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EX-99.2 - PRESS RELEASE OF THE REGISTRANT DATED DECEMBER 21, 2016 - CalAmp Corp.calamp29882140-ex992.htm
8-K - CURRENT REPORT - CalAmp Corp.calamp29882140-8k.htm

Exhibit 99.1


CalAmp Reports Fiscal 2017 Third Quarter Financial Results

Strong revenue contribution from MRM telematics product sales;
Record international revenue at 28.5% of consolidated Q3 revenue;
Consolidated gross margin of 42%

IRVINE, CA, December 21, 2016 -- CalAmp (NASDAQ: CAMP), a leading provider of wireless products, services and solutions, today reported results for its fiscal 2017 third quarter ended November 30, 2016.

Revenue for the third quarter of fiscal 2017 was $83.4 million, an increase of 12% from the third quarter of fiscal 2016. The latest quarter included revenue of $29.9 million from LoJack products and services that was slightly lower than expected, as anticipated orders from two large international licensees were received late in the quarter and could not be fulfilled until early in the fourth quarter.

Michael Burdiek, CalAmp's President and Chief Executive Officer, said, “In the latest quarter Mobile Resource Management (MRM) telematics product sales reached the highest level of the last four quarters. We are optimistic about our near-term growth as visibility has improved markedly from earlier in the year when macro factors negatively impacted demand for fleet telematics products in the U.S. As we look ahead, we see a number of catalysts on the horizon to drive near and long-term growth for our novel portfolio of connected vehicle telematics solutions.”

Gross profit for the third quarter of fiscal 2017 was $35.1 million, an increase of $8.5 million over the same quarter last year. Gross margin was 42% in the fiscal 2017 third quarter, up from 36% in the third quarter of fiscal 2016.

The GAAP-basis net loss in the third quarter of fiscal 2017 was ($1.5) million, or ($0.04) per diluted share, compared to net income of $3.9 million, or $0.11 per diluted share, in the fiscal 2016 third quarter. Non-GAAP adjusted basis net income for the fiscal 2017 third quarter was $7.6 million, or $0.21 per diluted share, compared to non-GAAP adjusted net income of $11.4 million, or $0.31 per diluted share, in the third quarter of fiscal 2016. The third quarter earnings were impacted by higher legal expense of approximately $1.6 million over the comparable period last year and foreign currency exchange rate losses of $0.6 million.

Adjusted EBITDA for the third quarter of fiscal 2017 was $10.0 million and Adjusted EBITDA margin was 11.9%.

As of November 30, 2016, the company had total cash and marketable securities of $101 million and total debt outstanding of $145 million, which is the carrying amount of the company's 1.625% convertible notes in the face amount of $172.5 million. Net cash provided by operating activities was $0.5 million during the third quarter of fiscal 2017.

During the third quarter, the company purchased and retired approximately 975,000 shares of its common stock at an aggregate cost of $13.5 million pursuant to a stock repurchase plan adopted in June 2016. As of November 30, 2016, the remaining authorization for additional share purchases under this plan is $3.1 million.



CalAmp Reports Fiscal 2017 Third Quarter Financial Results
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Recent Business and Financial Highlights

Revenue from international customers reached a record of 28.5% of consolidated quarterly revenues.

MRM telematics product sales reached the highest level of the past four quarters with fleet and connected car device revenue at record levels.

SaaS revenue grew 6% sequentially, driven by solid fleet subscriber growth and outstanding performance from LoJack Italy.

The company announced today that its Executive Vice President, Chief Financial Officer and Corporate Secretary, Rick Vitelle, plans to retire from the company after sixteen years of service. Mr. Vitelle will remain with the company until his successor is recruited and fully on-boarded, to ensure an orderly and seamless transition.


Business Outlook

The outlook for the fourth quarter ending February 28, 2017 is:

Consolidated revenue in the range of $84 to $89 million.

GAAP basis net income in the range of $.05 to $0.09 per diluted share and non-GAAP net income in the range of $0.25 to $0.31 per diluted share.

Adjusted EBITDA in the range of $11 to $15 million.

Conference Call and Webcast
CalAmp is hosting a conference call for analysts and investors to discuss its fiscal 2017 third quarter results and outlook for its fiscal 2017 fourth quarter at 1:30 p.m. Pacific Time today. Participants can listen in via webcast by visiting the Investor Relations section of CalAmp's website at www.calamp.com. Please go to the website at least 15 minutes early to register, download and install any necessary audio software. A replay of the webcast will be available for 30 days after the call. The conference call can also be accessed by dialing 855-302-8830 (+1-330-871-6073 for international callers) and using the Conference ID# 35586307. Following the call, an audio replay will also be available by calling 855-859-2056 or +1-404-537-3406 and entering the Conference ID# 35586307. The audio replay will be available through December 28, 2016.

About CalAmp
CalAmp (NASDAQ: CAMP) is a pure-play pioneer in the connected vehicle and broader Industrial Internet of Things marketplace. The company's extensive portfolio of intelligent communications devices, robust and scalable telematics cloud services, and targeted software applications streamline otherwise complex Machine-to-Machine (M2M) deployments. These solutions enable customers to optimize their operations by collecting, monitoring and efficiently reporting business-critical data and desired intelligence from high-value mobile and remote assets. CalAmp is headquartered in Irvine, California and has been publicly traded since 1983. For more information, please visit www.calamp.com.



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Forward-Looking Statements
Statements in this press release that are not historical in nature are forward-looking statements that, within the meaning of the federal securities laws including the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, involve known and unknown risks and uncertainties. Words such as “may”, “will”, “expect”, “intend”, “plan”, “believe”, “seek”, “could”, “estimate”, “judgment”, “targeting”, “should”, “anticipate”, “goal” and variations of these words and similar expressions, are intended to identify forward-looking statements. The forward-looking statements in this press release address a variety of subjects, including the outlook for our fiscal 2017 fourth quarter operating results. Readers are cautioned that actual results could differ materially from those implied by such forward-looking statements due to a variety of factors, including global economic conditions, competitive pressures and pricing declines, softer-than-expected demand from key customers, intellectual property infringement claims, and other risks or uncertainties that are described in Part I, Item 1A of our Annual Report on Form 10-K for fiscal 2016 as filed on April 20, 2016 with the Securities and Exchange Commission. Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurances that our expectations will be attained. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Measures
“GAAP" refers to financial information presented in accordance with U.S. Generally Accepted Accounting Principles. This press release includes historical non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission. CalAmp believes that its presentation of historical non-GAAP financial measures provides useful supplementary information to investors. The presentation of historical non-GAAP financial measures is not meant to be considered in isolation from or as a substitute for results prepared in accordance with GAAP.

In this press release, CalAmp reports the non-GAAP financial measures of Adjusted Basis net income, Adjusted Basis net income per diluted share, Adjusted EBITDA (Earnings Before Investment Income, Interest Expense, Taxes, Depreciation, Amortization, Stock-Based Compensation and certain other adjustments as detailed in the accompanying non-GAAP reconciliation), and Adjusted EBITDA margin. Adjusted Basis net income excludes the impact of intangibles amortization expense, stock-based compensation, acquisition and integration expenses, and certain other adjustments as shown in the non-GAAP reconciliation provided in the table at the end of this press release. CalAmp uses these non-GAAP financial measures to enhance the investor's overall understanding of the financial performance and future prospects of CalAmp's core business activities. Specifically, CalAmp believes that the use of these non-GAAP measures facilitates the comparison of results of core business operations between its current and past periods.

AT CALAMP: AT NMN ADVISORS:
Garo Sarkissian         Nicole Noutsios
SVP, Corporate Development (510) 315-1003
(949) 600-5600 nicole@nmnadvisors.com



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CAL AMP CORP.
CONSOLIDATED INCOME STATEMENTS
(Unaudited, in thousands except per share amounts)

Three Months Ended Nine Months Ended
November 30, November 30,
      2016       2015       2016       2015
Revenues $      83,350 $      74,675 $      264,976 $      209,912
   
Cost of revenues 48,233 48,101 157,411 134,509
 
Gross profit 35,117 26,574 107,565 75,403
 
Operating expenses:
       Research and development 5,297 5,121 17,273 14,681
       Selling 12,818 5,975 36,809 17,320
       General and administrative 11,352 5,202 38,619 14,885
       Intangible asset amortization 3,857 1,663 11,203 4,962
33,324 17,961 103,904 51,848
Operating income 1,793 8,613 3,661 23,555
Non-operating income (expense):
       Investment income 201 438 1,109 423
       Interest expense (2,479 ) (2,252 ) (7,377 ) (5,180 )
       Other income (expense) (587 ) 6 (174 ) (23 )
  (2,865 ) (1,808 ) (6,442 ) (4,780 )
Income (loss) before income taxes and
       equity in net loss of affiliate (1,072 ) 6,805 (2,781 ) 18,775
 
Income tax benefit (provision) (135 ) (2,603 ) 120 (7,015 )
 
Income (loss) before equity in net loss of affiliate (1,207 ) 4,202 (2,661 ) 11,760
                                 
Equity in net loss of affiliate (320 ) (326 ) (1,004 ) (326 )
Net income (loss) $ (1,527 ) $ 3,876 $ (3,665 ) $ 11,434
 
Earnings (loss) per share:
       Basic $ (0.04 ) $ 0.11 $ (0.10 ) $ 0.32
       Diluted $ (0.04 ) $ 0.11 $ (0.10 ) $ 0.31
 
Shares used in computing earnings (loss) per share:
       Basic 35,731 36,319 36,196 36,138
       Diluted 35,731 36,803 36,196 36,728
 
BUSINESS SEGMENT INFORMATION
(Unaudited, in thousands)
 
Three Months Ended Nine Months Ended
November 30, November 30,
2016 2015 2016 2015
Revenues
       Wireless DataCom $ 83,350 $ 62,842 $ 249,907 $ 182,487
       Satellite - 11,833 15,069 27,425
              Total revenues $ 83,350 $ 74,675 $ 264,976 $ 209,912
 
Gross profit
       Wireless DataCom $ 35,117 $ 23,416 $ 103,836 $ 68,102
       Satellite - 3,158 3,729 7,301
              Total gross profit $ 35,117 $ 26,574 $ 107,565 $ 75,403
 
Operating income
       Wireless DataCom $ 3,171 $ 7,389 $ 9,243 $ 21,808
       Satellite - 2,415 1,547 5,192
       Corporate expenses (1,378 ) (1,191 ) (7,129 ) (3,445 )
              Total operating income $ 1,793 $ 8,613 $ 3,661 $ 23,555

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CalAmp Reports Fiscal 2017 Third Quarter Financial Results
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CAL AMP CORP.
CONSOLIDATED BALANCE SHEETS
(In thousands)

November 30, February 29,
2016       2016
Assets       (Unaudited)
Current assets:
       Cash and cash equivalents $         75,147 $       139,388
       Short-term marketable securities 25,675 88,718
       Accounts receivable, net 66,969 49,432
       Inventories 31,484 16,731
       Prepaid expenses and other current assets 7,847 4,498
 
              Total current assets 207,122 298,767
 
Property, equipment and improvements, net 21,676 11,225
Deferred income tax assets 28,024 30,213
Goodwill 63,564 16,508
Other intangible assets, net 71,074 17,010
Other assets 11,287 10,640
  $ 402,747 $ 384,363
 
Liabilities and Stockholders' Equity
Current liabilities:
       Accounts payable $ 33,392 $ 24,938
       Accrued payroll and employee benefits 10,977 6,814
       Deferred revenue 15,243 9,438
       Other current liabilities 14,380 8,375
 
              Total current liabilities 73,992 49,565
 
1.625% convertible senior unsecured notes 145,021 139,800
Other non-current liabilities 15,244 5,551
 
Stockholders' equity:
       Common stock 355 367
       Additional paid-in capital 212,137 229,159
       Accumulated deficit (43,518 ) (39,853 )
       Accumulated other comprehensive loss (484 ) (226 )
 
              Total stockholders' equity 168,490 189,447
 
$ 402,747 $ 384,363

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CAL AMP CORP.
CONSOLIDATED CASH FLOW STATEMENTS
(Unaudited - In thousands)

      Nine Months Ended
November 30, 2016
2016       2015
Cash flows from operating activities:
       Net income (loss) $      (3,665 ) $      11,434
       Depreciation expense 6,034 2,608
       Intangible assets amortization expense 11,203 4,962
       Stock-based compensation expense 5,669 4,211
       Amortization of convertible debt issue costs and discount 5,221 3,502
       Deferred tax assets, net (511 ) 6,595
       Equity in net loss of affiliate 1,004 326
       Impairment of internal use software 1,364 -
       Changes in operating working capital (6,512 ) 4,320
       Other (12 ) (87 )
 
              Net cash provided by operating activities 19,795 37,871
 
Cash flows from investing activities:
       Proceeds from maturities of marketable securities 88,742 35,552
       Purchases of marketable securities (25,699 ) (142,032 )
       Capital expenditures (5,818 ) (3,388 )
       Acquisition of Crashboxx - (1,500 )
       Acquisition of LoJack, net of cash acquired (116,982 ) -
       Advances to unconsolidated subsidiary (1,401 ) (2,156 )
       Other (51 ) (95 )
 
              Net cash used in investing activities (61,209 ) (113,619 )
 
Cash flows from financing activities:
       Proceeds from issuance of convertible notes - 172,500
       Payments of debt issuance costs - (5,291 )
       Purchase of convertible note hedges - (31,343 )
       Proceeds from issuance of warrants - 15,991
       Payment of acquisition-related note and contingent consideration - (1,687 )
       Repurchases of common stock (21,923 ) -
       Taxes paid related to net share settlement of vested equity awards (1,614 ) (2,520 )
       Proceeds from exercise of stock options 834 592
 
              Net cash provided (used) by financing activities (22,703 ) 148,242
 
Effect of exchange rate changes on cash (124 ) -
 
Net change in cash and cash equivalents (64,241 ) 72,494
 
Cash and cash equivalents at beginning of period 139,388 34,184
 
Cash and cash equivalents at end of period $ 75,147 $ 106,678

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CalAmp Reports Fiscal 2017 Third Quarter Financial Results
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CAL AMP CORP.
RECONCILIATION OF NON-GAAP MEASURES TO GAAP
(Unaudited)

"GAAP" refers to financial information presented in accordance with U.S. Generally Accepted Accounting Principles. This press release includes historical non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission. CalAmp believes that its presentation of historical non-GAAP financial measures provides useful supplementary information to investors. The presentation of historical non-GAAP financial measures is not meant to be considered in isolation from or as a substitute for results prepared in accordance with GAAP.

In this press release, CalAmp reports the non-GAAP financial measures of Adjusted basis net income, Adjusted basis net income per diluted share, Adjusted EBITDA (Earnings Before Investment Income, Interest Expense, Taxes, Depreciation, Amortization and Stock-Based Compensation and other adjustments as identified below), and Adjusted EBITDA margin. CalAmp uses these non-GAAP financial measures to enhance the investor's overall understanding of the financial performance and future prospects of CalAmp's core business activities. Specifically, CalAmp believes that the use of these non-GAAP measures facilitates the comparison of results of core business operations between its current and past periods.

The reconciliation of the GAAP basis net income (loss) to Adjusted basis (non-GAAP) net income is as follows (in thousands except per share amounts):

Three Months Ended Nine Months Ended
November 30, November 30,
      2016       2015       2016       2015
GAAP basis net income (loss) $      (1,527 ) $      3,876 $      (3,665 ) $      11,434
 
Intangible assets amortization expense 3,857 1,663 11,203 4,962
Stock-based compensation expense 2,064 1,602 5,669 4,211
Non-cash interest expense from amortization of debt discount 1,562 1,370 4,631 3,106
GAAP basis income tax provision (benefit) 135 2,603 (120 ) 7,015
Equity in net loss of affiliate 320 326 1,004 326
Acquisition and integration expenses 630 - 4,169 -
Non-cash cost of sales and depreciation on markup of
       LoJack inventory and fixed assets 186 - 4,867 -
Legal arbitration expenses for LoJack battery claim 196 - 1,656 -
Adjusted basis income before income taxes 7,423 11,440 29,414 31,054
Income tax benefit (provision) (non-GAAP basis) (a) 138 (57 ) (709 ) (344 )
Adjusted basis net income $ 7,561 $ 11,383 $ 28,705 $ 30,710
 
Adjusted basis net income per diluted share $ 0.21 $ 0.31 $ 0.78 $ 0.84
Weighted average common shares outstanding on diluted basis 36,087 36,803 36,651 36,728

(a)  

The non-GAAP income tax provision represents cash taxes paid or payable for the period after giving effect to the utilization of net operating loss and tax credit carryforwards.

The reconciliation of GAAP basis net income (loss) to Adjusted EBITDA, and the calculation of Adjusted EBITDA margin, are as follows (dollars in thousands):

Three Months Ended Nine Months Ended
November 30, November 30,
      2016       2015       2016       2015
GAAP basis net income (loss) $      (1,527 ) $      3,876 $      (3,665 ) $      11,434
                                 
Investment income (201 ) (438 ) (1,109 ) (423 )
Interest expense 2,479 2,252 7,377 5,180
GAAP basis income tax provision (benefit) 135 2,603 (120 ) 7,015
Depreciation expense 2,002 933 6,034 2,608
Intangible assets amortization expense 3,857 1,663 11,203 4,962
Stock-based compensation expense 2,064 1,602 5,669 4,211
Equity in net loss of affiliate 320 326 1,004 326
Acquisition and integration expenses 630 - 4,169 -
Non-cash cost of sales on markup of LoJack inventory - - 4,319 -
Legal arbitration expenses for LoJack battery claim 196 - 1,656 -
Adjusted EBITDA $ 9,955 $ 12,817 $ 36,537 $ 35,313
 
Revenue $ 83,350 $ 74,675 $ 264,976 $ 209,912
Adjusted EBITDA margin 11.9 % 17.2 % 13.8 % 16.8 %

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