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Form 8-K EGAIN Corp For: Nov 09

November 9, 2016 4:12 PM

 

 

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 and Exchange Act of 1934

 

Date of Report:  November 9, 2016

(Date of earliest event reported)

 

eGAIN CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware

001-35314

77-0466366

(State or other jurisdiction

(Commission

(I.R.S. employer

of incorporation)

File Number)

Identification Number)

 

1252 Borregas Avenue,  Sunnyvale, California 94089

(Address of principal executive offices, including zip code)

 

(Former Name or Former Address, if Changed Since Last Report)

 

(408) 636-4500

(Registrant’s telephone number, including area code)

(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))

 

 

 

 


 

 

Item 2.02.RESULTS OF OPERATIONS AND FINANCIAL CONDITION 

The following information in this Item 2.02 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On November 9, 2016, eGain Corporation (“eGain” or the “Company”) issued a press release announcing results for its fiscal first quarter ended September 30, 2016. The press release contains forward-looking statements regarding eGain and includes cautionary statements identifying important factors that may cause actual results to differ materially from those anticipated. A copy of the press release is furnished herewith as Exhibit 99.1.

 

Item 9.01.FINANCIAL STATEMENTS AND EXHIBITS

 

(d)  Exhibits

 

 

 

 

 

EXHIBIT NO.

 

DESCRIPTION

99.1

 

Press release, dated November 9, 2016, of eGain Corporation

 

2


 

SIGNATURE

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 thereunto duly authorized.

, 2014

 

 

 

 

 

Date: November 9, 2016

 

 

eGAIN CORPORATION

 

 

 

 

 

By:

/s/  Eric N. Smit

 

 

Eric N. Smit

Chief Financial Officer
(Duly Authorized Officer and

Principal Financial and Accounting Officer)

 

 

3


 

EXHIBIT INDEX

 

 

 

 

 

EXHIBIT NO.

 

DESCRIPTION

99.1

 

Press release, dated November 9, 2016, of eGain Corporation

 

 

4


Exhibit 99.1

 

eGain Announces Fiscal 2017 First Quarter Financial Results

 

Sunnyvale, Calif. (November 9, 2016) – eGain (NASDAQ: EGAN), a leading provider of cloud customer engagement solutions, today announced financial results for its fiscal 2017 first quarter ended September 30, 2016.

 

Fiscal 2017 First Quarter Financial Summary

 

·

Total revenue was $14.7 million ($16.0 million on a constant currency basis), compared to $16.5 million in the same quarter a year ago

·

Subscription and support revenue was $10.9 million ($11.7 million on a constant currency basis), compared to $10.8 million in the same quarter a year ago

·

Professional services revenue was $2.2 million, down from $3.2 million in the prior year quarter, with margin improving to 5% compared to negative 6% in the prior year quarter

·

License revenue was $1.7 million, down from $2.4 million in the same quarter a year ago as the Company continued its transition to a SaaS based business. 

·

Gross margin increased to 66%, compared to 61% in the year ago quarter

·

GAAP net loss improved to $2.4 million, or $0.09 per share on a basic and diluted basis, compared to a GAAP net loss of $3.2 million, or a loss of $0.12 per share on a basic and diluted basis, for the year ago quarter

·

Adjusted EBITDA improved to $75,000, compared to an adjusted EBITDA loss of $769,000 in the year ago quarter

·

Cash flow generated from operations in the first quarter improved to $2.4 million, compared to cash flow used in operations of $5.6 million in the year ago quarter

·

New subscription ACV (non-GAAP), which is the annualized value of new cloud and term license contractual obligations signed in the quarter, was $1.9 million, up 63% year over year (82% on  a  constant currency basis)

·

New subscription and support ACV (non-GAAP), which is the annualized value of new cloud, support and term license contractual obligations signed in the quarter, was $2.1 million, up 15% year over year (30% on  a  constant currency basis)

 

Ashu Roy, eGain CEO, commented, “We are pleased with the continued acceleration in our shift to a SaaS based business model. As a result, during the quarter we saw a decrease in license revenue, reflecting our business mix shift to a SaaS model.”

 

Eric Smit, eGain CFO, added, “As we successfully transition to a SaaS based business, we drove significant year-over-year improvement in gross margin and net loss in the first quarter.  Despite the reduction in quarterly revenue, we achieved breakeven on an adjusted EBITDA basis and generated significant improvement in our cash flow from operations in the first quarter compared to the prior year.”

 

Non-GAAP Financial Measures

These reported results include Annual Contract Value (ACV), Constant Currency and Adjusted EBITDA as supplemental information relating to our operating results. Adjusted EBITDA is a non-GAAP financial measure, defined as net income/(loss), adjusted for the impact of purchase accounting adjustments to deferred revenue related to acquisitions, depreciation and amortization, stock-based compensation expense, interest expense, net, income tax provision (benefit), amortization of acquired intangible assets, acquisition-related expenses and severance and related charges. We define ACV as being the annualized value of new cloud and term license contractual obligations signed in the quarter. Constant currency growth rates presented are derived from converting the current period results for entities reporting in currencies other than U.S. Dollars into U.S. Dollars at the exchange rates in effect during the prior period presented rather than the actual exchange rates in effect during the current period. Non-GAAP results are presented for supplemental informational purposes only and should not be considered a substitute for financial information presented in accordance with generally accepted accounting principles, and may be different from non-GAAP measures used by other companies. eGain’s management uses these non-GAAP measures to compare the company’s performance to that of prior periods for trend analyses, and for budgeting and planning purposes. eGain believes that the use of these non-

1


 

GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing the company’s financial measures with other software companies, many of which present similar non-GAAP financial measures to investors, and that it allows for greater transparency with respect to key metrics used by management in its financial and operational decision-making.  Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP financial measures used in this press release are included with the financial tables at the end of this release. eGain urges investors to review the reconciliation and not to rely on any single financial measure to evaluate the company’s business.

 

Quarterly Conference Call

eGain will discuss its quarterly results today via teleconference at 2:00 p.m. Pacific Standard Time. To access the live call, please dial (888) 278-8471 (U.S. toll free) or (913) 312-1471 (international), and give the participant pass code 3718892. A live webcast of the call and slide presentation can be accessed from the investors section at www.egain.com. A replay of the conference call will also be available via telephone beginning approximately two hours after conclusion of the call and remain in effect for one week. To access the replay dial-in information, please click here. An archive of the webcast will also be available on the investors section at www.egain.com.

 

About eGain

eGain customer engagement solutions power digital transformation for leading brands. Our top-rated cloud applications for social, mobile, web, and contact centers help clients deliver connected customer journeys in an omnichannel world. To learn more about eGain, visit www.egain.com.

 

Cautionary Note Regarding Forward-Looking Statements. This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include our belief that we are seeing and will continue to see benefits of the Company’s transition to a SaaS based business, among other matters. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, the Company’s results could differ materially from the results expressed or implied by the forward-looking statements we make. The risks and uncertainties referred to above include, but are not limited to: our ability to capitalize on customer engagement; the success of organization changes; risks that our hybrid revenue model and lengthy sales cycles may negatively affect our operating results; risks related to our reliance on a relatively small number of customers for a substantial portion of our revenue; our ability to compete successfully and manage growth; our ability to develop and expand strategic and third party distribution channels; risks associated with new product releases; risks related to our international operations; our ability to invest resources to improve our products and continue to innovate; and other risks detailed from time to time in eGain’s filings with the Securities and Exchange Commission, including eGain’s annual report on Form 10-K filed on September 13, 2016, which is available on the Securities and Exchange Commission’s Web site at www.sec.gov. These forward-looking statements are based on current expectations and speak only as of the date hereof. The Company assumes no obligation to update these forward-looking statements.

 

eGain, the eGain logo, and all other eGain product names and slogans are trademarks or registered trademarks of eGain Corp. in the United States and/or other countries. All other company names and products mentioned in this release may be trademarks or registered trademarks of the respective companies.

 

MKR Group Investor Relations 

Todd Kehrli or Jim Byers 

Phone: 323-468-2300 

Email: [email protected] 

 

 

 

2


 

eGain Corporation

Condensed Consolidated Balance Sheets

(in thousands)

(unaudited)

 

 

 

 

 

 

 

 

 

    

September 30, 

    

June 30, 

 

 

2016

 

2016

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

9,469

 

$

11,780

Restricted cash

 

 

6

 

 

5

Accounts receivable, net

 

 

7,275

 

 

11,876

Deferred commissions

 

 

791

 

 

787

Prepaid Expense

 

 

1,168

 

 

1,480

Other current assets

 

 

531

 

 

426

Total current assets

 

 

19,240

 

 

26,354

Property and equipment, net

 

 

1,379

 

 

1,688

Deferred commissions, net of current portion

 

 

374

 

 

325

Intangible assets, net

 

 

4,260

 

 

4,839

Goodwill

 

 

13,186

 

 

13,186

Other assets

 

 

1,676

 

 

1,671

Total assets

 

$

40,115

 

$

48,063

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

1,907

 

$

2,099

Accrued compensation

 

 

3,138

 

 

5,642

Accrued liabilities

 

 

4,666

 

 

5,670

Deferred revenue

 

 

15,473

 

 

12,672

Capital lease obligations

 

 

273

 

 

329

Bank borrowings, net of deferred financing costs

 

 

831

 

 

828

Total current liabilities

 

 

26,288

 

 

27,240

Deferred revenue, net of current portion

 

 

2,511

 

 

3,045

Capital lease obligations, net of current portion

 

 

116

 

 

153

Bank borrowings, net of current portion and deferred financing costs

 

 

15,632

 

 

20,223

Other long term liabilities

 

 

1,902

 

 

1,679

Total liabilities

 

 

46,449

 

 

52,340

Stockholders' (deficit) equity:

 

 

 

 

 

 

Common stock

 

 

27

 

 

27

Additional paid-in capital

 

 

342,925

 

 

342,689

Notes receivable from stockholders

 

 

(81)

 

 

(81)

Accumulated other comprehensive loss

 

 

(1,545)

 

 

(1,663)

Accumulated deficit

 

 

(347,660)

 

 

(345,249)

Total stockholders' (deficit) equity

 

 

(6,334)

 

 

(4,277)

Total liabilities and stockholders' (deficit) equity

 

$

40,115

 

$

48,063

 

 

 

 

 

 

 

3


 

 

eGain Corporation

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

September 30, 

 

    

2016

    

2015

Revenue:

 

 

 

 

 

 

Subscription and support

 

$

10,863

 

$

10,842

License

 

 

1,650

 

 

2,426

Professional services

 

 

2,232

 

 

3,208

Total revenue

 

 

14,745

 

 

16,476

Cost of subscription and support

 

 

2,927

 

 

3,079

Cost of license

 

 

7

 

 

7

Cost of professional services

 

 

2,130

 

 

3,386

Total cost of revenue

 

 

5,064

 

 

6,472

Gross profit

 

 

9,681

 

 

10,004

Operating expenses:

 

 

 

 

 

 

Research and development

 

 

3,675

 

 

3,900

Sales and marketing

 

 

5,240

 

 

6,668

General and administrative

 

 

2,031

 

 

2,246

Total operating expenses

 

 

10,946

 

 

12,814

loss from operations

 

 

(1,265)

 

 

(2,810)

Interest expense, net

 

 

(422)

 

 

(333)

Other income, net

 

 

108

 

 

240

Loss before income tax provision

 

 

(1,579)

 

 

(2,903)

Income tax provision

 

 

(832)

 

 

(334)

Net loss

 

$

(2,411)

 

$

(3,237)

 

 

 

 

 

 

 

Per share information:

 

 

 

 

 

 

Basic and diluted net loss per common share

 

$

(0.09)

 

$

(0.12)

Weighted average shares used in computing basic and diluted net loss per common share

 

 

27,108

 

 

27,022

 

 

 

 

 

 

 

Summary of  amortization of purchased intangibles from business combinations in the costs and expenses above:

 

 

 

 

 

 

Cost of revenue

 

$

67

 

$

67

Research and development

 

$

437

 

$

437

Sales and marketing

 

$

67

 

$

172

General and administrative

 

$

8

 

$

19

 

 

 

 

 

 

 

Summary of stock-based compensation included in the costs and expenses above:

 

 

 

 

 

 

Cost of revenue

 

$

45

 

$

94

Research and development

 

$

88

 

$

147

Sales and marketing

 

$

58

 

$

132

General and administrative

 

$

45

 

$

140

 

 

 

 

4


 

eGain Corporation

GAAP to Non-GAAP Reconciliation Table

(in thousands)

(unaudited)

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

September 30, 

 

    

2016

    

2015

Revenue

 

$

14,745

 

$

16,476

Add: Purchase accounting adjustments to deferred revenue related to acquisitions

 

 

16

 

 

20

Non-GAAP Revenue

 

$

14,761

 

$

16,496

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

Net loss

 

$

(2,411)

 

$

(3,237)

Add: Purchase accounting adjustments to deferred revenue related to acquisitions

 

 

16

 

 

20

Depreciation and amortization

 

 

354

 

 

549

Stock-based compensation expense

 

 

236

 

 

513

Interest expense, net

 

 

422

 

 

333

Income tax provision

 

 

832

 

 

334

Amortization of acquired intangible assets

 

 

579

 

 

695

Severance and related charges

 

 

47

 

 

24

Adjusted EBITDA

 

$

75

 

$

(769)

 

 

 

 

 

 

 

 

 

 

 

5


 

eGain Corporation

Other GAAP to Non-GAAP Supplemental Financial Information

(in thousands)

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

September 30, 

 

Growth

Constant currency

 

2016

 

2015

 

rates

growth rates [5]

Total recurring revenue ACV[1]:

 

 

 

 

 

 

 

 

Subscription

$

26,299

 

$

23,168

 

14%

21%

Support

 

17,905

 

 

19,860

 

-10%

-1%

Total recurring revenue ACV

$

44,204

 

$

43,028

 

3%

11%

 

 

 

 

 

 

 

 

 

Backlog [2]

$

44,775

 

$

39,680

 

13%

20%

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

September 30, 

 

Growth

Constant currency

 

2016

 

2015

 

rates

growth rates [5]

New Subscription and support ACV [3]

 

 

 

 

 

 

 

 

Subscription

$

1,901

 

$

1,163

 

63%

82%

Support

 

238

 

 

691

 

-66%

-57%

Total new subscription and support ACV

$

2,139

 

$

1,854

 

15%

30%

 

 

 

 

 

 

 

 

 

Gross bookings [4]

$

12,740

 

$

13,900

 

-8%

5%

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

GAAP Subscription and support

$

10,863

 

$

10,842

 

0%

8%

GAAP License

 

1,650

 

 

2,426

 

 

 

GAAP Professional services

 

2,232

 

 

3,208

 

 

 

GAAP total revenue

 

14,745

 

 

16,476

 

 

 

Purchase accounting adjustments to
deferred revenue related to acquisitions

 

16

 

 

20

 

 

 

Non-GAAP revenue

$

14,761

 

$

16,496

 

-11%

-3%

 

 

 

 

 

 

 

 

 

Cost of revenue:

 

 

 

 

 

 

 

 

GAAP subscription and support

$

2,927

 

$

3,079

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(224)

 

 

(330)

 

 

 

Amortization of acquired intangible assets

 

(67)

 

 

(67)

 

 

 

Severance and related charges

 

(10)

 

 

 —

 

 

 

Non-GAAP subscription and support

$

2,626

 

$

2,682

 

 

 

6


 

 

 

 

 

 

 

 

 

 

GAAP professional services

$

2,130

 

$

3,386

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(31)

 

 

(69)

 

 

 

Stock-based compensation expense

 

(45)

 

 

(94)

 

 

 

Non-GAAP professional services

$

2,054

 

$

3,223

 

 

 

 

 

 

 

 

 

 

 

 

GAAP total cost of revenue

$

5,064

 

$

6,472

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(255)

 

 

(399)

 

 

 

Stock-based compensation expense

 

(45)

 

 

(94)

 

 

 

Amortization of acquired intangible assets

 

(67)

 

 

(67)

 

 

 

Severance and related charges

 

(10)

 

 

 —

 

 

 

Non-GAAP total cost of revenue

$

4,687

 

$

5,912

 

-21%

-15%

 

 

 

 

 

 

 

 

 

Gross profit:

 

 

 

 

 

 

 

 

Non-GAAP subscription and support

$

8,253

 

$

8,180

 

 

 

Non-GAAP license

 

1,643

 

 

2,419

 

 

 

Non-GAAP professional services

 

178

 

 

(15)

 

 

 

Non-GAAP gross profit

$

10,074

 

$

10,584

 

-5%

4%

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

GAAP research and development

$

3,675

 

$

3,900

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(46)

 

 

(71)

 

 

 

Stock-based compensation expense

 

(88)

 

 

(147)

 

 

 

Amortization of acquired intangible assets

 

(437)

 

 

(437)

 

 

 

Non-GAAP research and development

$

3,104

 

$

3,245

 

-4%

-1%

 

 

 

 

 

 

 

 

 

GAAP sales and marketing

$

5,240

 

$

6,668

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(33)

 

 

(61)

 

 

 

Stock-based compensation expense

 

(58)

 

 

(132)

 

 

 

Amortization of acquired intangible assets

 

(67)

 

 

(172)

 

 

 

Severance and related charges

 

(27)

 

 

(24)

 

 

 

Non-GAAP sales and marketing

$

5,055

 

$

6,279

 

-19%

-15%

 

 

 

 

 

 

 

 

 

GAAP general and administrative

$

2,031

 

$

2,246

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(20)

 

 

(18)

 

 

 

7


 

Stock-based compensation expense

 

(45)

 

 

(140)

 

 

 

Amortization of acquired intangible assets

 

(8)

 

 

(19)

 

 

 

Severance and related charges

 

(10)

 

 

 —

 

 

 

Non-GAAP general and administrative

$

1,948

 

$

2,069

 

-6%

-2%

 

 

 

 

 

 

 

 

 

GAAP operating expenses

$

10,946

 

$

12,814

 

 

 

Add back:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

(99)

 

 

(150)

 

 

 

Stock-based compensation expense

 

(191)

 

 

(419)

 

 

 

Amortization of acquired intangible assets

 

(512)

 

 

(628)

 

 

 

Severance and related charges

 

(37)

 

 

(24)

 

 

 

Non-GAAP operating expenses

$

10,107

 

$

11,593

 

-13%

-8%

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

 

 

Net loss

$

(2,411)

 

$

(3,237)

 

 

 

Add: Purchase accounting adjustments to deferred revenue related to acquisitions

 

16

 

 

20

 

 

 

Depreciation and amortization

 

354

 

 

549

 

 

 

Stock-based compensation expense

 

236

 

 

513

 

 

 

Interest expense, net

 

422

 

 

333

 

 

 

Income tax provision (benefit)

 

832

 

 

334

 

 

 

Amortization of acquired intangible assets

 

579

 

 

695

 

 

 

Severance and related charges

 

47

 

 

24

 

 

 

Adjusted EBITDA

$

75

 

$

(769)

 

 

 

 

 

 

 

 

 

 

 

 

 

 


[1] Annual Contract Value (ACV) is defined as the annualized value of the contractual obligations in place at the end of the reporting period.

[2] Backlog presented are derived from the deferred revenue on our balance sheets plus unbilled and uncollected contractual commitments.

[3] New Subscription and support ACV is defined as the annualized value of new cloud, term license and support contractual obligations signed in the reporting period.

[4] Gross bookings presented are derived from GAAP revenue plus the change in Backlog from the beginning and the end of the reporting period.

[5] Constant currency growth rates presented are derived from converting the current period results for entities reporting in currencies other than U.S. Dollars into U.S. Dollars at the exchange rates in effect during the prior period presented rather than the actual exchange rates in effect during the current period.

 

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