The Company reported its revenue for the fourth quarter increased
43% to $2,335,000 as compared to the third quarter of 2012, a 7%
increase compared to the fourth quarter of 2011.
MARLBOROUGH, Mass. -- (Business Wire)
Marlborough Software Development Holdings Inc. (“MSDH” or the “Company”)
(OTC: MBGH) today reported revenue of $2,335,000 for the three months
ended December 31, 2012, an increase of $700,000 or 43% as compared to
the three months ended September 30, 2012 and an increase of $150,000 or
7% as compared to revenue of $2,185,000 for the three months ended
December 31, 2011. The increase in revenue for the fourth quarter
combined with savings from the expense reductions we announced in
August, 2012 resulted in an operating loss of $700,000 for the quarter
ended December 31, 2012, an improvement of $1,796,000 and $1,519,000,
respectively, as compared to the losses reported for the quarters ended
December 31, 2011 and September 30, 2012.
The Company’s cash balance at December 31, 2012 totaled $2,018,000, an
increase of $1,467,000 from a balance of $551,000 at December 31, 2011
and an increase of $1,397,000 from a balance of $621,000 at September
30, 2012. The increase in our cash balance during the fourth quarter
reflects the receipt of an equity investment from two investors totaling
$2,000,000.
“We are very pleased with the progress we have made in the fourth
quarter. The Pageflex business which was previously operated by
Bitstream Inc., our former parent company, prior to the spin-out of MSDH
and the Pageflex business, recorded its highest quarterly revenue and
smallest operating loss since the second quarter of 2008,” said Pinhas
Romik, President and CEO of MSDH. “The investments and commitments that
we received during the fourth quarter and cost savings which we continue
to achieve have made us a stronger company and better positioned us to
move the Company forward as we explore long term growth initiatives and
the attainment of profitability. We remain committed to the development
of the Pageflex brand of products while we also continue to work with
Corporate Partners LLC, who are advising us on strategic alternatives.”
GAAP Loss
Our loss from operations decreased $1,796,000 to $700,000 for the three
months ended December 31, 2012, as compared to $2,496,000 for the three
months ended December 31, 2011. Our net loss allocable to common
stockholders decreased $1,565,000 to $958,000 or $0.09 per share for the
three months ended December 31, 2012, as compared to $2,523,000 or $0.23
per share for the three months ended December 31, 2011.
Our loss from operations decreased $1,519,000 to $700,000 for the three
months ended December 31, 2012, as compared to $2,219,000 for the three
months ended September 30, 2012. Our net loss allocable to common
stockholders decreased $1,279,000 to $958,000 or $0.09 per share for the
three months ended December 31, 2012 as compared to $2,237,000 or $0.21
per share for the three months ended September 30, 2012.
Non-GAAP Loss
Our non-GAAP results exclude stock-based compensation expense, allocated
costs associated with the resignation in May 2011 of the CEO of our
former parent, Bitstream Inc., the amortization of capitalized software
and intangible assets primarily acquired from Press-Sense Ltd., as well
as expenses related to the preferred stock issued in October 2012, and
include MSDH expenses charged to Bitstream Inc. via our management fee
agreement or allocated to Bitstream Inc. via our allocation methodology.
Our non-GAAP loss from operations decreased $4,084,000 to $457,000 for
the three months ended December 31, 2012, as compared to $4,541,000 for
the three months ended December 31, 2011. Our non-GAAP net loss
allocable to common stockholders decreased $4,056,000 to $512,000 or
$0.05 per share for the three months ended December 31, 2012, as
compared to $4,568,000 or $0.42 per share for the three months ended
December 31, 2011. A reconciliation between GAAP and non-GAAP results is
provided at the end of this press release.
Forward-Looking Statements Disclosure
This press release may contain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
statements are based on management’s current expectations.
Forward-looking statements can be identified by the use of the words
"may," "will," "should," "could," "expects," "plans," "anticipates,"
"believes," "estimates," "predicts," "intends," "potential," "proposed,"
or "continue" or the negative of those terms. Actual performance and
results of operations may differ materially from those projected or
suggested in the forward-looking statements due to certain risks and
uncertainties, including, without limitation, market acceptance of the
Company’s products, competition and the timely introduction of new
products. Additional information concerning certain risks and
uncertainties that would cause actual results to differ materially from
those projected or suggested in the forward-looking statements is
contained in the Company’s filings with the Securities and Exchange
Commission (“SEC”), including MSDH’s Annual Report on Form 10-K for the
year ended December 31, 2012, as may be supplemented from time to time
by MSDH’s subsequent reports filed with the SEC. We undertake no
obligation to update or supplement forward-looking statements that
become untrue because of subsequent events, new information or otherwise
after the date of this document.
Use of Non-GAAP Financial Information
To supplement the financial measures presented in the Company's press
release in accordance with accounting principles generally accepted in
the United States ("GAAP"), the Company also presents non-GAAP measures
relating to income or loss from operations, net income or loss, and net
income or loss per diluted share which were adjusted from amounts
determined based on GAAP to exclude share-based compensation expenses,
allocated resignation costs of the CEO of our former parent, as well as
expenses from the amortization of capitalized software and intangible
assets primarily acquired from Press-sense Ltd., and include
non-transaction related MSDH expenses charged to Bitstream Inc. via our
management fee agreement or allocated to Bitstream Inc. via our
allocation methodology as discussed further in our 2011 Annual Report on
Form 10-K filed March 30, 2012.
The Company believes these non-GAAP financial measures will enhance the
reader’s overall understanding of MSDH’s current financial performance
and the Company's prospects for the future by providing a higher degree
of transparency for certain financial measures and providing a level of
disclosure that helps investors understand how the Company plans and
measures its own business.
These financial measures are not in accordance with GAAP, should not be
considered an alternative for measures prepared in accordance with GAAP,
and may have limitations in that they do not reflect all of MSDH’s
results of operations as determined in accordance with GAAP.
These non-GAAP measures should only be used to evaluate MSDH’s results
of operations in conjunction with the corresponding GAAP measures. The
presentation of non-GAAP information is not meant to be considered
superior to, in isolation from, or as a substitute for results prepared
in accordance with GAAP.
About Marlborough Software Development Holdings Inc. (“MSDH”)
MSDH’s Pageflex brand enables companies across the globe to communicate
their marketing messages more easily and effectively. The award-winning
Pageflex product line sets a standard for excellence and innovation in
targeted marketing and brand management. Pageflex offers the ability to
personalize any form of communication in print, e-mail, or on the Web.
Pageflex has been a pioneer in the development of variable data and
web-to-print storefronts, and has expanded to offer software for
multi-channel campaign management, dynamic publishing, and back-end
production automation. Pageflex solutions use the patented Pageflex
variable publishing engine and Adobe® InDesign®. For more information,
visit www.pageflex.com.
|
Marlborough Software Development Holdings Inc. and Subsidiaries |
Condensed Consolidated Statements of Operations |
(In Thousands, Except Per Share Data) |
|
| | |
| | |
| | |
| | |
| | | Three Months Ended December
31, | | | Year Ended December 31, |
| | | 2012 | | | | 2011 | | | | 2012 | | | | 2011 | |
Revenue:
| | | | | | | | | | | | |
Software licenses
| |
$
|
889
| | |
$
|
715
| | |
$
|
2,280
| | |
$
|
2,793
| |
Services
| | |
1,446
|
| | |
1,470
|
| | |
5,423
|
| | |
5,849
|
|
Total revenue
| | |
2,335
| | | |
2,185
| | | |
7,703
| | | |
8,642
| |
| | | | | | | | | | | |
|
Cost of revenue:
| | | | | | | | | | | | |
Software licenses
| | |
352
| | | |
244
| | | |
1,052
| | | |
1,103
| |
Services
| | |
439
|
| | |
506
|
| | |
2,280
|
| | |
2,025
|
|
Total cost of revenue
| | |
791
| | | |
750
| | | |
3,332
| | | |
3,128
| |
| | |
| | |
| | |
| | |
|
Gross profit
| | |
1,544
|
| | |
1,435
|
| | |
4,371
|
| | |
5,514
|
|
| | | | | | | | | | | |
|
Operating expenses:
| | | | | | | | | | | | |
Marketing and selling
| | |
840
| | | |
1,211
| | | |
3,948
| | | |
3,863
| |
Research and development
| | |
931
| | | |
1,965
| | | |
5,645
| | | |
7,119
| |
General and administrative
| | |
473
|
| | |
755
|
| | |
3,263
|
| | |
3,208
|
|
| | | | | | | | | | | |
|
Total operating expenses
| | |
2,244
|
| | |
3,931
|
| | |
12,856
|
| | |
14,190
|
|
| | | | | | | | | | | |
|
Operating loss
| | |
(700
|
)
| | |
(2,496
|
)
| | |
(8,485
|
)
| | |
(8,676
|
)
|
| | | | | | | | | | | |
|
Interest and other (expense)
income, net
| | |
(1
|
)
| | |
3
|
| | |
(27
|
)
| | |
10
|
|
| | | | | | | | | | | |
|
Loss before provision for income taxes
| | |
(701
|
)
| | |
(2,493
|
)
| | |
(8,512
|
)
| | |
(8,666
|
)
|
Provision for income taxes
| | |
54
|
| | |
30
|
| | |
200
|
| | |
162
|
|
| | | | | | | | | | | |
|
Net loss
| | |
(755
|
)
| | |
(2,523
|
)
| | |
(8,712
|
)
| | |
(8,828
|
)
|
Amortization of financing costs on redeemable preferred stock
| | |
7
| | | |
---
| | | |
7
| | | |
---
| |
Accretion of discount on redeemable preferred stock
| | |
167
| | | |
---
| | | |
167
| | | |
---
| |
Dividends on redeemable preferred stock
| | |
29
|
| | |
---
|
| | |
29
|
| | |
---
|
|
Net loss allocable to common stockholders
| |
$
|
(958
|
)
| |
$
|
(2,523
|
)
| |
$
|
(8,915
|
)
| |
$
|
(8,828
|
)
|
| | |
| | | | | | | | | |
Net loss per share allocable to common stockholders, basic
and diluted
| |
$
|
(0.09
|
)
| |
$
|
(0.23
|
)
| |
$
|
(0.83
|
)
| |
$
|
(0.82
|
)
|
Shares used in calculating net loss per share allocable to
common stockholders, basic and diluted
| | |
10,802
|
| | |
10,752
|
| | |
10,767
|
| | |
10,752
|
|
|
Marlborough Software Development Holdings Inc. and Subsidiaries |
Condensed Consolidated Balance Sheets |
(In Thousands) |
|
|
| |
|
| |
| | | December 31, 2012 | | | December 31, 2011 |
| | | | | | | |
|
ASSETS | | | | | | | | |
Current assets:
| | | | | | | | |
Cash
| | |
$
|
2,018
| | |
$
|
551
|
Accounts receivable, net
| | | |
540
| | | |
628
|
Prepaid expenses and other current assets
| | | |
420
| | | |
394
|
| | | | | | | |
|
Total current assets
| | | |
2,978
| | | |
1,573
|
| | | | | | | |
|
Property and equipment, net
| | | |
1,722
| | | |
1,355
|
Other
| | | |
413
| | | |
238
|
Goodwill
| | | |
3,297
| | | |
3,297
|
Intangible assets, net
| | | |
2,669
| | | |
3,070
|
| | | | | | | |
|
Total assets
| | |
$
|
11,079
| | |
$
|
9,533
|
| | | | | | | |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | |
Current liabilities:
| | | | | | | | |
Accounts payable
| | |
$
|
385
| | |
$
|
169
|
Accrued payroll and other compensation
| | | |
491
| | | |
775
|
Other accrued expenses
| | | |
723
| | | |
388
|
Short-term deferred revenue
| | | |
2,229
| | | |
2,200
|
Total current liabilities
| | | |
3,828
| | | |
3,532
|
| | | | | | | |
|
Long-term deferred revenue
| | | |
555
| | | |
526
|
Long-term deferred rent
| | | |
469
| | | |
506
|
Total liabilities
| | | |
4,852
| | | |
4,564
|
| | | | | | | |
|
Series A redeemable preferred stock
| | | |
1,888
| | | |
---
|
| | | | | | | |
|
Total stockholders’ equity
| | | |
4,339
| | | |
4,969
|
| | | | | | | |
|
Total liabilities and stockholders’ equity
| | |
$
|
11,079
| | |
$
|
9,533
|
|
|
| | |
| | |
|
| | |
| | |
Marlborough Software Development Holdings Inc. and Subsidiaries |
Non-GAAP Results |
(In Thousands, Except Per Share Data) |
| | | | | | | | | | | | | |
|
The following table shows MSDH’s non-GAAP results reconciled to
GAAP results included in this release.
|
| | | | | | | | | | | | | |
|
| | | | Three Months Ended December 31, | | | | Year Ended December 31, |
| | | | | | | | | | | | | |
|
| | | | 2012 | | | | 2011 | | | | | 2012 | | | | 2011 | |
Operating loss: | | | | | | | | | | | | | | |
GAAP operating loss
| | |
$
|
(700
|
)
| |
$
|
(2,496
|
)
| | |
$
|
(8,485
|
)
| |
$
|
(8,676
|
)
|
Stock-based compensation
| | | |
9
| | | |
81
| | | | |
1,451
| | | |
384
| |
Amortization of intangible assets and
capitalized software
| | | |
234
| | | |
102
| | | | |
580
| | | |
408
| |
Allocation to former parent
| | | |
---
| | | |
(2,228
|
)
| | | |
(818
|
)
| | |
(4,883
|
)
|
Resignation costs, former CEO
| | | |
---
|
| | |
---
|
| | | |
---
|
| | |
347
|
|
Non-GAAP operating loss
| | |
$
|
(457
|
)
| |
$
|
(4,541
|
)
| | |
$
|
(7,272
|
)
| |
$
|
(12,420
|
)
|
| | | | | | | | | | | | | |
|
Net lossallocable to common stockholders: | | | | | | | | | | | | | | |
GAAP net loss allocable to common
stockholders
| | |
$
|
(958
|
)
| |
$
|
(2,523
|
)
| | |
$
|
(8,915
|
)
| |
$
|
(8,828
|
)
|
Stock-based compensation
| | | |
9
| | | |
81
| | | | |
1,451
| | | |
384
| |
Amortization of intangible assets and
capitalized software
| | | |
234
| | | |
102
| | | | |
580
| | | |
408
| |
Allocation to former parent
| | | |
---
| | | |
(2,228
|
)
| | | |
(818
|
)
| | |
(4,883
|
)
|
Resignation costs, former CEO
| | | |
---
| | | |
---
| | | | |
---
| | | |
347
| |
Expenses related to redeemable preferred
stock- including accretion of discount,
amortization of financing costs, and
dividends
| | | |
203
|
| | |
---
|
| | | |
203
|
| | |
---
|
|
Non-GAAP net loss allocable to common
stockholders
| | |
$
|
(512
|
)
| |
$
|
(4,568
|
)
| | |
$
|
(7,499
|
)
| |
$
|
(12,572
|
)
|
| | | | | | | | | | | | | |
|
Net loss per share allocable to common stockholders: | | | | | | | | | | | | | | |
GAAP net loss per share allocable to
common stockholders
| | |
$
|
(0.09
|
)
| |
$
|
(0.23
|
)
| | |
$
|
(0.83
|
)
| |
$
|
(0.82
|
)
|
Stock-based compensation per share
| | | |
---
| | | |
---
| | | | |
0.13
| | | |
0.04
| |
Amortization of intangible assets and
capitalized software per share
| | | |
0.02
| | | |
0.01
| | | | |
0.05
| | | |
0.04
| |
Allocation to former parent per share
| | | |
---
| | | |
(0.20
|
)
| | | |
(0.07
|
)
| | |
(0.46
|
)
|
Resignation costs, former CEO per share
| | | |
---
| | | |
---
| | | | |
---
| | | |
0.03
| |
Expenses per share related to redeemable
preferred stock- including accretion of
discount, amortization of financing costs,
and dividends
| | | |
0.02
|
| | |
---
|
| | | |
0.02
|
| | |
---
|
|
Non-GAAP net loss per share allocable to
common stockholders
| | |
$
|
(0.05
|
)
| |
$
|
(0.42
|
)
| | |
$
|
(0.70
|
)
| |
$
|
(1.17
|
)
|
For the three and twelve month periods ended December 31, 2012, net loss
per share is based on 10,802,000 and 10,767,000 weighted average shares
outstanding, respectively. For the three and twelve months ended
December 31, 2011, net loss per share is based on 10,752,000 weighted
average shares outstanding. GAAP and Non-GAAP amounts exclude $0 and
$2,254,000 for the three and twelve months ended December 31, 2012,
respectively, for Separation, Distribution, and Merger costs which were
incurred by MSDH and subsequently charged to Bitstream Inc. via a
management fee agreement.
Contacts:
Marlborough Software Development Holdings Inc.
Marion
Williams-Bennett, 617-520-8311
mbennett@pageflex.com
Source: Marlborough Software Development Holdings Inc.
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