Form 8-K ZIX CORP For: Apr 21

 

 

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 21, 2015

 

 

ZIX CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Texas		0-17995		75-2216818
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2711 North Haskell Avenue

Suite 2200, LB 36

Dallas, Texas 75204-2960

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 370-2000

Not Applicable

(Former name or former address, if changed since last report.)

 

 

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:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 2.02 Results of Operations and Financial Condition.

On April 21, 2015, Zix Corporation issued a press release announcing financial results for the first quarter ending March 31, 2015. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press Release, dated April 21, 2015, titled “ZixCorp Announces 2015 First Quarter Results.”

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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.

 

				ZIX CORPORATION (Registrant)
Date: April 21, 2015				By:		/s/ Michael W. English
						Michael W. English
						Chief Financial Officer

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INDEX TO EXHIBITS

 

Exhibit No.		Description
99.1		Press Release, dated April 21, 2015, titled “ZixCorp Announces 2015 First Quarter Results.”

Exhibit 99.1

 

ZixCorp Announces 2015 First Quarter Results

Achieves high end of both revenue and adjusted earnings per share guidance for the quarter

DALLAS — Apr. 21, 2015 — Zix Corporation (NASDAQ: ZIXI), a leader in email data protection, today announced financial results for the first quarter ended Mar. 31, 2015.

First Quarter 2015 Financial Highlights

 

•

Ending backlog of $70.3 million, an increase of 6.7% year-over-year and the Company’s 12th consecutive quarterly record in backlog

 

•

First quarter total orders of $14.3 million, an increase of 14.7% year-over-year

 

•

First quarter new first year orders of $2.0 million, an increase of 3.7% year-over-year

 

•

First quarter revenue of $13.1 million, an increase of 7.5% year-over-year

 

•

First quarter GAAP net income of $0.02 per share, an increase of 17.8% year-over-year (1)

 

•

First quarter Non-GAAP net income of $0.04 per share, an increase of 18.5% year-over-year (1) (3)

 

•

The Company generated approximately $2.5 million in cash flow from operations, an increase of $0.8 million year-over-year

 

•

Cash and cash equivalents totaled $24.9 million, an increase of $2.4 million compared to the Mar. 31, 2014, ending cash balance

“We had a solid quarter in Q1 showing good revenue and earnings growth and strong momentum as we enter Q2 and beyond,” said Rick Spurr, ZixCorp’s Chief Executive Officer. “We are excited about adding Cisco, a leader in enterprise security, as a strategic partner. This milestone partnership boosts ZixCorp’s reputation as the leader in email encryption and should greatly expand our reach, both domestically and internationally.”

 

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First Quarter 2015 Corporate Financial Summary and Other Operational Metrics

 

$ in Millions, except per share data		Q1 2015				Q1 2014				% or $ Change (1)
Revenue		$	13.1			$	12.2				7.5	%
GAAP Gross Profit		$	10.9			$	10.1				7.1	%
GAAP Net Income		$	1.2			$	1.1				11.0	%
GAAP Net Income Per Share – Diluted		$	0.02			$	0.02				17.8	%
Non-GAAP Adjusted Gross Profit (2)		$	10.9			$	10.2				7.1	%
Non-GAAP Adjusted Net Income (2)		$	2.4			$	2.1				11.7	%
Non-GAAP Adjusted Net Income Per Share – Diluted (2)		$	0.04			$	0.03				18.5	%
Adjusted EBITDA (2) (3)		$	3.0			$	2.6				14.5	%
Adjusted EBITDA Margin (2) (3)			23.0	%			21.6	%			1.4 pts
New First Year Orders		$	2.0			$	2.0				3.7	%
Total Orders		$	14.3			$	12.5				14.7	%
Backlog (4)		$	70.3			$	65.9				6.7	%

 

(1)	Changes are based on actuals versus numbers shown in the columns, which may reflect rounding

(2)	A reconciliation of GAAP to Non-GAAP adjusted results is attached to this press release and available on our investor relations Web page at http://investor.zixcorp.com

(3)	Adjusted earnings before interest, taxes, depreciation and amortization

(4)	Service contract commitments that represent future revenue to be recognized as the services are provided

First Quarter Business Highlights

 

•

Cisco and Zix Corporation entered into an OEM relationship for the development and distribution of enhanced email encryption solutions. The partnership will focus on two solutions in 2015 – an update of the Cisco IronPort Encryption Appliance (IEA) and a new solution that integrates proven components of Cisco® and Zix® technology. Both solutions will be distributed by Cisco.

 

•

The Company’s common stock was added to the NASDAQ US Buyback Achievers Index on February 2nd. The Index is comprised of United States securities issued by corporations that have effected a net reduction in shares outstanding of 5% or more in the trailing 12 months.

 

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Outlook

For the second quarter 2015, the Company forecasts revenue to be between $13.2 million and $13.4 million and fully diluted adjusted earnings per share of $0.04. For the full-year 2015, the Company reaffirms previously issued revenue guidance of $54 million to $56 million and fully diluted Non-GAAP adjusted earnings per share of $0.19 to $0.21.

Conference Call Information

The Company will discuss its financial results and outlook on a conference call on Tuesday, Apr. 21, 2015, at 5 p.m. ET. A live webcast of the conference call will be available on its investor relations Web site at http://investor.zixcorp.com. Alternatively, participants can access the conference call by dialing 1-800-706-7745 (U.S. toll-free) or 1-617-614-3472 (international) at least 15 minutes before the call and entering access code 67942450.

An audio replay of the conference will be available until Apr. 28, 2015, by dialing 1-888-286-8010 (U.S. toll-free) or 1-617-801-6888 (international) and entering the access code 46780682. An archive of the webcast will also be available on the ZixCorp investor relations Web site.

About Zix Corporation

ZixCorp is a leader in email data protection. ZixCorp offers industry-leading email encryption, a unique email DLP solution and an innovative email BYOD solution to meet your company’s data protection and compliance needs. ZixCorp is trusted by the nation’s most influential institutions in healthcare, finance and government for easy to use secure email solutions. ZixCorp is publicly traded on the Nasdaq Global Market under the symbol ZIXI, and its headquarters are in Dallas, Texas. For more information, visit www.zixcorp.com.

SOURCE Zix Corporation

ZixCorp Contacts

Investor Relations

Todd Kehrli or Jim Byers

(323) 468-2300

[email protected]

 

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Statements in this release that are not purely historical facts or that necessarily depend upon future events, including statements about forecasts of sales, revenue or earnings, potential benefits of the Cisco strategic relationship, or other statements about anticipations, beliefs, expectations, hopes, intentions or strategies for the future, may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Readers are cautioned not to place undue reliance on forward-looking statements. All forward-looking statements are based upon information available to ZixCorp on the date this release was issued. ZixCorp undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including risks or uncertainties related to market acceptance of new ZixCorp solutions and how privacy and data security laws may affect demand for ZixCorp email data protection solutions. ZixCorp may not succeed in addressing these and other risks. Further information regarding factors that could affect ZixCorp financial and other results can be found in the risk factors section of ZixCorp’s most recent filing on Form 10-K with the Securities and Exchange Commission.

 

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ZIX CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

 

		March 31, 2015 (unaudited)				December 31, 2014
ASSETS
Current assets:
Cash and cash equivalents		$	24,902,000			$	21,685,000
Receivables, net			1,045,000				1,452,000
Prepaid and other current assets			2,122,000				2,372,000
Deferred tax assets			1,331,000				1,763,000
Total current assets			29,400,000				27,272,000
Property and equipment, net			4,650,000				4,399,000
Goodwill			2,161,000				2,161,000
Deferred tax assets			49,782,000				49,892,000
Total assets		$	85,993,000			$	83,724,000
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses		$	3,014,000			$	3,436,000
Deferred revenue			21,102,000				21,587,000
Total current liabilities			24,116,000				25,023,000
Long-term liabilities:
Deferred revenue			1,153,000				898,000
Deferred rent			1,506,000				1,533,000
Total long-term liabilities			2,659,000				2,431,000
Total liabilities			26,775,000				27,454,000
Total stockholders’ equity			59,218,000				56,270,000
Total liabilities and stockholders’ equity		$	85,993,000			$	83,724,000

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ZIX CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

		Three Months Ended March 31,
		2015				2014
Revenue		$	13,073,000			$	12,162,000
Cost of revenue			2,213,000				2,025,000
Gross profit			10,860,000				10,137,000
Operating expenses:
Research and development			2,105,000				2,201,000
Selling, general and administrative			6,915,000				6,289,000
Total operating expenses			9,020,000				8,490,000
Operating income			1,840,000				1,647,000
Operating margin			14	%			14	%
Other income, net			23,000				62,000
Income before income taxes			1,863,000				1,709,000
Income tax benefit (expense)			(687,000	)			(650,000	)
Net income		$	1,176,000			$	1,059,000
Basic income per common share:		$	0.02			$	0.02
Diluted income per common share:		$	0.02			$	0.02
Shares used in per share calculation - basic			56,496,303				59,375,283
Shares used in per share calculation - diluted			57,395,616				60,891,563

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ZIX CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

		Three Months Ended March 31,
		2015				2014
Operating activities:
Net income		$	1,176,000			$	1,059,000
Non-cash items in net income			1,514,000				1,417,000
Changes in operating assets and liabilities			(161,000	)			(743,000	)
Net cash provided by operating activities			2,529,000				1,733,000
Investing activities:
Purchases of property and equipment			(616,000	)			(391,000	)
Net cash used in investing activities			(616,000	)			(391,000	)
Financing activities:
Proceeds from exercise of stock options			1,489,000				41,000
Purchase of Treasury Stock			(185,000	)			(6,403,000	)
Net cash used in financing activities			1,304,000				(6,362,000	)
Increase (Decrease) in cash and cash equivalents			3,217,000				(5,020,000	)
Cash and cash equivalents, beginning of period			21,685,000				27,518,000
Cash and cash equivalents, end of period		$	24,902,000			$	22,498,000

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ZIX CORPORATION

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Unaudited)

 

				Three Months Ended March 31,
				2015				2014
Revenue:
GAAP revenue				$	13,073,000			$	12,162,000
Cost of revenue
GAAP cost of revenue				$	2,213,000			$	2,025,000
Stock-based compensation charges (1)		(A)			(51,000	)			(51,000	)
Non-GAAP adjusted cost of revenue				$	2,162,000			$	1,974,000
Gross profit:
GAAP gross profit				$	10,860,000			$	10,137,000
Stock-based compensation charges (1)		(A)			51,000				51,000
Non-GAAP adjusted gross profit				$	10,911,000			$	10,188,000
Research and development expense
GAAP research and development expense				$	2,105,000			$	2,201,000
Stock-based compensation charges (1)		(A)			(66,000	)			(60,000	)
Non-GAAP adjusted research and development expense				$	2,039,000			$	2,141,000
Selling and marketing expense
GAAP selling and marketing expense				$	4,794,000			$	4,217,000
Stock-based compensation charges (1)		(A)			(151,000	)			(144,000	)
Non-GAAP adjusted selling and marketing expense				$	4,643,000			$	4,073,000
General and administrative expense
GAAP general and administrative expense				$	2,121,000			$	2,072,000
Stock-based compensation charges (1)		(A)			(200,000	)			(225,000	)
Non-recurring consulting and legal costs (2)		(B)			(167,000	)			(33,000	)
Non-GAAP adjusted general and administrative expense				$	1,754,000			$	1,814,000
Operating income:
GAAP operating income				$	1,840,000			$	1,647,000
Stock-based compensation charges (1)		(A)			468,000				480,000
Non-recurring litigation costs (2)		(B)			167,000				33,000
Non-GAAP adjusted operating income				$	2,475,000			$	2,160,000
Adjusted Operating Margin					18.9	%			17.8	%
Net income:
GAAP net income				$	1,176,000			$	1,059,000
Stock-based compensation charges (1)		(A)			468,000				480,000
Non-recurring consulting and legal costs (2)		(B)			167,000				33,000
Income tax impact		(C)			543,000				536,000
Non-GAAP adjusted net income				$	2,354,000			$	2,108,000
Diluted net income per common share:
GAAP net income				$	0.02			$	0.02
Adjustments per share		(A-C)		$	0.02			$	0.01
Non-GAAP adjusted net income				$	0.04			$	0.03
Shares used to compute Non-GAAP adjusted net income per share - diluted					57,395,616				60,891,563
Reconciliation of Net income to EBITDA and Adjusted EBITDA:		(D)
Net income				$	1,176,000			$	1,059,000
Income tax provision					687,000				650,000
Interest expense					—				—
Depreciation expense					504,000				399,000
EBITDA					2,367,000				2,108,000
Adjustments:
Share-based compensation expense		(A)			468,000				480,000
Non-recurring litigation costs		(B)			167,000				33,000
Adjusted EBITDA				$	3,002,000			$	2,621,000
Adjusted EBITDA margin					23.0	%			21.6	%
(1)    Stock-based compensation charges are included as follows:
Cost of revenues				$	51,000			$	51,000
Research and development					66,000				60,000
Selling and marketing					151,000				144,000
General and administrative					200,000				225,000
				$	468,000			$	480,000
(2)    Non-recurring litigation costs are included as follows:
General and administrative					167,000				33,000
				$	167,000			$	33,000

This presentation includes Non-GAAP measures. Our Non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations of these measures, see items (A) through (D) on the next page.

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ZIX CORPORATION

NOTES TO RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

USE OF NON-GAAP FINANCIAL INFORMATION

The Company occasionally utilizes financial measures and terms not calculated in accordance with generally accepted accounting principles in the United States (“GAAP”) in order to provide investors with an alternative method for assessing our operating results in a manner that enables investors to more thoroughly evaluate our current performance as compared to past performance. We also believe these Non-GAAP measures provide investors with a more informed baseline for modeling the Company’s future financial performance. Management uses these Non-GAAP financial measures to make operational and investment decisions, to evaluate the Company’s performance, to forecast and to determine compensation. Further, management utilizes these performance measures for purposes of comparison with its business plan and individual operating budgets and allocation of resources. We believe that our investors should have access to, and that we are obligated to provide, the same set of tools that we use in analyzing our results. These Non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. We have provided definitions below for certain Non-GAAP financial measures, together with an explanation of why management uses these measures and why management believes that these Non-GAAP financial measures are useful to investors. In addition, in our earnings release we have provided tables to reconcile the Non-GAAP financial measures utilized to GAAP financial measures.

ADJUSTED NON-GAAP MEASURES

Our Non-GAAP measures adjust GAAP Cost of revenue, Gross profit, Research and development expense, Selling and marketing expense, General and administrative expense, Operating income, Net income, Net income per share - diluted, and EBITDA for non-cash stock-based compensation expense, and non-recurring litigation expense to derive Non-GAAP adjusted Cost of revenue, adjusted Gross profit, adjusted Research and development expense, adjusted Selling and marketing expense, adjusted General and administrative expense, adjusted Operating income, adjusted Net income, adjusted Net income per share - diluted and adjusted EBITDA. We provide a reconciliation of these adjusted Non-GAAP measures to GAAP Gross profit, Operating income, Net income, Net income per share - diluted and EBITDA.

We do not provide a reconciliation of forward-looking adjusted Non-GAAP earnings per share to GAAP earnings per share. Our forward-looking adjusted Non-GAAP earnings per share information consistently excludes non-cash stock-based compensation expense. Additionally, the adjusted Non-GAAP earnings per share will consistently exclude non-recurring items that impact our ongoing business. See items (A) through (C) below for further information on the current quarter’s reconciling items.

Items (A) through (D) on the “Reconciliation of GAAP to Non-GAAP Financial Measures” table are listed to the right of certain categories under “Gross profit,” “Operating income,” “Net income,” “Net income per share - diluted” and “EBITDA” and correspond to the categories explained in further detail below under (A) through (D).

(A) Non-cash stock-based compensation charges relating to stock option grants, restricted stock, and restricted stock units awarded to and accounted for in accordance with Share-Based Payment accounting guidance. See (1) on previous page for breakdown of stock-based compensation. Because of varying valuation methodologies, subjective assumptions and varying award types, the Company believes that the exclusion of stock-based compensation charges provides for more accurate comparisons to our peer companies and for a more accurate comparison of our financial results to previous periods. Additionally, the Company believes it is useful to investors to understand the specific impact of non-cash stock-based compensation charges on our operating results.

(B) Non-recurring litigation costs. See item (2) on previous page for breakdown of non-recurring litigation costs. The Company’s management excludes these costs when evaluating the ongoing performance and/or predicting its earnings trends and therefore excludes these charges on our adjusted operating results.

(C) The Non-GAAP adjustment to the tax provision represents the non-cash tax expense included in the GAAP tax provision, including the current period utilization of deferred tax assets created in previous periods. The remaining provision for income taxes represents expected cash taxes to be paid.

(D) EBITDA represents earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA adds back stock-based compensation and non-recurring litigation expenses.

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