UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 25, 2018
Streamline Health Solutions, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
|
0-28132 |
|
31-1455414 |
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
1230 Peachtree Street, NE, Suite 600
Atlanta, GA 30309
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (404) 446-2052
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition.
On April 25, 2018, Streamline Health Solutions, Inc. (the Company) issued a press release announcing fourth quarter and fiscal year end 2017 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02, as well as Exhibit 99.1 referenced herein, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor incorporated by reference in any filing under the Securities Act of 1933, as amended, unless the Company expressly so incorporates such information by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT |
|
|
NUMBER |
|
DESCRIPTION |
|
|
|
99.1 |
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
Streamline Health Solutions, Inc. | |
|
| ||
Date: April 25, 2018 |
By: |
/s/ Nicholas A. Meeks | |
|
|
Name: |
Nicholas A. Meeks |
|
|
Title: |
Senior Vice President and Chief Financial Officer |
News Release
STREAMLINE HEALTH® REPORTS FOURTH QUARTER AND FISCAL YEAR 2017 FINANCIAL PERFORMANCE
Fourth Quarter Revenues $6.1 Million; $4.6 Million Cash on Hand;
FY 2017 Revenues $24.3 Million; $2.0 Million in Cash from Operations; $3.1 Million Net Loss; 2017 Adjusted EBITDA $2.8 Million
Atlanta, GA April 25, 2018 Streamline Health Solutions, Inc. (NASDAQ: STRM), provider of integrated solutions, technology-enabled services and analytics supporting revenue cycle optimization for healthcare enterprises in the new value-based world, today announced financial results for the fourth quarter and fiscal year of 2017, which ended January 31, 2018.
Revenues for the three-month period ended January 31, 2018 were $6.1 million, a decline of approximately 5% as compared to the three-months ended January 31, 2017. Adjusted EBITDA for the fourth quarter of fiscal 2017 was $1.2 million, up appreciably over the $535,000 in the fourth quarter a year ago. Net income for the fourth quarter of fiscal 2017 was $38,000, an improvement over the $1.0 million net loss in the same period a year ago.
Revenues for fiscal year 2017 were $24.3 million, down approximately 10% from the previous fiscal year. Recurring revenues for the year constituted 80% of overall revenue, or $19.5 million. Adjusted EBITDA for the fiscal year was $2.8 million, down slightly from $2.9 million in fiscal year 2016.
Fiscal year 2017 was the beginning of our new, more narrowly focused efforts to sell solutions and services in the middle of the revenue cycle improving healthcare providers coding accuracy to help them capture the financial reimbursement they deserve for the patient care they have provided, stated David Sides, President and Chief Executive Officer, Streamline Health. We are committed to leading an industry movement to improve hospitals financial performance by moving mid-cycle billing interventions upstream - to improve coding accuracy before billing, enabling our clients to reduce lost revenue, mitigate overbill risk, and reduce denials and days in accounts receivable. This enables providers to turn unpredictable revenue cycles into dynamic revenue streams.
By narrowing our focus to the middle of the revenue cycle we won 15 new clients in 2017. We believe we have a more distinct and compelling value proposition that can help us win more often. And not just with hospitals, but with outpatient centers and clinics and physician practices as well. Our coding solutions and services like CDI and Abstracting are established performers, and they were the primary contributors to a strong start to this new year. Our new eValuator coding analysis platform helped us win more new clients last year. The eValuator technology is right for the market which is driving new attention to Streamline Health. Our current client base continues to show interest in eValuator, but we have an even greater number of new clients than existing clients signing up for the solution.
Importantly, we have instigated and maintained tight cost and investment controls so that the transition to focusing our efforts in the middle of the revenue cycle has not negatively affected our balance sheet.
Highlights for the fourth quarter and fiscal year ended January 31, 2018 included:
· Revenues for the fourth quarter 2017 were $6.1 million, and for the year were $24.3 million;
· Adjusted EBITDA for the fourth quarter 2017 was $1.2 million, and for the year was $2.8 million;
· Recorded net income of $38,000 for the fourth quarter ended January 31, 2018, and a net loss of $(3.1) million for the fiscal year 2017;
· New sales bookings for the quarter were $1.2 million and $4.8 million for the fiscal year; and
· Backlog at the end of the fourth quarter was $33 million.
Conference Call Information
The Company will conduct a conference call to review the results on Thursday, April 26, 2018 at 9:00 AM ET. Interested parties can access the call by joining the live webcast: click here to register. You can also join by phone by dialing 888-394-8218 and then entering passcode 3375507.
A replay of the conference call will be available from Thursday, April 26, 2018 at 12:00 PM ET to Tuesday, May 1, 2018 at 12:00 PM ET by dialing 888-203-1112 and entering passcode 3375507
*Non-GAAP Financial Measures
Streamline Health reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). Streamline Healths management also evaluates and makes operating decisions using various other measures. One such measure is adjusted EBITDA, which is a non-GAAP financial measure. Streamline Healths management believes that this measure provides useful supplemental information regarding the performance of Streamline Healths business operations.
Streamline Health defines adjusted EBITDA as net earnings (loss) plus interest expense, tax expense, depreciation and amortization expense of tangible and intangible assets, stock-based compensation expense, significant non-recurring operating expenses, and transactional related expenses including: gains and losses on debt and equity conversions, associate severances and related restructuring expenses, associate inducements, and professional and advisory fees. A table reconciling this measure to net income is included in this press release.
About Streamline Health
Streamline Health Solutions, Inc. (NASDAQ: STRM) is a healthcare industry leader in capturing, aggregating, and translating enterprise data into knowledge producing actionable insights that support revenue cycle optimization for healthcare enterprises. We deliver integrated solutions, technology-enabled services and analytics that empower providers to drive revenue integrity in a value-based world. We share a common calling and commitment to advance the quality of life and the quality of healthcare for society, our clients, the communities they serve, and the individual patient. For more information, please visit our website at www.streamlinehealth.net.
Safe Harbor statement under the Private Securities Litigation Reform Act of 1995
Statements made by Streamline Health Solutions, Inc. that are not historical facts are forward-looking statements that are subject to certain risks, uncertainties and important factors that could cause actual results to differ materially from those reflected in the forward-looking statements included herein. Forward-looking statements contained in this press release include, without limitation, statements regarding the Companys estimates of future revenue, backlog, results of investments in sales and
marketing, success of future products and related expectations and assumptions. These risks and uncertainties include, but are not limited to, the timing of contract negotiations and execution of contracts and the related timing of the revenue recognition related thereto, the potential cancellation of existing contracts or clients not completing projects included in the backlog, the impact of competitive solutions and pricing, solution demand and market acceptance, new solution development and enhancement of current solutions, key strategic alliances with vendors and channel partners that resell the Companys solutions, the ability of the Company to control costs, availability of solutions from third party vendors, the healthcare regulatory environment, potential changes in legislation, regulation and government funding affecting the healthcare industry, healthcare information systems budgets, availability of healthcare information systems trained personnel for implementation of new systems, as well as maintenance of legacy systems, fluctuations in operating results, effects of critical accounting policies and judgments, changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other similar entities, changes in economic, business and market conditions impacting the healthcare industry generally and the markets in which the Company operates and nationally, and the Companys ability to maintain compliance with the terms of its credit facilities, and other risks detailed from time to time in the Streamline Health Solutions, Inc. filings with the U. S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect managements analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.
Company Contact:
Randy Salisbury
SVP, Chief Marketing Officer
(404) 229-4242
randy.salisbury@streamlinehealth.net
STREAMLINE HEALTH SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
Three Months Ended |
|
Fiscal Year Ended |
| ||||||||
|
|
2018 |
|
2017 |
|
2018 |
|
2017 |
| ||||
Revenues: |
|
|
|
|
|
|
|
|
| ||||
Systems sales |
|
$ |
287,347 |
|
$ |
322,323 |
|
$ |
1,343,288 |
|
$ |
2,512,579 |
|
Professional services |
|
950,452 |
|
526,331 |
|
2,744,070 |
|
2,395,987 |
| ||||
Audit Services |
|
296,800 |
|
393,572 |
|
1,216,285 |
|
627,919 |
| ||||
Maintenance and support |
|
3,287,081 |
|
3,572,298 |
|
13,170,644 |
|
14,809,935 |
| ||||
Software as a service |
|
1,277,256 |
|
1,568,609 |
|
5,863,788 |
|
6,713,485 |
| ||||
Total revenues |
|
6,098,936 |
|
6,383,133 |
|
24,338,075 |
|
27,059,905 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Operating expenses: |
|
|
|
|
|
|
|
|
| ||||
Cost of systems sales |
|
349,359 |
|
632,400 |
|
1,946,347 |
|
2,712,663 |
| ||||
Cost of professional services |
|
586,298 |
|
832,932 |
|
2,400,534 |
|
2,724,078 |
| ||||
Cost of audit services |
|
367,214 |
|
504,579 |
|
1,603,572 |
|
1,100,154 |
| ||||
Cost of maintenance and support |
|
662,212 |
|
743,049 |
|
2,904,181 |
|
3,226,511 |
| ||||
Cost of software as a service |
|
403,917 |
|
373,397 |
|
1,318,628 |
|
1,763,705 |
| ||||
Selling, general and administrative |
|
2,451,028 |
|
2,934,934 |
|
11,434,276 |
|
13,088,074 |
| ||||
Research and development |
|
1,367,028 |
|
1,653,469 |
|
5,352,189 |
|
7,453,638 |
| ||||
Gain on sale of business |
|
|
|
(238,103 |
) |
|
|
(238,103 |
) | ||||
Total operating expenses |
|
6,187,056 |
|
7,436,657 |
|
26,959,727 |
|
31,830,720 |
| ||||
Operating loss |
|
(88,120 |
) |
(1,053,524 |
) |
(2,621,652 |
) |
(4,770,815 |
) | ||||
Other income (expense): |
|
|
|
|
|
|
|
|
| ||||
Interest expense |
|
(113,934 |
) |
(127,962 |
) |
(474,657 |
) |
(508,859 |
) | ||||
Miscellaneous income (expenses) |
|
148,272 |
|
145,173 |
|
(86,735 |
) |
106,084 |
| ||||
Loss before income taxes |
|
(53,782 |
) |
(1,036,313 |
) |
(3,183,044 |
) |
(5,173,590 |
) | ||||
Income tax benefit |
|
91,652 |
|
17,128 |
|
83,830 |
|
12,024 |
| ||||
Net income (loss) |
|
$ |
37,870 |
|
$ |
(1,019,185 |
) |
$ |
(3,099,214 |
) |
$ |
(5,161,566 |
) |
Less: deemed dividends on Series A Preferred Shares |
|
|
|
|
|
|
|
(875,935 |
) | ||||
Net gain (loss) attributable to common shareholders |
|
$ |
37,870 |
|
$ |
(1,019,185 |
) |
$ |
(3,099,214 |
) |
$ |
(6,037,501 |
) |
Basic net loss per common share |
|
$ |
0.00 |
|
$ |
(0.05 |
) |
$ |
(0.16 |
) |
$ |
(0.31 |
) |
Number of shares used in basic per common share computation |
|
19,989,461 |
|
19,680,751 |
|
19,876,383 |
|
19,528,341 |
| ||||
Diluted net loss per common share |
|
$ |
0.00 |
|
$ |
(0.05 |
) |
$ |
(0.16 |
) |
$ |
(0.31 |
) |
Number of shares used in diluted per common share computation |
|
23,241,521 |
|
19,680,751 |
|
19,876,383 |
|
19,528,341 |
|
STREAMLINE HEALTH SOLUTIONS, INC.
CONSOLIDATED BALANCE SHEETS
Assets
|
|
January 31, |
| ||||
|
|
2018 |
|
2017 |
| ||
Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
4,619,834 |
|
$ |
5,654,093 |
|
Accounts receivable, net of allowance for doubtful accounts of $349,058 and $198,449, respectively |
|
3,001,170 |
|
4,489,789 |
| ||
Contract receivables |
|
223,791 |
|
466,423 |
| ||
Prepaid hardware and third-party software for future delivery |
|
5,858 |
|
5,858 |
| ||
Prepaid client maintenance contracts |
|
506,911 |
|
595,633 |
| ||
Other prepaid assets |
|
742,232 |
|
732,496 |
| ||
Other current assets |
|
546,885 |
|
439 |
| ||
Total current assets |
|
9,646,681 |
|
11,944,731 |
| ||
|
|
|
|
|
| ||
Non-current assets: |
|
|
|
|
| ||
Property and equipment: |
|
|
|
|
| ||
Computer equipment |
|
2,852,776 |
|
3,110,274 |
| ||
Computer software |
|
730,950 |
|
827,642 |
| ||
Office furniture, fixtures and equipment |
|
683,443 |
|
683,443 |
| ||
Leasehold improvements |
|
729,348 |
|
729,348 |
| ||
|
|
4,996,517 |
|
5,350,707 |
| ||
Accumulated depreciation and amortization |
|
(3,834,153 |
) |
(3,447,198 |
) | ||
Property and equipment, net |
|
1,162,364 |
|
1,903,509 |
| ||
|
|
|
|
|
| ||
Capitalized software development costs, net of accumulated amortization of $18,658,183 and $16,544,797, respectively |
|
4,307,351 |
|
4,584,245 |
| ||
Intangible assets, net |
|
5,835,151 |
|
6,996,599 |
| ||
Goodwill |
|
15,537,281 |
|
15,537,281 |
| ||
Other non-current assets |
|
642,226 |
|
672,133 |
| ||
Total non-current assets |
|
27,484,373 |
|
29,693,767 |
| ||
|
|
$ |
37,131,054 |
|
$ |
41,638,498 |
|
STREAMLINE HEALTH SOLUTIONS, INC.
CONSOLIDATED BALANCE SHEETS
Liabilities and Stockholders Equity
|
|
January 31, |
| ||||
|
|
2018 |
|
2017 |
| ||
Current liabilities: |
|
|
|
|
| ||
Accounts payable |
|
$ |
421,425 |
|
$ |
1,116,525 |
|
Accrued compensation |
|
342,351 |
|
496,706 |
| ||
Accrued other expenses |
|
609,582 |
|
484,391 |
| ||
Current portion of long-term debt |
|
596,984 |
|
655,804 |
| ||
Deferred revenues |
|
9,481,807 |
|
9,916,454 |
| ||
Current portion of capital lease obligations |
|
|
|
91,337 |
| ||
Total current liabilities |
|
11,452,149 |
|
12,761,217 |
| ||
|
|
|
|
|
| ||
Non-current liabilities: |
|
|
|
|
| ||
Term loan, net of deferred financing cost of $128,275 and $199,211, respectively |
|
3,901,353 |
|
4,883,286 |
| ||
Warrants liability |
|
|
|
46,191 |
| ||
Royalty liability |
|
2,469,193 |
|
2,350,754 |
| ||
Lease incentive liability, less current portion |
|
274,128 |
|
339,676 |
| ||
Deferred revenues, less current portion |
|
332,645 |
|
568,515 |
| ||
Total non-current liabilities |
|
6,977,319 |
|
8,188,422 |
| ||
Total liabilities |
|
18,429,468 |
|
20,949,639 |
| ||
|
|
|
|
|
| ||
Series A 0% Convertible Redeemable Preferred Stock, $.01 par value per share, $8,849,985 redemption and liquidation value, 4,000,000 shares authorized, 2,949,995 issued and outstanding |
|
8,849,985 |
|
8,849,985 |
| ||
|
|
|
|
|
| ||
Stockholders equity: |
|
|
|
|
| ||
Common stock, $.01 par value per share, 45,000,000 shares authorized; 20,005,977 and 19,695,391 shares issued and outstanding, respectively |
|
200,060 |
|
196,954 |
| ||
Additional paid in capital |
|
81,776,606 |
|
80,667,771 |
| ||
Accumulated deficit |
|
(72,125,065 |
) |
(69,025,851 |
) | ||
Total stockholders equity |
|
9,851,601 |
|
11,838,874 |
| ||
|
|
$ |
37,131,054 |
|
$ |
41,638,498 |
|
STREAMLINE HEALTH SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
Fiscal Year |
| ||||
|
|
2017 |
|
2016 |
| ||
Operating activities: |
|
|
|
|
| ||
Net loss |
|
$ |
(3,099,214 |
) |
$ |
(5,161,566 |
) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities, net of acquisitions: |
|
|
|
|
| ||
Depreciation |
|
774,074 |
|
1,099,957 |
| ||
Amortization of capitalized software development costs |
|
2,113,385 |
|
2,771,437 |
| ||
Amortization of intangible assets |
|
1,161,448 |
|
1,344,980 |
| ||
Amortization of other deferred costs |
|
340,502 |
|
324,496 |
| ||
Valuation adjustment for warrants liability |
|
(46,191 |
) |
(158,922 |
) | ||
Other valuation adjustments |
|
141,038 |
|
94,009 |
| ||
Gain on sale of business |
|
|
|
(238,103 |
) | ||
Loss (gain) on disposal of fixed assets |
|
(15,947 |
) |
567 |
| ||
Share-based compensation expense |
|
1,109,241 |
|
1,787,367 |
| ||
Provision for accounts receivable |
|
233,550 |
|
121,025 |
| ||
Changes in assets and liabilities, net of assets acquired: |
|
|
|
|
| ||
Accounts and contract receivables |
|
1,497,701 |
|
(344,445 |
) | ||
Other assets |
|
(695,444 |
) |
449,673 |
| ||
Accounts payable |
|
(695,100 |
) |
(51,071 |
) | ||
Accrued expenses |
|
(117,311 |
) |
(690,094 |
) | ||
Deferred revenues |
|
(670,517 |
) |
(341,008 |
) | ||
Net cash provided by (used in) operating activities |
|
2,031,215 |
|
1,008,302 |
| ||
|
|
|
|
|
| ||
Investing activities: |
|
|
|
|
| ||
Purchases of property and equipment |
|
(48,616 |
) |
(506,040 |
) | ||
Proceeds from sales of property and equipment |
|
19,959 |
|
|
| ||
Capitalization of software development costs |
|
(1,836,491 |
) |
(1,978,946 |
) | ||
Payment for acquisition |
|
|
|
(1,400,000 |
) | ||
Proceeds from sale of business |
|
|
|
2,000,000 |
| ||
Net cash used in investing activities |
|
(1,865,148 |
) |
(1,884,986 |
) | ||
|
|
|
|
|
| ||
Financing activities: |
|
|
|
|
| ||
Principal repayments on term loan |
|
(1,111,689 |
) |
(2,796,590 |
) | ||
Payments related to settlement of employee share-based awards |
|
(41,813 |
) |
(11,702 |
) | ||
Principal payments on capital lease obligations |
|
(91,337 |
) |
(569,189 |
) | ||
Proceeds from exercise of stock options and stock purchase plan |
|
44,513 |
|
26,122 |
| ||
Net cash used in financing activities |
|
(1,200,326 |
) |
(3,351,359 |
) | ||
Increase (decrease) in cash and cash equivalents |
|
(1,034,259 |
) |
(4,228,043 |
) | ||
Cash and cash equivalents at beginning of year |
|
5,654,093 |
|
9,882,136 |
| ||
Cash and cash equivalents at end of year |
|
$ |
4,619,834 |
|
$ |
5,654,093 |
|
STREAMLINE HEALTH SOLUTIONS, INC.
Backlog
(Unaudited)
Table A
|
|
January 31, |
|
October 31, |
|
January 31, |
| |||
Company Proprietary Software |
|
$ |
984, 000 |
|
$ |
10,892,000 |
|
$ |
11,504,000 |
|
Third-Party Hardware and Software |
|
|
|
|
|
150,000 |
| |||
Professional Services |
|
2,048,000 |
|
2,824,000 |
|
4,068,000 |
| |||
Audit Services |
|
1,293,000 |
|
1,454,000 |
|
1,847,000 |
| |||
Maintenance and Support |
|
15,420,000 |
|
18,256,000 |
|
19,193,000 |
| |||
Software as a Service |
|
13,048,000 |
|
14,242,000 |
|
13,861,000 |
| |||
Total |
|
$ |
32,793,000 |
|
$ |
47,668,000 |
|
$ |
50,623,000 |
|
STREAMLINE HEALTH SOLUTIONS, INC.
New Bookings
(Unaudited)
Table B
|
|
Fiscal Year Ended |
| |||
|
|
January 31, 2018 |
| |||
|
|
Value |
|
% of |
| |
Streamline Health Software licenses |
|
$ |
463,000 |
|
10 |
% |
Software as a service |
|
2,056,000 |
|
43 |
% | |
Maintenance and support |
|
315,000 |
|
7 |
% | |
Professional services |
|
1,388,000 |
|
29 |
% | |
Audit Services |
|
534,000 |
|
11 |
% | |
Total bookings |
|
$ |
4,756,000 |
|
100 |
% |
Reconciliation of Non-GAAP Financial Measures
(Unaudited)
Table C
This press release contains a non-GAAP financial measure under the rules of the U.S. Securities and Exchange Commission for Adjusted EBITDA. This non-GAAP information supplements and is not intended to represent a measure of performance in accordance with disclosures required by generally accepted accounting principles. Non-GAAP financial measures are used internally to manage the business, such as in establishing an annual operating budget. Streamline Healths management in its operating and financial decision-making uses non-GAAP financial measures because management believes these measures reflect ongoing business in a manner that allows meaningful period-to-period comparisons. Accordingly, the Company believes it is useful for investors and others to review both GAAP and non-GAAP measures in order to (a) understand and evaluate current operating performance and future prospects in the same manner as management does and (b) compare in a consistent manner the Companys current financial results with past financial results. The primary limitations associated with the use of non-GAAP financial measures are that these measures may not be directly comparable to the amounts reported by other companies and they do not include all items of income and expense that affect operations. The Companys management compensates for these limitations by considering the Companys financial results and outlook as determined in
accordance with GAAP and by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures in the tables attached to this press release. Streamline Health defines Adjusted EBITDA as net earnings (loss) plus interest expense, tax expense, depreciation and amortization expense of tangible and intangible assets, stock-based compensation expense, significant non-recurring operating expenses, and transactional related expenses including: gains and losses on debt and equity conversions, associate severances and related restructuring expenses, associate inducements, professional and advisory fees, and internal direct costs incurred to complete transactions.
Reconciliation of net earnings (loss) to non-GAAP Adjusted EBITDA (in thousands):
|
|
Three Months Ended, |
|
Twelve Months Ended, |
| ||||||||
Adjusted EBITDA Reconciliation |
|
January |
|
January |
|
January |
|
January |
| ||||
Net income (loss) |
|
$ |
38 |
|
$ |
(1,020 |
) |
$ |
(3,099 |
) |
$ |
(5,162 |
) |
Interest expense |
|
114 |
|
128 |
|
475 |
|
509 |
| ||||
Income tax benefit |
|
(92 |
) |
(17 |
) |
(84 |
) |
(12 |
) | ||||
Depreciation |
|
178 |
|
205 |
|
774 |
|
1,100 |
| ||||
Amortization of capitalized software development costs |
|
539 |
|
625 |
|
2,113 |
|
2,771 |
| ||||
Amortization of intangible assets |
|
239 |
|
369 |
|
1,161 |
|
1,345 |
| ||||
Amortization of other costs |
|
93 |
|
114 |
|
270 |
|
254 |
| ||||
EBITDA |
|
1,109 |
|
404 |
|
1,610 |
|
805 |
| ||||
Share-based compensation expense |
|
264 |
|
444 |
|
1,109 |
|
1,787 |
| ||||
Gain on sale of business |
|
|
|
(238 |
) |
|
|
(238 |
) | ||||
Loss (gain) on disposal of fixed assets |
|
(1 |
) |
|
|
(16 |
) |
1 |
| ||||
Non-cash valuation adjustments to assets and liabilities |
|
(134 |
) |
(149 |
) |
95 |
|
(65 |
) | ||||
Transaction related professional fees, advisory fees and other internal direct costs |
|
|
|
34 |
|
|
|
392 |
| ||||
Associate severances and other costs relating to transactions or corporate restructuring |
|
|
|
40 |
|
|
|
239 |
| ||||
Other non-recurring operating expenses |
|
|
|
|
|
|
|
|
| ||||
Adjusted EBITDA |
|
$ |
1,238 |
|
$ |
535 |
|
$ |
2,798 |
|
$ |
2,921 |
|
Adjusted EBITDA per diluted share |
|
|
|
|
|
|
|
|
| ||||
Loss per share diluted |
|
$ |
0.00 |
|
$ |
(0.05 |
) |
$ |
(0.16 |
) |
$ |
(0.31 |
) |
Adjusted EBITDA per adjusted diluted share (1) |
|
$ |
0.05 |
|
$ |
0.02 |
|
$ |
0.12 |
|
$ |
0.13 |
|
|
|
|
|
|
|
|
|
|
| ||||
Diluted weighted average shares |
|
23,241,521 |
|
19,680,751 |
|
19,876,383 |
|
19,528,341 |
| ||||
Includable incremental shares Adjusted EBITDA (2) |
|
|
|
3,340,390 |
|
3,244,825 |
|
3,327,130 |
| ||||
Adjusted diluted shares |
|
23,241,521 |
|
23,021,141 |
|
23,121,208 |
|
22,855,471 |
|
(1) Adjusted EBITDA per adjusted diluted share for the Companys common stock is computed using the more dilutive of the two-class method or the if-converted method.
(2) The number of incremental shares that would be dilutive under profit assumption, only applicable under a GAAP net loss. If GAAP profit is earned in the current period, no additional incremental shares are assumed.