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8-K - 8-K - PREMIERE GLOBAL SERVICES, INC.v334962_8k.htm

PGi Reports Fourth Quarter and Fiscal Year 2012 Results: Q4 Organic Revenues Grew Over 6%* to $125.8M, Non-GAAP Diluted EPS from Continuing Operations $0.18*



Company Sees Solid Organic Growth and Higher Profitability in 2013

ATLANTA, Feb. 13, 2013 /PRNewswire/ -- Premiere Global Services, Inc. (NYSE: PGI), a global leader in virtual meetings for over 20 years, today announced results for the fourth quarter and fiscal year ended December 31, 2012.

In the fourth quarter of 2012, net revenues increased nearly 6% to $125.8 million, compared to $118.7 million in the fourth quarter of 2011. Diluted EPS from continuing operations was $0.20 in the fourth quarter of 2012, compared to $0.07 in the fourth quarter of 2011. Non-GAAP diluted EPS from continuing operations was $0.18* in the fourth quarter of 2012, compared to $0.18* in the fourth quarter of 2011.

"We are pleased with our solid financial performance in 2012, as we continued to grow across all regions and product lines and to generate operating leverage in our business," said Boland T. Jones, PGi founder, chairman and CEO. "Last year, we also made meaningful strategic progress in transitioning PGi toward a software as a service model, with increasing momentum of our next-generation virtual meeting solutions, iMeet® and GlobalMeet®, in the global market."

"This year, we plan to continue to enhance our suite of PGi software products that will open new market opportunities and further position PGi as a global leader in business collaboration. We are optimistic in our outlook, and we see 2013 as another year of solid organic growth and higher profitability for PGi."

2012 Financial Results
In 2012, net revenues increased 6.6% to $505.3 million, compared to $473.8 million in 2011. Diluted EPS from continuing operations was $0.58 in 2012, compared to diluted EPS from continuing operations of $0.34 in 2011. Non-GAAP diluted EPS from continuing operations increased 17.7% to $0.73* in 2012, compared to non-GAAP diluted EPS from continuing operations of $0.62* in 2011.

2012 Accomplishments

  • Reported our highest annual organic revenue growth in four years, with organic revenue increasing 7.5%* as compared to 2011;
  • Reported non-GAAP diluted EPS from continuing operations growth of nearly 18%* as compared to 2011;
  • Grew total meetings hosted by nearly 30% as compared to 2011;
  • More than doubled the revenue run-rate from iMeet and GlobalMeet, exiting 2012 with an annual revenue run-rate of nearly $23 million from these solutions;
  • Earned multiple awards and accolades for our product innovation, including:
    • iMeet awarded Silver for Best New Product by Edison Awards;
    • PGi awarded the Silver Stevie® Award for Most Innovative Tech Company of the Year by the American Business AwardsSM;
    • PGi awarded the Bronze Stevie® Award for Most Innovative Company of the Year in Canada and the U.S.A. by the International Business AwardsSM; and
    • PGi named one of the InformationWeek® Top 250 Innovators of the Year.
  • Announced a multi-year, multi-million dollar strategic alliance with Deutsche Telekom, naming the integrated telecommunications company as the exclusive reseller of iMeet in Germany;
  • Announced a multi-year strategic alliance with eircom, Ireland's leading provider of fixed and mobile telecommunications, who will offer PGi's entire suite of conferencing solutions, including iMeet and GlobalMeet, to its business customers;
  • Established a new open market share repurchase program for up to 5.0 million shares of our common stock; and
  • Repurchased nearly 3.2 million shares of common stock in the open market under our prior share repurchase plan.

Financial Outlook
The following statements are based on PGi's current expectations. These statements contain forward-looking statements and company estimates, and actual results may differ materially. PGi assumes no duty to update any forward-looking statements made in this press release.

Based on current business trends and current foreign currency exchange rates, PGi anticipates net revenues from continuing operations in 2013 will be in the range of $525-$535 million and non-GAAP diluted EPS from continuing operations will be in the range of $0.81-$0.85*.

PGi will host a conference call today at 5:00 p.m., Eastern Time, to discuss these results. To participate in the call, please dial-in to the appropriate number 5-10 minutes prior to the scheduled start time: (888) 278-8475 (U.S. and Canada) or (913) 312-0390 (International). The conference call will simultaneously be webcast. Please visit www.pgi.com for webcast details and conference call replay information, as well as the webcast archive and the text of the earnings release, including the financial and statistical information to be presented during the call.

* Non-GAAP Financial Measures
To supplement the company's consolidated financial statements presented in accordance with GAAP, we have included the following non-GAAP measures of financial performance: non-GAAP operating income, non-GAAP net income from continuing operations, non-GAAP diluted net income per share (EPS) from continuing operations and organic growth. The company has also included these non-GAAP measures, as well as net revenues and segment net revenues, on a constant currency basis. Management uses these measures internally as a means of analyzing the company's current and future financial performance and identifying trends in our financial condition and results of operations. We have provided this information to investors to assist in meaningful comparisons of past, present and future operating results and to assist in highlighting the results of ongoing core operations. Please see the table attached for calculation of these non-GAAP financial measures and for reconciliation to the most directly comparable GAAP measures. These non-GAAP financial measures may differ materially from comparable or similarly titled measures provided by other companies and should be considered in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with GAAP.

About Premiere Global Services, Inc. | PGi
PGi has been a global leader in virtual meetings for over 20 years. Our cloud-based solutions deliver multi-point, real-time virtual collaboration using video, voice and file sharing technologies. PGi solutions are available via desktops, tablets or mobile devices, helping businesses worldwide be more productive, mobile and green. PGi has a global presence in 25 countries and an established base of over 40,000 enterprise customers, including 75% of the Fortune 100. In the last five years, PGi has hosted nearly one billion people from 137 countries in over 200 million meetings. For more information, visit PGi at http://www.pgi.com.

Statements made in this press release, other than those concerning historical information, should be considered forward-looking and subject to various risks and uncertainties. Such forward-looking statements are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management's current expectations or beliefs as well as assumptions made by, and information currently available to, management. A variety of factors could cause actual results to differ materially from those anticipated in Premiere Global Services, Inc.'s forward-looking statements, including, but not limited to, the following factors: competitive pressures, including pricing pressures; technological changes and the development of alternatives to our services; market acceptance of new cloud-based, virtual meeting services, including our iMeet® and GlobalMeet® services; our ability to attract new customers and to retain and further penetrate our existing customers; risks associated with challenging global economic conditions; price increases from our telecommunications service providers; service interruptions and network downtime; technological obsolescence and our ability to upgrade our equipment or increase our network capacity; concerns regarding the security of transactions; future write-downs of goodwill or other intangible assets; greater than anticipated tax liabilities; restructuring and cost reduction initiatives and the market reaction thereto; our level of indebtedness; risks associated with acquisitions and divestitures; the impact of the sale of our PGiSend business; our ability to protect our intellectual property rights, including possible adverse results of litigation or infringement claims; regulatory or legislative changes, including further government regulations applicable to traditional telecommunications service providers and data privacy; risks associated with international operations and market expansion, including fluctuations in foreign currency exchange rates; and other factors described from time to time in our press releases, reports and other filings with the Securities and Exchange Commission, including but not limited to the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2011. All forward-looking statements attributable to us or a person acting on our behalf are expressly qualified in their entirety by this cautionary statement.

Investor Calls

Sean O'Brien
Executive Vice President
Strategy & Communications
(404) 262-8462

PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)



























 Three Months Ended  


 Twelve Months Ended  





 December 31, 


 December 31, 





2012


2011


2012


2011





 (Unaudited) 


 (Unaudited) 














Net revenues


$  125,771


$    118,735


$  505,281


$    473,834

Operating expenses: 










Cost of revenues (exclusive of depreciation and amortization shown











separately below)


54,110


49,227


215,154


195,822


Selling and marketing


31,875


31,492


130,631


134,018


General and administrative (exclusive of expenses











shown separately below)


16,342


14,767


63,412


57,176


Research and development


3,741


2,784


14,349


11,521


Excise and sales tax expense


203


-


321


352


Depreciation


8,275


7,659


32,482


30,831


Amortization


742


1,304


3,981


6,365


Restructuring costs


(91)


809


612


847


Asset impairments


138


340


879


456


Net legal settlements and related expenses


183


375


2,034


490



Total operating expenses


115,518


108,757


463,855


437,878












Operating income


10,253


9,978


41,426


35,956












Other (expense) income:










Interest expense


(1,763)


(3,573)


(7,167)


(9,954)


Interest income


30


12


49


46


Other, net


(277)


(339)


(808)


(574)



Total other expense


(2,010)


(3,900)


(7,926)


(10,482)












Income from continuing operations before income taxes


8,243


6,078


33,500


25,474

Income tax (benefit) expense


(1,173)


2,797


5,445


8,586

Net income from continuing operations


9,416


3,281


28,055


16,888












(Loss) income from discontinued operations, net of taxes


(131)


(2,194)


(465)


4,546












Net income


$       9,285


$         1,087


$     27,590


$       21,434












BASIC WEIGHTED-AVERAGE SHARES OUTSTANDING


46,546


48,540


47,596


49,619












Basic net income (loss) per share (1)










Continuing operations


$         0.20


$           0.07


$         0.59


$           0.34


Discontinued operations


-


(0.05)


(0.01)


0.09


 Net income per share


$         0.20


$           0.02


$         0.58


$           0.43












DILUTED WEIGHTED-AVERAGE SHARES OUTSTANDING


47,103


48,970


48,092


49,971












Diluted net income (loss) per share (1)










Continuing operations


$         0.20


$           0.07


$         0.58


$           0.34


Discontinued operations


-


(0.04)


(0.01)


0.09


Net income per share


$         0.20


$           0.02


$         0.57


$           0.43












(1)

Column totals may not sum due to the effect of rounding on EPS.

















PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)
















December 31, 


December 31, 




2012


2011




(Unaudited)



ASSETS




CURRENT ASSETS





Cash and equivalents

$           20,976


$           32,033


Accounts receivable (less allowances of $834 and $613, respectively)

75,149


72,518


Prepaid expenses and other current assets

18,245


13,906


Income taxes receivable

1,272


1,739


Deferred income taxes, net

2,566


1,090



Total current assets

118,208


121,286







PROPERTY AND EQUIPMENT, NET

104,613


103,449







OTHER ASSETS





Goodwill

297,773


295,690


Intangibles, net of amortization

7,384


10,906


Deferred income taxes, net

5,848


3,474


Other assets

7,942


8,016



TOTAL ASSETS

$         541,768


$         542,821







          LIABILITIES AND SHAREHOLDERS' EQUITY




CURRENT LIABILITIES





Accounts payable

$           48,166


$           42,589


Income taxes payable

1,116


962


Accrued taxes, other than income taxes

4,333


3,611


Accrued expenses

32,093


28,999


Current maturities of long-term debt and capital lease obligations 

3,137


3,845


Accrued restructuring costs

1,040


2,287


Deferred income taxes, net

15


386



Total current liabilities

89,900


82,679







LONG-TERM LIABILITIES





Long-term debt and capital lease obligations 

179,832


195,963


Accrued restructuring costs

117


1,410


Accrued expenses

19,661


17,249


Deferred income taxes, net

54


1,783



Total long-term liabilities

199,664


216,405







SHAREHOLDERS' EQUITY





Common stock, $0.01 par value; 150,000,000 shares authorized,





47,745,592 and 50,144,703 shares issued and outstanding, respectively

477


501


Additional paid-in capital

453,621


475,013


Accumulated other comprehensive gain

13,102


10,809


Accumulated deficit

(214,996)


(242,586)



Total shareholders' equity

252,204


243,737



TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$         541,768


$         542,821








PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 (in thousands)

























Twelve Months Ended







December 31, 







2012


2011







(Unaudited)



CASH FLOWS FROM OPERATING ACTIVITIES







Net income 


$       27,590


$       21,434



Loss (income) from discontinued operations, net of taxes


465


(4,546)




 Net income from continuing operations 


28,055


16,888


Adjustments to reconcile net income to net cash provided by operating activities:







Depreciation


32,482


30,831



Amortization


3,981


6,365



Amortization of debt issuance costs 


592


926



Write-off of unamortized debt issuance costs


-


743



Net legal settlements and related expenses


2,034


399



Payments for legal settlements and related expenses


(1,512)


(246)



Deferred income taxes


(5,333)


2,388



Restructuring costs


612


847



Payments for restructuring costs 


(3,213)


(6,779)



Asset impairments


879


456



Equity-based compensation


8,074


6,757



Excess tax benefits from share-based payment arrangements


(367)


-



Provision for doubtful accounts


1,089


626



Changes in assets and liabilities, net of effect of acquisitions and dispositions:








Accounts receivable, net


(3,581)


(8,937)




Other assets and liabilities


(2,404)


3,900




Accounts payable and accrued expenses


9,133


3,565





Net cash provided by operating activities from continuing operations


70,521


58,729





Net cash used in operating activities from discontinued operations


(672)


(792)





Net cash provided by operating activities


69,849


57,937










CASH FLOWS FROM INVESTING ACTIVITIES







Capital expenditures


(32,338)


(30,100)



Other investing activities


(1,273)


(1,709)



Business dispositions


-


1,902





Net cash used in investing activities from continuing operations


(33,611)


(29,907)





Net cash used in investing activities from discontinued operations


(60)


(276)





Net cash used in investing activities


(33,671)


(30,183)



















CASH FLOWS FROM FINANCING ACTIVITIES







Principal payments under borrowing arrangements


(94,655)


(70,793)



Proceeds from borrowing arrangements


75,929


85,971



Payments of debt issuance costs


(23)


(1,469)



Excess tax benefits of share-based payment arrangements


367


-



Purchase of treasury stock, at cost


(29,915)


(23,852)



Exercise of stock options


932


614





Net cash used in financing activities from continuing operations


(47,365)


(9,529)





Net cash used in financing activities from discontinued operations


-


(140)





Net cash used in financing activities


(47,365)


(9,669)










Effect of exchange rate changes on cash and equivalents


130


(1,153)










NET (DECREASE) INCREASE IN CASH AND EQUIVALENTS


(11,057)


16,932

CASH AND EQUIVALENTS, beginning of period


32,033


15,101

CASH AND EQUIVALENTS, end of period


$       20,976


$       32,033



















PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(in thousands, except per share data)


















Three Months Ended 


Twelve Months Ended 






December 31,


December 31,






2012


2011


2012


2011






(Unaudited)


(Unaudited)

Non-GAAP Operating Income (1)










Operating income, as reported 


$      10,253


$        9,978


$      41,426


$      35,956


Restructuring costs 


(91)


809


612


847


Excise and sales tax expense


203


-


321


352


Asset impairments


138


340


879


456


Net legal settlements and related expenses


183


375


2,034


490


Equity-based compensation


1,961


1,548


8,074


6,757


Amortization


742


1,304


3,981


6,365



Non-GAAP operating income


$      13,389


$      14,354


$      57,327


$      51,223













Non-GAAP Net Income from Continuing Operations (1)










Net income from continuing operations, as reported


$        9,416


$        3,281


$      28,055


$      16,888


Elimination of non-recurring tax adjustments


(3,376)


1,217


(4,354)


1,672


Restructuring costs


(67)


599


433


617


Excise and sales tax expense


149


-


227


256


Excise and sales tax interest


-


-


-


117


Asset impairments


101


252


622


332


Net legal settlements and related expenses


134


278


1,439


357


Equity-based compensation


1,437


1,146


5,712


4,923


Amortization


544


965


2,817


4,638


Debt refinance costs and other non-recurring interest


-


978


-


962



Non-GAAP net income from continuing operations


$        8,338


$        8,716


$      34,951


$      30,762













Non-GAAP Diluted EPS from Continuing Operations (1) (2)










Diluted net income per share from continuing operations, as reported


$           0.20


$           0.07


$           0.58


$          0.34


Elimination of non-recurring tax adjustments


(0.07)


0.02


(0.09)


0.03


Restructuring costs


-


0.01


0.01


0.01


Excise and sales tax expense


-


-


-


0.01


Excise and sales tax interest


-


-


-


-


Asset impairments


-


0.01


0.01


0.01


Net legal settlements and related expenses


-


0.01


0.03


0.01


Equity-based compensation


0.03


0.02


0.12


0.10


Amortization


0.01


0.02


0.06


0.09


Debt refinance costs and other non-recurring interest


-


0.02


-


0.02



Non-GAAP diluted EPS from continuing operations


$           0.18


$           0.18


$           0.73


$          0.62

























(1)

Management believes that presenting non-GAAP operating income, non-GAAP net income from continuing operations and non-GAAP diluted EPS from continuing operations provide useful information regarding underlying trends in the company's continuing operations. Management expects equity-based compensation and amortization expenses to be recurring costs and presents non-GAAP net income from continuing operations and non-GAAP diluted EPS from continuing operations to exclude these non-cash items as well as non-recurring items that are unrelated to the company's ongoing operations, including non-recurring tax adjustments, restructuring costs, excise and sales tax expense, excise and sales tax company's ongoing operations, including non-recurring tax adjustments, restructuring costs, excise and sales tax expense, excise and sales tax interest, asset impairments, net legal settlements and related expenses and debt refinance costs and other non-recurring interest. These non-cash and non-recurring items are presented net of taxes for non-GAAP net income from continuing operations and non-GAAP diluted EPS from continuing operations.
















(2)

Column totals may not sum due to the effect of rounding on EPS.






























PREMIERE GLOBAL SERVICES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

CONSTANT CURRENCY ADJUSTMENTS AND ORGANIC GROWTH































Prior Year Quarter Constant Currency Adjustments (3)






























Impact of













Q4 - 12 (Constant currency)


fluctuations in foreign currency exchange rates


Q4 - 12 (Actual)











(Unaudited, in thousands, except per share data)

























Net Revenues

$          125,988


$

(217)


$     125,771










North America Net Revenue

$            82,477


$

102


$       82,579










Europe Net Revenue

$            27,730


$

(302)


$       27,428










Asia Pacific Net Revenue

$            15,781


$

(17)


$       15,764










Non-GAAP Operating Income

$            13,379


$

10


$       13,389










Non-GAAP Net Income from Continuing Operations

$              8,247


$

91


$         8,338










Non-GAAP Diluted EPS from Continuing Operations

$                0.18


$

-


$           0.18






















(3)

Management also presents the non-GAAP financial measures described under note 1 above, as well as net revenues and segment net revenue, 




on a constant  currency basis compared to the same quarter in the previous year to exclude the effects of foreign currency exchange rates, which 




are not completely within management's control, in order to facilitate period-to-period comparison of the company's financial results 





without the distortion of these fluctuations.  These constant currency adjustments convert current quarter results using 






prior period (Q4 - 11) average exchange rates.



























Sequential Quarter Constant Currency Adjustments (4)

































Impact of 













Q4 - 12 (Constant currency)


fluctuations in foreign currency exchange rates


Q4 - 12 (Actual)











(Unaudited, in thousands)
























Net Revenues

$          125,313


$                     458


$     125,771






















(4)

Management also presents net revenues on a constant currency basis compared to the prior quarter to exclude the effects of foreign 





currency exchange rates, which are not completely within management's control, in order to facilitate period-to-period comparison of 





the company's financial results without the distortion of these fluctuations.  These constant currency adjustments convert current 






quarter results using prior period (Q3 - 12) average exchange rates.


























Organic Growth (5)





























































December 31,
2011


Impact of

fluctuations in foreign currency exchange rates


Organic net revenue growth


December 31,
2012


Organic net

revenue

growth rate







(Unaudited, in thousands, except percentages)




















Net Revenues, Three Months Ended

$          118,735


$                       (217)


$         7,253


$     125,771


6.1%




















 Net Revenues, Twelve Months Ended

$          473,834


$                    (4,082)


$       35,529


$      505,281


7.5%


















(5)

Management defines "organic growth" as revenue changes excluding the impact of foreign currency exchange rate fluctuations and acquisitions made 



during the periods presented and presents this non-GAAP financial measure to exclude the effect of these items that are not completely within 




management's control, such as foreign currency exchange rate fluctuations, or do not reflect the company's ongoing core operations or underlying 




growth, such as acquisitions. The Company did not make any acquisitions during the period presented.





































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