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8-K - 8-K - ULTIMATE SOFTWARE GROUP INCq216form8-k.htm




EXHIBIT 99.1

FOR IMMEDIATE RELEASE
Ultimate Reports Q2 2016 Financial Results

Record Recurring Revenues of $158.5 Million, Up by 27%
Total Revenues of $186.5 Million, Up by 27%

Weston, FL, July 26, 2016 — Ultimate Software (Nasdaq: ULTI), a leading provider of human capital management (HCM) solutions in the cloud, announced today its financial results for the second quarter ended June 30, 2016. Ultimate reported recurring revenues of $158.5 million, a 27% increase, and total revenues of $186.5 million, a 27% increase, both compared with 2015’s second quarter. GAAP net income for the second quarter of 2016 was $1.7 million, or $0.06 per diluted share, as compared with GAAP net income of $3.7 million, or $0.12 per diluted share, for the second quarter of 2015.

Non-GAAP net income for the second quarter of 2016, which excludes stock-based compensation expense and amortization of acquired intangibles, was $22.7 million, or $0.76 per diluted share. Non-GAAP net income for the second quarter of 2015 was $18.4 million, or $0.62 per diluted share. See “Use of Non-GAAP Financial Information” below.

“We had a strong second quarter. We executed on all of our key financial objectives and delivered the best quarter in our history for new-business contracts, and our year-over-year customer retention rate again exceeded 97%,” said Scott Scherr, founder, president, and CEO of Ultimate.

“It is a great honor that our UltiPro solution was awarded the highest overall customer satisfaction rating among a field of 96 solutions in the Summer 2016 Core HR Software Grid report by G2 Crowd, the world’s leading business-software review platform. UltiPro earned a score of 98% for customer satisfaction, exceeding the category average of 56%, with satisfaction scores determined by reviews from software users. We are also pleased to be ranked #8 on Forbes’ 2016 ‘Most Innovative Growth Companies’ list and named ‘Best Customer Service Department of the Year’ by Network Products Guide in its 2016 IT World awards, both announced in the second quarter.”

Ultimate’s financial results teleconference will be held today, July 26, 2016, at 5:00 p.m. Eastern time, at www.investorcalendar.com/event/174854. The call will be available for replay at the same address beginning at 9:00 p.m. Eastern time today. Windows Media Player software is required to listen to the call and can be downloaded from the site. Forward-looking information about future company performance will be discussed during the teleconference call.

Financial Highlights

Recurring revenues from our cloud offering grew by 27% for the second quarter of 2016 as compared with the same period in 2015. Recurring revenues were 85% of total revenues for the second quarter of 2016 and 84% of total revenues for the second quarter of 2015.

Ultimate’s total revenues for the second quarter of 2016 increased by 27%, as compared with those for the second quarter of 2015.

Ultimate’s annualized retention rate, on a rolling 12-month basis, exceeded 97% for its recurring revenue cloud customer base as of June 30, 2016, which compares with greater than 96% for the same period of the prior year.

Cash flows from operating activities for the second quarter of 2016 were $20.4 million, compared with $17.6 million for the second quarter of 2015. For the six months ended June 30, 2016, Ultimate generated $52.5 million in cash from operations, compared with $43.6 million for the six months ended June 30, 2015.

In the second quarter of 2016, Ultimate acquired the assets of Capital Analytics, Inc. (d/b/a Vestrics), which is engaged in the business of analytics for human capital and workforce optimization software.


1


Stock Repurchases

The combination of cash, cash equivalents, and corporate marketable securities was $104.9 million as of June 30, 2016, compared with $129.4 million as of December 31, 2015.

During the six months ended June 30, 2016, we used a combined total of $48.3 million in relation to the purchase of our common stock, $0.01 par value common stock ("Common Stock") and to settle employee taxes for restricted stock vestings—$29.7 million to acquire 190,400 shares of our outstanding Common Stock under our previously announced stock repurchase plan (the "Stock Repurchase Plan"), and $18.6 million to acquire 117,877 shares of our Common Stock to settle employees’ tax withholding obligations associated with their restricted stock that vested during the period. We have 1,342,005 shares available for repurchase under our Stock Repurchase Plan.

Financial Outlook

Ultimate provides the following financial guidance for the third quarter ending September 30, 2016, and full year 2016:

For the third quarter of 2016:

Recurring revenues of approximately $165 million,

Total revenues of approximately $197 million, and

Operating margin, on a non-GAAP basis (discussed below), of approximately 19%.

For the year 2016:

Recurring revenues to increase by approximately 26% over 2015,

Total revenues to increase by approximately 26% over 2015, and

Operating margin, on a non-GAAP basis (discussed below), of approximately 21%.

Operating margin expectations were determined on a non-GAAP basis using the methodologies identified under the caption “Use of Non-GAAP Financial Information” in this press release.

Forward-Looking Statements
Certain statements in this press release are, and certain statements on the teleconference call may be, forward-looking statements within the meaning provided under the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are made only as of the date hereof. These statements involve known and unknown risks and uncertainties that may cause Ultimate’s actual results to differ materially from those stated or implied by such forward-looking statements, including risks and uncertainties associated with fluctuations in Ultimate’s quarterly operating results, concentration of Ultimate’s product offerings, development risks involved with new products and technologies, competition, contract renewals with business partners, compliance by our customers with the terms of their contracts with us, and other factors disclosed in Ultimate’s filings with the Securities and Exchange Commission. Ultimate undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

2


About Ultimate Software
Ultimate is a leading provider of cloud-based human capital management (HCM) solutions, with approximately 30 million people records in the cloud. Ultimate’s award-winning UltiPro delivers HR, payroll, talent, and time and labor management solutions that connect people with the information they need to work more effectively. Founded in 1990, the company is headquartered in Weston, Florida, and employs more than 3,300 professionals. In 2016, Fortune ranked Ultimate #1 on its list of 10 Best Large Workplaces in Technology and #15 on Fortune’s 100 Best Companies to Work For list, the fifth consecutive year to be ranked in the top 25. Ultimate was also ranked #8 on Forbes magazine’s list of the 100 Most Innovative Growth Companies and ranked #1 in customer satisfaction in G2 Crowd’s Summer 2016 Core HR Software Grid report, based on user reviews. In 2015, Ultimate was recognized by Fortune as one of the 100 Fastest-Growing Companies; named among InformationWeek's Elite 100, honoring innovation in business technology; and recognized as a “Leader” in Nucleus Research’s HCM Technology Value Matrix. Ultimate has more than 3,400 customers with employees in 160 countries, including Bloomin’ Brands, Culligan International, Feeding America, Major League Baseball, Pep Boys, SUBWAY, Texas Roadhouse, and Yamaha Corporation of America. More information on Ultimate’s products and services for people management can be found at www.ultimatesoftware.com.

UltiPro is a registered trademark of The Ultimate Software Group, Inc. All other trademarks referenced are the property of their respective owners.

Contact: Mitchell K. Dauerman
Chief Financial Officer and Investor Relations
Phone: 954-331-7369
Email: IR@ultimatesoftware.com


3


THE ULTIMATE SOFTWARE GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
 
 
 
 
 
 
 
For the Three Months Ended June 30,
 
For the Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
Revenues:
 
 
 
 
 
 
 
Recurring
$
158,479

 
$
124,407

 
$
311,230

 
$
243,516

Services
28,058

 
22,823

 
62,521

 
48,591

Total revenues
186,537

 
147,230

 
373,751

 
292,107

Cost of revenues:
 

 
 
 
 

 
 
Recurring
42,951

 
34,388

 
82,408

 
67,177

Services
29,342

 
23,621

 
62,146

 
47,939

Total cost of revenues
72,293

 
58,009

 
144,554

 
115,116

Gross profit
114,244

 
89,221

 
229,197

 
176,991

Operating expenses:
 

 
 
 
 

 
 
Sales and marketing
54,548

 
39,195

 
111,130

 
79,958

Research and development
29,053

 
23,906

 
56,568

 
45,304

General and administrative
22,180

 
18,488

 
43,709

 
34,340

Total operating expenses
105,781

 
81,589

 
211,407

 
159,602

Operating income
8,463

 
7,632

 
17,790

 
17,389

Other income (expense):
 
 
 
 
 

 
 
Interest and other expense
(180
)
 
(135
)
 
(364
)
 
(250
)
Other income, net
102

 
46

 
205

 
103

Total other expense, net
(78
)
 
(89
)
 
(159
)
 
(147
)
Income before income taxes
8,385

 
7,543

 
17,631

 
17,242

Provision for income taxes
(6,708
)
 
(3,886
)
 
(13,519
)
 
(9,425
)
Net income
$
1,677

 
$
3,657

 
$
4,112

 
$
7,817

Net income per share:
 
 
 
 
 
 
 
Basic
$
0.06

 
$
0.13

 
$
0.14

 
$
0.27

Diluted
$
0.06

 
$
0.12

 
$
0.14

 
$
0.26

Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
28,895

 
28,591

 
28,860

 
28,587

Diluted
29,893

 
29,591

 
29,927

 
29,599


4


Stock-based Compensation

The following table sets forth the stock-based compensation expense resulting from stock-based arrangements (excluding the income tax effect, or “gross”) and the amortization of acquired intangibles that are recorded in Ultimate’s unaudited condensed consolidated statements of income for the periods indicated (in thousands):


 
 
For the Three Months Ended June 30,
 
For the Six Months Ended June 30,
 
 
2016
 
2015
 
2016
 
2015
Stock-based compensation expense:
 
 
 
 
 
 
 
 
Cost of recurring revenues
 
$
2,168

 
$
1,546

 
$
4,098

 
$
2,973

Cost of services revenues
 
1,476

 
1,186

 
3,021

 
2,468

Sales and marketing
 
15,015

 
10,751

 
28,683

 
18,534

Research and development
 
1,920

 
1,842

 
3,767

 
3,090

General and administrative
 
8,064

 
6,452

 
15,488

 
10,789

Total non-cash stock-based compensation expense
 
$
28,643

 
$
21,777

 
$
55,057

 
$
37,854

 
 
 
 
 
 
 
 
 
Amortization of acquired intangibles:
 
 
 
 
 
 
 
 
General and administrative
 
$
257

 
$
264

 
$
504

 
$
528

Total amortization of acquired intangibles
 
$
257

 
$
264

 
$
504

 
$
528


Stock-based compensation for the three and six months ended June 30, 2016 was $28.6 million and $55.1 million, respectively, as compared with stock-based compensation for the three and six months ended June 30, 2015 of $21.8 million and $37.9 million, respectively. The increases in stock-based compensation for the three and six months ended June 30, 2016 included an increase of $4.1 million and $11.5 million, respectively, associated with modifications made to the Company’s change in control plans in March 2015 and February 2016, which significantly reduced the potential payments that could be made under such plans. As previously disclosed, these changes were made to better align management's incentives with long-term value creation for our shareholders. As part of the modifications in connection with the unwinding of the change in control plans, time-based restricted stock awards (vesting over three years) were granted to certain senior officers in March 2015 and February 2016.


5


THE ULTIMATE SOFTWARE GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
 
 
 
 
 
As of
 
As of
 
June 30,
 
December 31,
 
2016
 
2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
82,318

 
$
109,325

Investments in marketable securities
15,673

 
10,780

Accounts receivable, net
147,167

 
130,106

Prepaid expenses and other current assets
53,280

 
46,804

Deferred tax assets, net
851

 
883

Total current assets before funds held for clients
299,289

 
297,898

Funds held for clients
930,790

 
923,308

Total current assets
1,230,079

 
1,221,206

Property and equipment, net
153,135

 
125,492

Goodwill
29,173

 
24,410

Investments in marketable securities
6,918

 
9,278

Intangible assets, net
10,840

 
5,167

Other assets, net
39,009

 
31,107

Deferred tax assets, net
48,874

 
48,909

Total assets
$
1,518,028

 
$
1,465,569

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
8,889

 
$
7,395

Accrued liabilities
39,833

 
42,097

Deferred revenue
156,329

 
142,793

Capital lease obligations
5,101

 
4,488

Other borrowings
200

 
400

Total current liabilities before client fund obligations
210,352

 
197,173

Client fund obligations
931,249

 
923,366

Total current liabilities
1,141,601

 
1,120,539

Deferred revenue
2,660

 
2,934

Deferred rent
4,140

 
3,719

Capital lease obligations
4,354

 
3,665

Deferred income tax liability
824

 
646

Total liabilities
1,153,579

 
1,131,503

 
 
 
 
Stockholders’ equity:
 
 
 
Preferred Stock, $.01 par value

 

Series A Junior Participating Preferred Stock, $.01 par value

 

Common Stock, $.01 par value
336

 
333

Additional paid-in capital
517,912

 
463,609

Accumulated other comprehensive loss
(6,179
)
 
(7,829
)
Accumulated earnings
63,739

 
59,627

 
575,808

 
515,740

Treasury stock, at cost
(211,359
)
 
(181,674
)
Total stockholders’ equity
364,449

 
334,066

       Total liabilities and stockholders’ equity
$
1,518,028

 
$
1,465,569


6


THE ULTIMATE SOFTWARE GROUP, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 
For the Six Months Ended June 30,
 
2016
 
2015
Cash flows from operating activities:
 
 
 
Net income
$
4,112

 
$
7,817

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
12,575

 
10,589

Provision for doubtful accounts
2,136

 
1,940

Non-cash stock-based compensation expense
55,057

 
37,854

Income taxes
13,281

 
9,312

Net amortization of premiums and accretion of discounts on available-for-sale securities
277

 

Excess tax benefit from employee stock plan
(13,130
)
 
(15,910
)
Changes in operating assets and liabilities:
 
 
 
Accounts receivable
(19,097
)
 
(10,423
)
Prepaid expenses and other current assets
(6,476
)
 
(5,788
)
Other assets
(7,902
)
 
(4,424
)
Accounts payable
1,494

 
(30
)
Accrued liabilities and deferred rent
(2,843
)
 
1,182

Deferred revenue
12,992

 
11,499

Net cash provided by operating activities
52,476

 
43,618

Cash flows from investing activities:
 
 
 
Purchases of property and equipment
(33,643
)
 
(21,303
)
Purchases of marketable securities
(138,157
)
 
(3,816
)
Maturities of marketable securities
56,130

 
4,300

Payments for acquisitions
(9,125
)
 

Net purchases of client funds securities
71,972

 
357,804

Net cash (used in) provided by investing activities
(52,823
)
 
336,985

Cash flows from financing activities:
 
 
 
Repurchases of Common Stock
(29,685
)
 
(30,743
)
Net proceeds from issuances of Common Stock
2,729

 
2,340

Excess tax benefits from employee stock plan
13,130

 
15,910

Withholding taxes paid related to net share settlement of equity awards
(18,564
)
 
(10,752
)
Principal payments on capital lease obligations
(2,810
)
 
(2,436
)
Repayments of other borrowings
(200
)
 
(367
)
Net increase in client fund obligations
7,883

 
(357,804
)
Net cash used in financing activities
(27,517
)
 
(383,852
)
Effect of exchange rate changes on cash
857

 
(773
)
Net decrease in cash and cash equivalents
(27,007
)
 
(4,022
)
Cash and cash equivalents, beginning of period
109,325

 
108,298

Cash and cash equivalents, end of period
$
82,318

 
$
104,276

 
 
 
 
Supplemental disclosure of cash flow information:
 
 
 
Cash paid for interest
$
208

 
$
189

Cash paid for taxes
$
1,223

 
$
332

 
 
 
 
Non-cash investing and financing activities:
 
 
 
Capital lease obligations to acquire new equipment
$
4,112

 
$
3,749

Cash held in escrow for acquisition
$
1,000

 
$

Stock based compensation for capitalized software
$
1,958

 
$
1,418


7


THE ULTIMATE SOFTWARE GROUP, INC. AND SUBSIDIARIES
Unaudited Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures
(In thousands, except per share amounts)
 
 
 
 
 
 
 
For the Three Months Ended June 30,
 
For the Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
Non-GAAP operating income reconciliation:
 
 
 
 
 
 
 
Operating income
$
8,463

 
$
7,632

 
17,790

 
17,389

Operating income, as a % of total revenues
4.5
%
 
5.2
%
 
4.8
%
 
6.0
%
Add back:
 
 
 
 
 
 
 
Non-cash stock-based compensation expense
28,643

 
21,777

 
55,057

 
37,854

Non-cash amortization of acquired intangible assets
257

 
264

 
504

 
528

Non-GAAP operating income
$
37,363

 
$
29,673

 
$
73,351

 
$
55,771

Non-GAAP operating income, as a % of total revenues
20.0
%
 
20.2
%
 
19.6
%
 
19.1
%
 
 
 
 
 
 
 
Non-GAAP net income reconciliation:
 
 
 
 
 
 
 
Net income
$
1,677

 
$
3,657

 
$
4,112

 
$
7,817

Add back:
 
 
 
 
 
 
 
Non-cash stock-based compensation expense
28,643

 
21,777

 
55,057

 
37,854

Non-cash amortization of acquired intangible assets
257

 
264

 
504

 
528

Income tax effect of above two items
(7,834
)
 
(7,336
)
 
(15,026
)
 
(12,605
)
Non-GAAP net income
$
22,743

 
$
18,362

 
$
44,647

 
$
33,594

 
 
 
 
 
 
 
 
Non-GAAP net income, per diluted share, reconciliation: (1)
 
 
 
 
 
 
 
Net income, per diluted share
$
0.06

 
$
0.12

 
$
0.14

 
$
0.26

Add back:
 
 
 
 
 
 
 
Non-cash stock-based compensation expense
0.96

 
0.74

 
1.85

 
1.28

Non-cash amortization of acquired intangible assets
0.01

 
0.01

 
0.02

 
0.02

Income tax effect of above two items
(0.27
)
 
(0.25
)
 
(0.52
)
 
(0.43
)
Non-GAAP net income, per diluted share
$
0.76

 
$
0.62

 
$
1.49

 
$
1.13

Shares used in calculation of GAAP and non-GAAP net income per share:
 
 
 
 
 
 
 
Basic
28,895

 
28,591

 
28,860

 
28,587

Diluted
29,893

 
29,591

 
29,927

 
29,599

_________________________
(1)
The non-GAAP net income per diluted share reconciliation is calculated on a diluted weighted average share basis for GAAP net income periods.

8


Use of Non-GAAP Financial Information

This press release contains non-GAAP financial measures. Ultimate believes that non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Ultimate’s financial condition and results of operations. Ultimate’s management uses these non-GAAP results to compare Ultimate’s performance to that of prior periods for trend analyses, for purposes of determining executive incentive compensation, and for budget and planning purposes. These measures are used in monthly financial reports prepared for management and in quarterly financial reports presented to Ultimate’s Board of Directors. These measures may be different from non-GAAP financial measures used by other companies.

These non-GAAP measures should not be considered in isolation or as an alternative to such measures determined in accordance with generally accepted accounting principles in the United States (GAAP). The principal limitation of these non-GAAP financial measures is that they exclude significant expenses that are required by GAAP to be recorded. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which expenses are excluded from the non-GAAP financial measures.

To compensate for these limitations, Ultimate presents its non-GAAP financial measures in connection with its GAAP results. Ultimate strongly urges investors and potential investors in Ultimate’s securities to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures that are included in this press release (under the caption “Unaudited Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures”) and not to rely on any single financial measure to evaluate its business.

Ultimate presents the following non-GAAP financial measures in this press release: non-GAAP operating income, non-GAAP operating income, as a percentage of total revenues (or non-GAAP operating margin), non-GAAP net income and non-GAAP net income, per diluted share. We exclude the following items from these non-GAAP financial measures as appropriate:

Stock-based compensation expense. Ultimate’s non-GAAP financial measures exclude stock-based compensation expense, which consists of expenses for stock options and stock and stock unit awards recorded in accordance with Accounting Standards Codification 718, “Compensation – Stock Compensation.” For the three and six months ended June 30, 2016, stock-based compensation expense was $28.6 million and $55.1 million, respectively, on a pre-tax basis. For the three and six months ended June 30, 2015, stock-based compensation expense was $21.8 million and $37.9 million, respectively, on a pre-tax basis. Stock-based compensation expense is excluded from the non-GAAP financial measures because it is a non-cash expense that Ultimate does not consider part of ongoing operations when assessing its financial performance. Ultimate believes that such exclusion facilitates the comparison of results of ongoing operations for current and future periods with such results from past periods. For GAAP net income periods, non-GAAP reconciliations are calculated on a diluted weighted average share basis.

Amortization of acquired intangible assets. In accordance with GAAP, operating expenses include amortization of acquired intangible assets over the estimated useful lives of such assets. For the three and six months ended June 30, 2016, the amortization of acquired intangible assets was $0.3 million and $0.5 million, respectively. For the three and six months ended June 30, 2015 the amortization of acquired intangible assets was $0.3 million and $0.5 million, respectively. Amortization of acquired intangible assets is excluded from Ultimate’s non-GAAP financial measures because it is a non-cash expense that Ultimate does not consider part of ongoing operations when assessing its financial performance. Ultimate believes that such exclusion facilitates comparisons to its historical operating results and to the results of other companies in the same industry, which have their own unique acquisition histories.



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