in the same quarter last year. Adjusted EBITDA was $2.3 million, or 21% of revenue, compared to $2.4 million, or 19% of revenue, in the comparable quarter last year (see reconciliation table).

Second quarter GAAP net income was $795,000, or $0.04 per diluted share, compared to GAAP net loss of $113,000, or $0.01 loss per diluted share, in the second quarter of fiscal 2011. Non-GAAP net income was $1.4 million, or $0.09 per diluted share, compared to Non-GAAP net income of $1.0 million, or $0.07 per diluted share, last year (see reconciliation table). The Company generated cash from operations of $2.1 million during the second quarter.

Cash and cash equivalents at Oct. 31, 2011 were $5.5 million, compared to $4.6 million reported at April 30, 2011. Total outstanding debt decreased to $23.3 million, compared to $27.5 million at April 30, 2011.



“During the second quarter, we delivered our eighth consecutive quarter of positive Adjusted EBITDA and Non-GAAP net income,” said Todd Wille, president and CEO of Daegis. “We delivered the next major release of the Daegis eDiscovery Platform, our fully-integrated solution with industry-unique capabilities that enable clients to keep data in one system and repurpose attorney work product across matters. Since the second quarter of last year, which benefited from a couple of major project wins prior to our June 2010 merger with Daegis, our quarterly eDiscovery revenue has ranged from $5.5 million to $6.5 million. To date, the significant investments made in sales, marketing and the technology over the last six months have not produced the anticipated revenue growth; however our sales pipeline grew 50 percent and our new and existing clients continue to validate our business and product strategies. We believe we are well-positioned for calendar 2012 with our end-to-end eDiscovery solution and growing sales traction.”

Fiscal 2012 Six-Months Financial Results

Total revenue for the first six months of fiscal 2012 was $22.6 million, compared to $22.8 million for the same period of the prior year. GAAP net loss for the first six months of fiscal 2012 was $983,000, or $0.08 loss per share, compared to a net loss of $589,000, or $0.05 loss per share, in the same period last year. Non-GAAP net income was $2.2 million, or $0.14 per diluted share, compared to $2.5 million, or $0.19 per diluted share, for the first six months of last year. Adjusted EBITDA for the first six months was $4.1 million, compared to $3.3 million in first six months of fiscal 2011.

Investor Conference Call

Management will host a conference call today, Dec. 8, 2011, at 2:00 p.m. PT (5:00 p.m. ET) to review the second quarter 2012 financial results. The call can be accessed by dialing (877) 941-1427 or (480) 629-9664 for international callers and providing the company name. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. In addition, the conference call will be available over the Internet at www.daegis.com. A replay of the call will be available approximately two hours following the end of the call through 11:59 p.m. ET on Dec. 16, 2011 by dialing (800) 406-7325 or (303) 590-3030 for international callers and using the following passcode: 448413#.

About Daegis

Daegis (NASDAQ: DAEG) delivers eDiscovery and information management solutions. The Daegis eDiscovery Platform serves corporate and law firm clients by combining technology and services to deliver the industry’s most complete solution. Daegis also provides document review services with predictable pricing to contain costs and promote efficiency in a defensible manner. For additional information, visit www.daegis.com or follow us via our blog, Twitter at @daegis and Facebook.

Use of Non-GAAP Financial Information

To supplement the Company's unaudited condensed consolidated financial statements presented in accordance with GAAP, Daegis uses certain Non-GAAP measures of financial performance.



The presentation of these Non-GAAP financial measures is not intended to be considered in isolation from, as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and may be different from Non-GAAP financial measures used by other companies. In addition, these Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP. For more information on these Non-GAAP financial measures including how they are calculated, please see the table in this release captioned "Reconciliation of GAAP to Non-GAAP Net Income" which includes a reconciliation of the GAAP results to Non-GAAP results.

Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of the Company. We wish to caution you that these statements involve risks and uncertainties and actual events or results may differ materially. When the words “believes,” “expects,” “plans,” “projects,” “estimates” and similar expressions are used, they identify forward-looking statements. These forward-looking statements are based on management’s current beliefs and assumptions and information currently available to management and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Examples of forward-looking statements in the press release include the statements made by Mr. Wille. Among the important factors which could cause actual results to differ materially from those in the forward-looking statements are general market and economic conditions, our ability to execute our business strategy and integrate acquired businesses, the effectiveness of our sales team and approach, our ability to target, analyze and forecast the revenue to be derived from a client and the costs associated with providing services to that client, the date during the course of a fiscal year that a new client is acquired, the length of the integration cycle for new clients and the timing of revenues and costs associated therewith, our client concentration given that the Company is currently dependent on a few large client relationships, potential competition in the marketplace, the ability to retain and attract employees, market acceptance of our service programs and pricing options, our ability to maintain our existing technology platform and to deploy new technology, our ability to sign new clients and control expenses, the possibility of the discontinuation of some client relationships, the financial condition of our clients' business and other factors detailed in the Company's filings with the Securities and Exchange Commission, including our recent filings on Forms 10-K.

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DAEGIS INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

October 31, April 30,
      2011       2011
ASSETS                
Current assets:
       Cash and cash equivalents $       5,473 $      4,577
       Accounts receivable, net 11,291 15,670
       Prepaid expenses and other current assets 1,280 1,166
       Total current assets 18,044 21,413
 
Property and equipment, net 2,832 2,240
Goodwill 25,161 25,161
Intangibles, net 11,273 12,396
Other assets, net 1,098 1,524
       Total assets $ 58,408 $ 62,734
 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
       Accounts payable $ 740 $ 1,433
       Current portion of long term debt 1,589 1,869
       Accrued compensation and related expenses 2,118 2,894
       Common stock warrant liability 1,021 1,623
       Other accrued liabilities 1,308 2,131
       Deferred revenue 6,567 7,951
       Total current liabilities 13,343 17,901
 
Long term debt, net of current portion 21,754 24,731
Deferred tax liabilities, net 618   555
Other long term liabilities 1,207 1,513
       Total liabilities 36,922 44,700
 
Commitments and contingencies
 
Stockholders’ equity:
       Preferred stock 2
       Common stock 15 15
       Additional paid-in capital   99,563 95,111
       Accumulated other comprehensive income 425 443
       Accumulated deficit (78,519 ) (77,535 )
       Total stockholders’ equity   21,486   18,034
       Total liabilities and stockholders’ equity $ 58,408 $ 62,734
 


DAEGIS INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

Three Months Ended Six Months Ended
October 31, October 31,
      2011       2010       2011       2010
Revenues:
       eDiscovery $     5,529 $     7,093 $     11,555 $     10,108
       Database, archive, and migrations 5,546 5,775 11,034 12,644
              Total revenues 11,075 12,868 22,589 22,752
 
Operating expenses:
       Direct costs of eDiscovery revenue 2,234 1,872 4,632 2,525
       Direct costs of database, archive, and migration revenue 1,352 1,419 2,700 3,053
       Product development 1,863 1,982 3,838 3,766
       Selling, general and administrative 4,428 6,813 9,376 13,099
       Change in fair value of contingent consideration (164 )
              Total operating expenses 9,877 12,086 20,546 22,279
                     Income from operations 1,198 782 2,043 473
 
Other income (expense):
       Loss on extinguishment of debt (2,166 )
       Gain from change in fair value of common stock warrant liability 158 305 602 667
       Interest expense (469 ) (1,030 ) (1,369 ) (1,442 )
       Other, net (24 ) (41 ) 26 (164 )
              Total other income (expense) (335 ) (766 ) (2,907 ) (939 )
       Earnings (loss) before income taxes 863 16 (864 ) (466 )
Provision for income taxes 68 129 119 123
       Net income (loss) $ 795 $ (113 ) $ (983 ) $ (589 )
 
Earnings (loss) per share:
       Basic $ 0.05 $ (0.01 ) $ (0.08 ) $ (0.05 )
       Dilutive $ 0.04 $ (0.01 ) $ (0.08 ) $ (0.05 )
 
Weighted average shares used in computing earnings (loss) per share    
       Basic     14,657   13,844   14,629 12,542
       Dilutive 16,476     13,844   14,629     12,542



DAEGIS INC.
RECONCILIATION OF GAAP OPERATING INCOME TO ADJUSTED EBITDA
(In thousands)

Three Months Ended Six Months Ended
October 31, October 31,
      2011       2010       2011       2010
GAAP income from operations $      1,198 $      782 $      2,043 $      473
 
Amortization of intangible assets 558 1,107 1,123 1,943
Stock based compensation expenses 245 235 473 487
Depreciation 279 270 509 385
       Total adjustments to GAAP income from operations 1,082 1,612 2,105 2,815
 
Adjusted EBITDA $ 2,280 $ 2,394 $ 4,148 $ 3,288
 
 

RECONCILIATION OF GAAP TO NON-GAAP NET INCOME

(In thousands, except per share data)
 
GAAP net income (loss) $ 795 $ (113 ) $ (983 ) $ (589 )
 
Amortization of intangible assets and warrant discount 558 1,174 1,166   2,032
Stock based compensation expenses 245 235 473 487
Professional fees related to mergers     1,423
Change in fair value of contingent consideration     (164 )
Gain from change in fair value of common stock warrant liability (158 )   (305 )   (602 ) (667 )
Loss on extinguishment of debt     2,166
       Total adjustments to GAAP net income (loss) 645 1,104 3,203 3,111
 
Non-GAAP net income $ 1,440 $ 991 $ 2,220 $ 2,522  
 
Non-GAAP diluted earnings per share $ 0.09 $ 0.07 $ 0.14 $ 0.19
 
       Weighted average shares used in computing earnings per share
              Dilutive 16,476 14,348 15,933 13,134