CDC Software Corporation (NASDAQ: CDCS), a global provider of enterprise
software solutions and services, today announced financial results for
the fourth quarter and year ended December 31, 2009. For the fourth
quarter of 2009, Adjusted EBITDA(a) nearly doubled to $14.8
million, from $7.8 million in the fourth quarter of 2008 and non-GAAP
earnings per share(a) almost quadrupled to $0.40 compared to
$0.11 in the fourth quarter of 2008. For the year ended December 31,
2009, CDC Software reported non-GAAP earnings per share of $1.31
compared to non-GAAP earnings per share of $0.66 for the year ended
December 31, 2008.
For the fourth quarter of 2009, Adjusted EBITDA margin was 27 percent
compared to 14 percent in the fourth quarter of 2008. For the full year
2009, Adjusted EBITDA increased 37 percent to $54.3 million compared to
$39.6 million in 2008.
For the fourth quarter of 2009, CDC Software posted revenue of $54.3
million and net income attributable to controlling interest of $7.0
million. This compares to revenue of $54.3 million, and a net loss
attributable to controlling interest of ($4.9) million for the fourth
quarter of 2008.
Fourth quarter 2009 earnings per share of $0.40 exceeded the First Call
consensus estimate, which was $0.35 per share. In addition, during the
fourth quarter, CDC Software generated license revenue of $10.5 million,
compared to $7.6 million in the third quarter of 2009 and a 40 percent
increase from $7.5 million for the average of the first three quarters
of 2009. First Call consensus analyst estimates for license revenue in
the fourth quarter of 2009 were $7.9 million. Organic license revenue in
the fourth quarter, which does not include revenue from the company’s
recent acquisitions, was $9.7 million, a 29 percent increase from $7.5
million, the average of the first three quarters of 2009.
Operating cash flow for the full year ended December 31, 2009 increased
by 56 percent to $53.0 million compared to $33.9 million for the full
year ended December 31, 2008. In the fourth quarter of 2009, CDC
Software’s operating cash flow was $6.1 million due primarily to
increased working capital requirements resulting from organic growth in
revenue.
For the year ended December 31, 2009, the company reported revenue of
$203.9 million, and net income attributable to controlling interest of
$23.2 million. This compared to revenue of $240.8 million and a net loss
attributable to controlling interest of $0.9 million for the year ended
December 31, 2008.
"We are pleased with our fourth quarter results, which again exceeded
Wall Street consensus estimates in many of our key financial metrics
including non-GAAP earnings per share and license revenue,” said Peter
Yip, CEO of CDC Software. "Our cash flow from operations for 2009 of
$53.0 million represents a record for CDC Software.
"Our robust performance in the fourth quarter, especially our
improvements in Adjusted EBITDA margin and license revenue, primarily
resulted from our strategies executed last year, which focused on
disciplined cost controls while still pursuing growth. The company’s
organic license revenue in the fourth quarter is attributed in
significant part to growth from our core vertical markets, a shortened
sales cycle and improved cross selling. Our disciplined acquisition
strategy, along with our other growth initiatives that include
geographic expansion through resellers and partners, as well as our
ongoing programs to drive operational cost efficiencies, are part of our
continuing plans to promote long-term growth and profitability for CDC
Software.”
During the fourth quarter, license revenue, recurring revenue, services
revenue and hardware revenue were, 19 percent, 48 percent, 29 percent
and 4 percent, respectively, of total revenue. Maintenance revenue in
the fourth quarter was $25.3 million compared to $24.9 million in the
fourth quarter of 2008. CDC Software also continued to achieve a high
maintenance retention rate of approximately 90 percent. Professional
services revenue in the fourth quarter of 2009 was $15.8 million, up
from $14.9 million in the third quarter of 2009.
CDC Software’s balance sheet continued to be solid with cash on hand of
$40.3 million at the end of December 31, 2009. DSOs (days sales
outstanding) in the fourth quarter of 2009 improved to 73 days, compared
to 79 days for third quarter 2009 and 101 days for the fourth quarter of
2008. Accounts receivable as of Dec. 31, 2009 was $45.4 million,
compared to $53.0 million as of December 31, 2008. Deferred revenue as
of December 31, 2009 was $53.2 million, compared to $54.5 million as of
December 31, 2008.
GAAP net income margin improved to 13 percent in the fourth quarter of
2009, compared to a negative 9 percent in the fourth quarter of 2008.
Gross margin improved to 56 percent during the fourth quarter of 2009
compared to 50 percent the same quarter of 2008.
SaaS Strategy
In the fourth quarter of 2009, CDC Software acquired two Software as a
Service (SaaS) companies, gomembers, a provider of SaaS and on-premise
enterprise solutions for the Not-For-Profit (NFP) and Non-Governmental
Organizations (NGO) market, and Truition, an on-demand e-Commerce
platform provider for retailers and brand manufacturers, as part of CDC
Software’s previously announced strategy to expand its offerings in the
growing on-demand software market. For the fourth quarter 2009, CDC
Software reported $616,000 in SaaS revenue, and closed $1 million in
SaaS business. The SaaS revenue includes sales from CDC MarketFirst, as
well as approximately one month of revenue from CDC gomembers and CDC
eCommerce (Truition) since those acquisitions closed late in the fourth
quarter. SaaS revenue is a new line item appearing in the company’s
financial results this quarter and going forward. With an average
maintenance retention rate of 90 percent, CDC Software strives to
develop recurring revenue streams, which includes SaaS revenue plus
maintenance revenue, to reach closer to 70 percent of total revenue over
the next few years.
Acquire, Integrate, Innovate and Grow
At the core of CDC Software’s financial results has been the execution
of its "acquire, integrate, innovate and grow” strategy. CDC Software
believes this strategy positions the company well for long-term growth
and profitability.
Acquire
CDC Software completed four acquisitions during 2009 including: WKD
Solutions (Categoric), a developer of supply chain event management
software which adds new functionality for CDC’s Supply Chain solutions;
Activplant, a provider of enterprise manufacturing intelligence
solutions for the plant floor that holds significant cross-selling
opportunities for CDC Factory business; gomembers, an on-demand solution
for member-based organizations and Truition, a leading on-demand
eCommerce platform. CDC gomembers and CDC eCommerce (Truition) are at
the center of CDC Software’s SaaS expansion strategy. CDC Software also
acquired PeoplePoint, a provider of aged care software solutions in
January 2010. This month, CDC Software completed the acquisition of
computility, an association management software solution with integrated
web modules and web collaboration tools that automate processes such as
membership, events services, communications and financials. The
computility acquisition adds web-based functionality and breadth to the
CDC gomembers on-demand platform for the Not-For-Profit (NFP) market.
CDC Software’s mergers and acquisitions pipeline focuses on companies
that typically match a subscale profile and fit synergistically, as well
as add new functionality within the company’s product roadmap. For SaaS
acquisitions, CDC Software is focusing on companies that can complement
its current SaaS solutions and expand their vertical markets.
Integrate
The integration portion of CDC Software’s strategy is fueled by its
global scalable business and technology infrastructure that features
multiple complementary applications and services, domain expertise in
vertical markets, cost effective product engineering centers in India
and China and a worldwide network of direct sales and channel operations.
CDC Software’s integration activities are based on three cornerstones.
The first is a common integration strategy which includes the company’s
commitment to providing cohesive solutions, active involvement in
developing integration standards and its application supporting a
service-oriented architecture. The second is the use of common
integration principles including a model based on Open Applications
Group Integration Specification (OAGIS), point-to-point integration
replaced by a service bus architecture, and a clear distinction between
online, event-driven and batch-oriented architectures. The third
cornerstone is the adoption of common integration technologies including
a common on ramp to CDC Software applications and an internal service
bus, a common service adapter model to hook up to the service bus and
web services to provide interoperability between platforms.
By leveraging this corporate solution architecture, CDC Software
believes it has achieved a successful track record of integrating
software/technology companies that promote innovation and add new
functionality as part of the company’s product roadmap. CDC Software’s
business and technology infrastructure also helps integrate its
acquisitions by driving more cross-sell synergy to its 6,000 customers
globally, eliminating redundant expenses, streamlining efficiencies and
positioning these businesses for organic growth and profitability.
As an illustration of this strategy, CDC Xalerts supply chain event
management product, has been a popular cross-selling solution to the
company’s CDC Supply Chain installed base, while CDC Activplant, CDC
eCommerce and CDC gomembers have been exceeding internal expectations
and reporting solid performance. Both CDC eCommerce and gomembers, for
example, are preparing for international expansion with gomembers
targeting Canada, U.K. and Australia while CDC Truition plans to expand
in Latin America and Asia.
Innovate
The key enabler in the "innovate” component of CDC Software’s corporate
strategy is the company’s global technology platform. This global
infrastructure delivers applications and services by leveraging
state-of-the-art product engineering centers in India and China that
utilize the Agile development methodology. Through this Agile
development methodology and domain expertise, CDC Software believes it
has achieved fast speed-to-market delivery and enhanced quality in its
products, as well as building an exceptional collaborative product
development organization.
During the fourth quarter of 2009, CDC Software introduced several new
products and version upgrades for its core ERP, SCM and CRM
applications, and also began marketing its recently acquired products
from Activplant, gomembers and Truition. Major new releases included:
CDC Ross Enterprise Performance Management, Financial Budgeting and
Reporting 6.3.2, CDC Supply Chain Customer Collaboration 2.2, CDC
Pivotal Hand Held Solutions for Windows, Mobile, MRM 6.0, CDC Contact
Management 6.0 and CDC Activplant’s ActivEssentials 6.0.
CDC Software also is developing other upgrades to enhance its current
SaaS offerings. In addition to upgrades delivered for CDC gomembers and
CDC eCommerce, CDC has piloted CDC Respond on the Microsoft Azure
platform and plans further partnerships with Microsoft to leverage this
newly released Cloud infrastructure. CDC is also utilizing key parts of
its SaaS portfolio to build reference architectures for both
Microsoft.Net and Java for future SaaS offerings. Furthermore, the
company is consolidating its hosting infrastructure to provide worldwide
delivery and support for its SaaS customers.
Grow
The company has continued its previously announced initiatives to
accelerate organic growth. In the fourth quarter, CDC Software added new
resellers to its channel to expand its pipeline and target emerging high
growth regions. The company is also focusing its channel growth in
Brazil, Russia, India and China.
With its Franchise Partner Program, CDC Software has already tapped into
other high growth regions such as in Latin America, India and China.
Through the Franchise Partner Program, CDC Software funds investments,
through the acquisition of majority control or minority stakes, in
strategic partners located in high growth geographies. CDC Software
plans to add Franchise Partners next in Brazil and Russia. The company
believes that leveraging resellers in emerging markets such as these can
accelerate the company’s organic revenue growth rate.
In the fourth quarter of 2009, the company initiated an OEM strategy to
resell its solutions directly into third party software providers. In
addition to its OEM agreement with Pilgrim Software in the fourth
quarter, CDC Software has added three new OEM partnerships in 2009.
These partnerships are expected to help CDC Software expand its
footprint in the company’s traditional vertical markets as well as in
new markets. CDC Software believes that by adding OEM channels, it not
only increases sales productivity, but also improves profit margins.
"We believe we are executing efficiently on our "acquire, integrate,
innovate and grow” strategy which we believe is evident by the increase
we have seen in organic license revenue and our operating metrics,” said
Bruce Cameron, president of CDC Software. "With our increased
cross-selling and the significant expansion in our global
partner/reseller channel, we have also seen an increase in our first
quarter pipeline. Even though we are seeing a slow economic recovery, we
are cautiously optimistic that our pipeline will show steady growth this
year. With our SaaS strategy and acquisitions of subscale companies with
sticky maintenance revenue, we expect the majority of CDC Software’s
revenue to continue to come from recurring sources.”
Furthermore, during the fourth quarter of 2009, CDC Software added
approximately 100 new customers and signed upgrade and expansion
agreements with approximately 400 enterprise software customers. New
customers accounted for 25 percent of total software license revenue
during the quarter.
Yip concluded, "Last year was challenging for virtually every business
and that is why we are especially proud of our strong results for the
fourth quarter and year. Overall, we remain cautiously optimistic on our
long-term fundamental business prospects. Our confidence stems not only
from our improved pipeline and marginally improving economy, but also
our $49.2 million in total contracted and unrecognized recurring revenue
at the end of the fourth quarter of 2009.”
Conference Call
The Company's senior management will host a conference call for
financial analysts and investors, Thursday, February 25th, 2010 at 8:30
AM EST.
USA-based Toll Free Number: +1 (888)
603-6873
International: +1 (973) 582-2706
Pass code: # 56068282 Call Leader: Monish Bahl
This call is being webcast by CCBN and can be accessed at CDC Software's
corporate web site at www.cdcsoftware.com.
The webcast is also being distributed over CCBN's Investor Distribution
Network to both institutional and individual investors. Individual
investors can listen to the call through CCBN's individual investor
center at www.fulldisclosure.com
or by visiting any of the investor sites in CCBN's Individual Investor
Network. Institutional investors can access the call via CCBN's
password-protected event management site, StreetEvents (www.streetevents.com).
Instant Replay
For those unable to call in, a digital instant replay will be available
after the call until March 11, 2010. U.S. based Toll Free Number: +1800-642-1687,
U.S.-based Toll Number: +1 706-645-9291. Conference ID number: #
56068282.
Footnotes:
All dollar amounts are in U.S. dollars
(a) Adjusted Financial Measures
This press release includes Adjusted EBITDA and Adjusted EBITDA Margin,
as well as Non-GAAP Earnings per share, which are not prepared in
accordance with GAAP ("Non-GAAP Financial Measures"). Non-GAAP Financial
Measures are not alternatives for measures such as net income, earnings
per share and cash and cash equivalents prepared under generally
accepted accounting principles in the United States ("GAAP"). These
Non-GAAP Financial measures may also be different from non-GAAP measures
used by other companies. Non-GAAP Financial Measures should not be used
as a substitute for, or considered superior to, measures of financial
performance prepared in accordance with GAAP.
Investors should be aware that these Non-GAAP Financial Measures have
inherent limitations, including their variance from certain of the
financial measurement principals underlying GAAP, should not be
considered as a replacement for GAAP performance measures, and should be
read in conjunction with our consolidated financial statements prepared
in accordance with GAAP. These supplemental Non-GAAP Financial Measures
should not be construed as an inference that the Company's future
results will be unaffected by similar adjustments to net earnings
determined in accordance with GAAP. Reconciliations of Non-GAAP
Financial Measures to GAAP are provided herein immediately following the
financial statements included in this press release.
FASB Accounting Standards Codification 810, Consolidation (ASC
810)
In January 2009, the Company adopted the applicable sections of ASC 810
that requires reporting entities to present noncontrolling interests in
any of its consolidated entities as equity (as opposed to a liability or
mezzanine equity) and provides guidance on the accounting for
transactions between an entity and noncontrolling interests. After the
adoption of ASC 810, net income (loss) is now referred to as net income
(loss) attributable to controlling interest on the consolidated
statement of operations.
Special Note Regarding CDC Software Financial Results
The financial results provided herein apply only to CDC Software
Corporation, a subsidiary of CDC Corporation. These financial results do
not apply to, and are not indicative of, the consolidated financial
results of CDC Corporation, or the financial results of CDC Games
Corporation, China.com, Inc. or any of their respective subsidiaries.
Investors are cautioned not to place reliance on the financial results
set forth herein for purposes of any investment decision with respect to
the shares of CDC Corporation, and should read the foregoing in
conjunction with the reports and other materials filed with the United
States Securities and Exchange Commission by CDC Corporation and CDC
Software Corporation, from time to time.
About CDC Software
CDC Software (NASDAQ: CDCS), The Customer-Driven Company™, is a provider
of enterprise software applications and a full range of services
designed to help organizations deliver a superior customer experience,
while increasing efficiencies and profitability. Leveraging a
service-oriented architecture (SOA), CDC Software offers multiple
delivery options for their solutions including on-premise, hosted,
cloud-based SaaS or blended-hybrid deployment offerings. CDC Software’s
solutions include enterprise requirements planning (ERP), manufacturing
operations management, enterprise manufacturing intelligence, supply
chain management (demand management, order management and warehouse and
transportation management), e-Commerce, human capital management,
customer relationship management (CRM), complaint management and aged
care solutions.
CDC Software’s recent acquisitions are part of its "acquire, integrate,
innovate and grow” strategy. Fueling the success of this strategy is the
company’s global scalable business and technology infrastructure
featuring multiple complementary applications and services, domain
expertise in vertical markets, cost effective product engineering
centers in India and China, a highly collaborative and fast product
development process utilizing Agile methodologies, and a worldwide
network of direct sales and channel operations. This strategy has helped
CDC Software deliver innovative and industry-specific solutions to more
than 6,000 customers worldwide within the manufacturing, distribution,
transportation, retail, government, real estate, financial services,
health care, and not-for-profit industries. For more information, please
visit www.cdcsoftware.com.
About CDC Corporation
The CDC family of companies includes CDC Software (NASDAQ: CDCS) focused
on enterprise software applications and services, CDC Global Services
focused on IT consulting services, and outsourced R&D and application
development, CDC Games focused on online games, and China.com, Inc.
(HKGEM:8006) focused on portals for the greater China markets. For more
information about CDC Corporation (NASDAQ: CHINA), please visit www.cdccorporation.net.
Cautionary Note Regarding Forward-Looking Statements
This press release includes "forward-looking statements" within the
meaning of the United States Private Securities Litigation Reform Act of
1995. These forward-looking statements include statements regarding our
beliefs regarding our "acquire, integrate, innovate and grow” strategy
and its effect on our positioning for long-term growth and
profitability, our beliefs regarding our track record of integrating
software and technology companies that promote innovation and add new
functionality as part of our product roadmap, our beliefs regarding our
use of the Agile development process and its effects on speed to market
delivery, product quality and our collaborative product development
organization, our plans and expectations for future partnerships with
Microsoft and other third parties, our beliefs regarding leveraging
resellers and the effects thereof on the company’s organic growth rate,
our beliefs regarding the addition of OEM channels and the effects
thereof on the company’s sales productivity and profit margins, our
beliefs regarding the effective execution on our corporate strategies
and the effects thereof, our expectations regarding future revenues and
the proportion of which may come from recurring sources, our beliefs
regarding our strategic position as a platform for growth both
acquisitions and organically, our beliefs regarding our scalable
infrastructure, our beliefs regarding our ability to leverage our global
sales and marketing engine, using our lower cost, high quality offshore
development centers in India and China, and our back office support
systems, and the benefits thereof, our beliefs regarding the benefits of
our infrastructure, our beliefs regarding our strategic position for
growth and expansion, our beliefs regarding our metrics and leading
indicators, our expectations about improvements in certain financial
measures at CDC Software and the continuation of trends we may have seen
or are seeing, and other statements that are not historical fact, the
achievement of which involve risks, uncertainties and assumptions. These
statements are based on management's current expectations and are
subject to risks and uncertainties and changes in circumstances. There
are important factors that could cause actual results to differ
materially from those anticipated in the forward looking statements,
including the following: (a) the ability to realize strategic objectives
by taking advantage of market opportunities in targeted geographic
markets; (b) the ability to make changes in business strategy,
development plans and product offerings to respond to the needs of
current, new and potential customers, suppliers and strategic partners;
(c) the effects of restructurings and rationalization of operations in
our companies; (d) the ability to address technological changes and
developments including the development and enhancement of products; (e)
the ability to develop and market successful products and services; (f)
the entry of new competitors and their technological advances; (g) the
need to develop, integrate and deploy enterprise software applications
to meet customer's requirements; (h) the possibility of development or
deployment difficulties or delays; (i) the dependence on customer
satisfaction with the company's games, software products and services;
(j) continued commitment to the deployment of the products, including
enterprise software solutions; (k) risks involved in developing software
solutions and integrating them with third-party software and services;
(l) the continued ability of the company's products and services to
address client-specific requirements; (m) demand for and market
acceptance of new and existing enterprise software and services and the
positioning of the company's solutions; and (n) the ability of staff to
operate the enterprise software and extract and utilize information from
the company's products and services. If any such risks or uncertainties
materialize or if any of the assumptions proves incorrect, our results
could differ materially from the results expressed or implied by the
forward-looking statements we make. Also, the results and benefits
experienced by customers and users set forth in this press release may
differ from those of other users and customers. Further information on
risks or other factors that could cause results to differ is detailed in
our filings or submissions with the United States Securities and
Exchange Commission, and those of our ultimate parent company, CDC
Corporation. All forward-looking statements included in this press
release are based upon information available to management as of the
date of the press release, and you are cautioned not to place undue
reliance on any forward looking statements which speak only as of the
date of this press release. The company assumes no obligation to update
or alter the forward looking statements whether as a result of new
information, future events or otherwise. Historical results are not
indicative of future performance.
|
CDC Software
|
|
Unaudited Consolidated Balance Sheets
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2008
|
|
2009
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
27,341
|
|
|
$
|
40,349
|
|
|
Restricted cash
|
|
|
3,677
|
|
|
|
113
|
|
|
Accounts receivable (net of allowance of $4,644 and $4,390 at
December 31, 2008 and December 31, 2009, respectively)
|
|
|
53,014
|
|
|
|
45,360
|
|
|
Marketable securities
|
|
|
-
|
|
|
|
1,084
|
|
|
Prepayments and other current assets
|
|
|
7,333
|
|
|
|
7,970
|
|
|
Deferred tax assets
|
|
|
7,089
|
|
|
|
4,403
|
|
|
Total current assets
|
|
|
98,454
|
|
|
|
99,279
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
5,711
|
|
|
|
5,288
|
|
|
Goodwill
|
|
|
135,987
|
|
|
|
152,939
|
|
|
Intangible assets
|
|
|
72,907
|
|
|
|
72,032
|
|
|
Deferred tax assets
|
|
|
32,664
|
|
|
|
33,640
|
|
|
Receivable from Parent
|
|
|
-
|
|
|
|
34,166
|
|
|
Note receivable due from related parties
|
|
|
600
|
|
|
|
680
|
|
|
Investment in cost method investees
|
|
|
740
|
|
|
|
604
|
|
|
Other assets
|
|
|
1,218
|
|
|
|
1,589
|
|
|
Total assets
|
|
$
|
348,281
|
|
|
$
|
400,217
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$
|
10,429
|
|
|
$
|
12,185
|
|
|
Purchase consideration payables
|
|
|
355
|
|
|
|
2,184
|
|
|
Income tax payable
|
|
|
2,259
|
|
|
|
4,101
|
|
|
Short-term bank loans
|
|
|
5,876
|
|
|
|
4,364
|
|
|
Short-term loan from Parent
|
|
|
19,530
|
|
|
|
-
|
|
|
Accrued liabilities
|
|
|
23,578
|
|
|
|
23,048
|
|
|
Restructuring accruals, current portion
|
|
|
1,974
|
|
|
|
2,005
|
|
|
Deferred revenue
|
|
|
54,507
|
|
|
|
53,152
|
|
|
Deferred tax liabilities
|
|
|
351
|
|
|
|
1,182
|
|
|
Total current liabilities
|
|
|
118,859
|
|
|
|
102,221
|
|
|
|
|
|
|
|
|
Deferred tax liabilities
|
|
|
25,460
|
|
|
|
22,181
|
|
|
Restructuring accruals, net of current portion
|
|
|
239
|
|
|
|
9
|
|
|
Purchase consideration payables, net of current portion
|
|
|
-
|
|
|
|
810
|
|
|
Other liabilities
|
|
|
8,599
|
|
|
|
9,628
|
|
|
Total liabilities
|
|
|
153,157
|
|
|
|
134,849
|
|
|
|
|
|
|
|
|
Contingencies and commitments
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders' equity:
|
|
|
|
|
|
Class A ordinary shares, $0.001 par value; 50,000,000 shares
authorized; Nil and 4,800,000 shares issued as of December 31,
2008 and December 31, 2009, respectively; Nil and 4,679,037 shares
outstanding as of December 31, 2008 and December 31, 2009,
respectively
|
|
|
-
|
|
|
|
5
|
|
|
Class B ordinary shares, $0.001 par value; 27,000,000 shares
authorized; Nil and 24,200,000 shares issued and outstanding as of
December 31, 2008 and December 31, 2009, respectively
|
|
|
-
|
|
|
|
24
|
|
|
Additional paid-in capital
|
|
|
-
|
|
|
|
248,729
|
|
|
Equity investment
|
|
|
203,817
|
|
|
|
-
|
|
|
Common stock held in treasury; Nil and 120,963 shares at December
31, 2008 and December 31, 2009, respectively
|
|
|
-
|
|
|
|
(1,118
|
)
|
|
Retained earnings (accumulated deficit)
|
|
|
(5,430
|
)
|
|
|
17,792
|
|
|
Accumulated other comprehensive loss
|
|
|
(3,580
|
)
|
|
|
(234
|
)
|
|
Total shareholders' equity
|
|
|
194,807
|
|
|
|
265,198
|
|
|
|
|
|
|
|
|
Noncontrolling interest
|
|
|
317
|
|
|
|
170
|
|
|
Total equity
|
|
|
195,124
|
|
|
|
265,368
|
|
|
Total liabilities and shareholders' equity
|
|
$
|
348,281
|
|
|
$
|
400,217
|
|
|
CDC Software
|
|
Unaudited Combined Statement of Operations
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
December 31,
|
|
|
|
2009
|
|
2009
|
|
REVENUE:
|
|
|
|
|
|
Licenses (including royalties from related parties of $724 and $176,
respectively)
|
|
$
|
7,618
|
|
|
$
|
10,511
|
|
|
Maintenance (including royalties from related parties of $61 and
$49, respectively)
|
|
|
25,414
|
|
|
|
25,343
|
|
|
Professional services (including royalties from related parties of
$32 and $Nil, respectively)
|
|
|
14,882
|
|
|
|
15,800
|
|
|
Hardware
|
|
|
697
|
|
|
|
2,056
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
616
|
|
|
Total revenue
|
|
|
48,611
|
|
|
|
54,326
|
|
|
|
|
|
|
|
|
COST OF REVENUE:
|
|
|
|
|
|
Licenses
|
|
|
4,318
|
|
|
|
4,868
|
|
|
Maintenance
|
|
|
3,834
|
|
|
|
3,609
|
|
|
Professional services
|
|
|
12,613
|
|
|
|
13,443
|
|
|
Hardware
|
|
|
680
|
|
|
|
1,525
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
411
|
|
|
Total cost of revenue
|
|
|
21,445
|
|
|
|
23,856
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
27,166
|
|
|
|
30,470
|
|
|
Gross margin %
|
|
|
56
|
%
|
|
|
56
|
%
|
|
|
|
|
|
|
|
OPERATING EXPENSES:
|
|
|
|
|
|
Sales and marketing expenses
|
|
|
7,783
|
|
|
|
8,627
|
|
|
Research and development expenses
|
|
|
4,001
|
|
|
|
5,297
|
|
|
General and administrative expenses
|
|
|
9,369
|
|
|
|
9,425
|
|
|
General and administrative expenses allocated to Parent
|
|
|
(2,304
|
)
|
|
|
(2,246
|
)
|
|
Exchange gain on deferred tax assets
|
|
|
(865
|
)
|
|
|
(39
|
)
|
|
Amortization expenses
|
|
|
1,094
|
|
|
|
1,151
|
|
|
Restructuring and other charges
|
|
|
900
|
|
|
|
1,176
|
|
|
Total operating expenses
|
|
|
19,978
|
|
|
|
23,391
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
7,188
|
|
|
|
7,079
|
|
|
Operating margin %
|
|
|
15
|
%
|
|
|
13
|
%
|
|
|
|
|
|
|
|
Other income, net
|
|
|
796
|
|
|
|
144
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
7,984
|
|
|
|
7,223
|
|
|
Income tax expense
|
|
|
(1,834
|
)
|
|
|
(180
|
)
|
|
|
|
|
|
|
|
Net income
|
|
|
6,150
|
|
|
|
7,043
|
|
|
Net loss (income) attributable to noncontrolling interest
|
|
|
91
|
|
|
|
(10
|
)
|
|
|
|
|
|
|
|
Net income attributable to controlling interest
|
|
$
|
6,241
|
|
|
$
|
7,033
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited pro forma information (1):
|
|
|
|
|
|
Net income attributable to controlling interest per class A ordinary
share - basic and diluted
|
|
$
|
0.22
|
|
|
$
|
0.24
|
|
|
Net income attributable to controlling interest per class B ordinary
share - basic and diluted
|
|
$
|
0.22
|
|
|
$
|
0.24
|
|
|
Weighted average shares of class A outstanding - basic and diluted
|
|
|
4,799,740
|
|
|
|
4,760,880
|
|
|
Weighted average shares of class B outstanding - basic and diluted
|
|
|
24,200,000
|
|
|
|
24,200,000
|
|
|
Total weighted average shares - basic and diluted
|
|
|
28,999,740
|
|
|
|
28,960,880
|
|
|
|
|
|
|
|
|
(1) Unaudited pro forma basic and diluted earnings per share are
presented after giving effect to the recapitalization and issuance
of 29,000,000 shares upon the effectiveness of the registration
statement in August 2009.
|
|
CDC Software
|
|
Unaudited Combined Statement of Operations
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
December 31,
|
|
|
|
2008
|
|
2009
|
|
REVENUE:
|
|
|
|
|
|
Licenses (including royalties from related parties of $249 and $176,
respectively)
|
|
$
|
9,333
|
|
|
$
|
10,511
|
|
|
Maintenance (including royalties from related parties of $56 and
$49, respectively)
|
|
|
24,866
|
|
|
|
25,343
|
|
|
Professional services
|
|
|
19,030
|
|
|
|
15,800
|
|
|
Hardware
|
|
|
1,069
|
|
|
|
2,056
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
616
|
|
|
Total revenue
|
|
|
54,298
|
|
|
|
54,326
|
|
|
|
|
|
|
|
|
COST OF REVENUE:
|
|
|
|
|
|
Licenses
|
|
|
4,474
|
|
|
|
4,868
|
|
|
Maintenance
|
|
|
3,897
|
|
|
|
3,609
|
|
|
Professional services
|
|
|
17,791
|
|
|
|
13,443
|
|
|
Hardware
|
|
|
1,101
|
|
|
|
1,525
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
411
|
|
|
Total cost of revenue
|
|
|
27,263
|
|
|
|
23,856
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
27,035
|
|
|
|
30,470
|
|
|
Gross margin %
|
|
|
50
|
%
|
|
|
56
|
%
|
|
|
|
|
|
|
|
OPERATING EXPENSES:
|
|
|
|
|
|
Sales and marketing expenses
|
|
|
10,677
|
|
|
|
8,627
|
|
|
Research and development expenses
|
|
|
6,597
|
|
|
|
5,297
|
|
|
General and administrative expenses
|
|
|
11,348
|
|
|
|
9,425
|
|
|
General and administrative expenses allocated to Parent
|
|
|
(3,103
|
)
|
|
|
(2,246
|
)
|
|
Exchange (gain) loss on deferred tax assets
|
|
|
2,487
|
|
|
|
(39
|
)
|
|
Amortization expenses
|
|
|
1,737
|
|
|
|
1,151
|
|
|
Restructuring and other charges
|
|
|
1,351
|
|
|
|
1,176
|
|
|
Total operating expenses
|
|
|
31,094
|
|
|
|
23,391
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
(4,059
|
)
|
|
|
7,079
|
|
|
Operating margin %
|
|
|
-7
|
%
|
|
|
13
|
%
|
|
|
|
|
|
|
|
Other income, net
|
|
|
323
|
|
|
|
144
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
(3,736
|
)
|
|
|
7,223
|
|
|
Income tax expense
|
|
|
(1,204
|
)
|
|
|
(180
|
)
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(4,940
|
)
|
|
|
7,043
|
|
|
Net loss (income) attributable to noncontrolling interest
|
|
|
80
|
|
|
|
(10
|
)
|
|
|
|
|
|
|
|
Net income (loss) attributable to controlling interest
|
|
$
|
(4,860
|
)
|
|
$
|
7,033
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited pro forma information (1):
|
|
|
|
|
|
Net income attributable to controlling interest per class A ordinary
share - basic and diluted
|
|
$
|
(0.17
|
)
|
|
$
|
0.24
|
|
|
Net income attributable to controlling interest per class B ordinary
share - basic and diluted
|
|
$
|
(0.17
|
)
|
|
$
|
0.24
|
|
|
Weighted average shares of class A outstanding - basic and diluted
|
|
|
4,800,000
|
|
|
|
4,760,880
|
|
|
Weighted average shares of class B outstanding - basic and diluted
|
|
|
24,200,000
|
|
|
|
24,200,000
|
|
|
Total weighted average shares - basic and diluted
|
|
|
29,000,000
|
|
|
|
28,960,880
|
|
|
|
|
|
|
|
|
(1) Unaudited pro forma basic and diluted earnings per share are
presented after giving effect to the recapitalization and issuance
of 29,000,000 shares upon the effectiveness of the registration
statement in August 2009.
|
|
CDC Software
|
|
Unaudited Combined Statement of Operations
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve months ended December 31,
|
|
|
|
2008
|
|
2009
|
|
REVENUE:
|
|
|
|
|
|
Licenses (including royalties from related parties of $1,091 and
$1,287, respectively)
|
|
$
|
45,340
|
|
|
$
|
33,085
|
|
|
Maintenance (including royalties from related parties of $185 and
$250, respectively)
|
|
|
103,606
|
|
|
|
99,775
|
|
|
Professional services (including royalties from related parties of
$Nil and $32, respectively)
|
|
|
87,971
|
|
|
|
66,666
|
|
|
Hardware
|
|
|
3,870
|
|
|
|
3,757
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
616
|
|
|
Total revenue
|
|
|
240,787
|
|
|
|
203,899
|
|
|
|
|
|
|
|
|
COST OF REVENUE:
|
|
|
|
|
|
Licenses
|
|
|
19,946
|
|
|
|
18,699
|
|
|
Maintenance
|
|
|
15,937
|
|
|
|
14,663
|
|
|
Professional services
|
|
|
71,949
|
|
|
|
56,329
|
|
|
Hardware
|
|
|
2,998
|
|
|
|
3,081
|
|
|
SaaS implementation and support
|
|
|
-
|
|
|
|
411
|
|
|
Total cost of revenue
|
|
|
110,830
|
|
|
|
93,183
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
129,957
|
|
|
|
110,716
|
|
|
Gross margin %
|
|
|
54
|
%
|
|
|
54
|
%
|
|
|
|
|
|
|
|
OPERATING EXPENSES:
|
|
|
|
|
|
Sales and marketing expenses
|
|
|
54,177
|
|
|
|
32,483
|
|
|
Research and development expenses
|
|
|
25,909
|
|
|
|
18,005
|
|
|
General and administrative expenses
|
|
|
44,124
|
|
|
|
35,725
|
|
|
General and administrative expenses allocated to Parent
|
|
|
(12,379
|
)
|
|
|
(10,134
|
)
|
|
Exchange (gain) loss on deferred tax assets
|
|
|
3,271
|
|
|
|
(2,093
|
)
|
|
Amortization expenses
|
|
|
6,843
|
|
|
|
4,533
|
|
|
Restructuring and other charges
|
|
|
5,012
|
|
|
|
3,351
|
|
|
Total operating expenses
|
|
|
126,957
|
|
|
|
81,870
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
3,000
|
|
|
|
28,846
|
|
|
Operating margin %
|
|
|
1
|
%
|
|
|
14
|
%
|
|
|
|
|
|
|
|
Other income, net
|
|
|
857
|
|
|
|
815
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
3,857
|
|
|
|
29,661
|
|
|
Income tax expense
|
|
|
(4,877
|
)
|
|
|
(6,570
|
)
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(1,020
|
)
|
|
|
23,091
|
|
|
Net loss attributable to noncontrolling interest
|
|
|
126
|
|
|
|
131
|
|
|
|
|
|
|
|
|
Net income attributable to controlling interest
|
|
$
|
(894
|
)
|
|
$
|
23,222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited pro forma information (1):
|
|
|
|
|
|
Net income attributable to controlling interest per class A ordinary
share - basic and diluted
|
|
$
|
(0.03
|
)
|
|
$
|
0.80
|
|
|
Net income attributable to controlling interest per class B ordinary
share - basic and diluted
|
|
$
|
(0.03
|
)
|
|
$
|
0.80
|
|
|
Weighted average shares of class A outstanding - basic and diluted
|
|
|
4,800,000
|
|
|
|
4,774,913
|
|
|
Weighted average shares of class B outstanding - basic and diluted
|
|
|
24,200,000
|
|
|
|
24,200,000
|
|
|
Total weighted average shares - basic and diluted
|
|
|
29,000,000
|
|
|
|
28,974,913
|
|
|
|
|
|
|
|
|
(1) Unaudited pro forma basic and diluted earnings per share are
presented after giving effect to the recapitalization and issuance
of 29,000,000 shares upon the effectiveness of the registration
statement in August 2009.
|
|
CDC Software
|
|
Unaudited Combined Statement of Cash Flow
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
December 31,
|
|
|
|
2009
|
|
2009
|
|
OPERATING ACTIVITIES:
|
|
|
|
|
|
Net income
|
|
$
|
6,150
|
|
|
$
|
7,043
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
Depreciation expense
|
|
|
766
|
|
|
|
750
|
|
|
Amortization expense
|
|
|
4,482
|
|
|
|
4,736
|
|
|
Provision for bad debt
|
|
|
295
|
|
|
|
187
|
|
|
Stock compensation expenses
|
|
|
750
|
|
|
|
418
|
|
|
Deferred income tax provision
|
|
|
(21
|
)
|
|
|
4,141
|
|
|
Exchange gain on deferred tax assets
|
|
|
(865
|
)
|
|
|
(39
|
)
|
|
Loss on disposal of property and equipment
|
|
|
1
|
|
|
|
46
|
|
|
Accrued interest income from Parent
|
|
|
(789
|
)
|
|
|
(165
|
)
|
|
Interest income on restricted cash
|
|
|
12
|
|
|
|
47
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
Accounts receivable
|
|
|
9,355
|
|
|
|
(10,265
|
)
|
|
Deposits, prepayments and other receivables
|
|
|
1,873
|
|
|
|
293
|
|
|
Other assets
|
|
|
(11
|
)
|
|
|
149
|
|
|
Accounts payable
|
|
|
(610
|
)
|
|
|
866
|
|
|
Income tax payable
|
|
|
1,848
|
|
|
|
(3,939
|
)
|
|
Accrued liabilities
|
|
|
(701
|
)
|
|
|
1,970
|
|
|
Deferred revenue
|
|
|
(3,483
|
)
|
|
|
517
|
|
|
Other liabilities
|
|
|
149
|
|
|
|
(700
|
)
|
|
Net cash provided by operating activities
|
|
|
19,201
|
|
|
|
6,055
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES:
|
|
|
|
|
|
Acquisitions, net of cash acquired
|
|
|
(1,323
|
)
|
|
|
(25,533
|
)
|
|
Purchases of property and equipment
|
|
|
(203
|
)
|
|
|
(120
|
)
|
|
Capitalized software
|
|
|
(905
|
)
|
|
|
(556
|
)
|
|
Investment in cost method investees (franchise partners)
|
|
|
-
|
|
|
|
(70
|
)
|
|
Decrease (increase) in restricted cash
|
|
|
(11
|
)
|
|
|
372
|
|
|
Net cash used in investing activities
|
|
|
(2,442
|
)
|
|
|
(25,907
|
)
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES:
|
|
|
|
|
|
Issuance of class A ordinary shares
|
|
|
43,390
|
|
|
|
-
|
|
|
Payments on loan from Parent, net
|
|
|
(13,752
|
)
|
|
|
(4,050
|
)
|
|
Short-term borrowings (payments), net
|
|
|
(524
|
)
|
|
|
(1,253
|
)
|
|
Purchases of treasury stock
|
|
|
(39
|
)
|
|
|
(1,079
|
)
|
|
Payments for capital lease obligations
|
|
|
(95
|
)
|
|
|
(109
|
)
|
|
Net cash provided by (used) in financing activities
|
|
|
28,980
|
|
|
|
(6,491
|
)
|
|
|
|
|
|
|
|
Effect of exchange differences on cash
|
|
|
500
|
|
|
|
(136
|
)
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
46,239
|
|
|
|
(26,479
|
)
|
|
Cash at beginning of period
|
|
|
20,589
|
|
|
|
66,828
|
|
|
|
|
|
|
|
|
Cash at end of period
|
|
$
|
66,828
|
|
|
$
|
40,349
|
|
|
CDC Software
|
|
Unaudited Combined Statement of Cash Flow
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31,
|
|
Twelve months ended December 31,
|
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
(4,940
|
)
|
|
$
|
7,043
|
|
|
$
|
(1,020
|
)
|
|
$
|
23,091
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
Depreciation expense
|
|
|
1,009
|
|
|
|
750
|
|
|
|
4,201
|
|
|
|
3,122
|
|
|
Amortization expense
|
|
|
6,276
|
|
|
|
4,736
|
|
|
|
22,609
|
|
|
|
18,941
|
|
|
Provision for bad debt
|
|
|
1,326
|
|
|
|
187
|
|
|
|
3,139
|
|
|
|
1,056
|
|
|
Stock compensation expenses
|
|
|
735
|
|
|
|
418
|
|
|
|
1,548
|
|
|
|
1,550
|
|
|
Deferred income tax provision
|
|
|
(798
|
)
|
|
|
4,141
|
|
|
|
1,706
|
|
|
|
4,113
|
|
|
Exchange (gain) loss on deferred tax assets
|
|
|
2,487
|
|
|
|
(39
|
)
|
|
|
3,271
|
|
|
|
(2,093
|
)
|
|
Loss (gain) on disposal of property and equipment
|
|
|
(46
|
)
|
|
|
46
|
|
|
|
(44
|
)
|
|
|
139
|
|
|
Accrued interest income from Parent
|
|
|
(159
|
)
|
|
|
(165
|
)
|
|
|
(639
|
)
|
|
|
(838
|
)
|
|
Interest income on restricted cash
|
|
|
(155
|
)
|
|
|
47
|
|
|
|
(155
|
)
|
|
|
-
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(2,808
|
)
|
|
|
(10,265
|
)
|
|
|
6,173
|
|
|
|
10,230
|
|
|
Note receivable due from franchise partners
|
|
|
(20
|
)
|
|
|
-
|
|
|
|
(440
|
)
|
|
|
-
|
|
|
Deposits, prepayments and other receivables
|
|
|
(602
|
)
|
|
|
293
|
|
|
|
1,513
|
|
|
|
(351
|
)
|
|
Other assets
|
|
|
824
|
|
|
|
149
|
|
|
|
754
|
|
|
|
(128
|
)
|
|
Accounts payable
|
|
|
886
|
|
|
|
866
|
|
|
|
(699
|
)
|
|
|
1,025
|
|
|
Income tax payable
|
|
|
1,872
|
|
|
|
(3,939
|
)
|
|
|
1,838
|
|
|
|
1,677
|
|
|
Accrued liabilities
|
|
|
(673
|
)
|
|
|
1,970
|
|
|
|
(5,138
|
)
|
|
|
(3,090
|
)
|
|
Deferred revenue
|
|
|
3,583
|
|
|
|
517
|
|
|
|
(3,521
|
)
|
|
|
(4,868
|
)
|
|
Other liabilities
|
|
|
(635
|
)
|
|
|
(700
|
)
|
|
|
(1,148
|
)
|
|
|
(572
|
)
|
|
Net cash provided by operating activities
|
|
|
8,162
|
|
|
|
6,055
|
|
|
|
33,948
|
|
|
|
53,004
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Acquisitions, net of cash acquired
|
|
|
-
|
|
|
|
(25,533
|
)
|
|
|
(39
|
)
|
|
|
(26,856
|
)
|
|
Payment for prior year acquisitions
|
|
|
(39
|
)
|
|
|
-
|
|
|
|
(387
|
)
|
|
|
-
|
|
|
Purchases of property and equipment
|
|
|
71
|
|
|
|
(120
|
)
|
|
|
(2,109
|
)
|
|
|
(1,010
|
)
|
|
Capitalized software
|
|
|
(757
|
)
|
|
|
(556
|
)
|
|
|
(7,269
|
)
|
|
|
(3,556
|
)
|
|
Investment in cost method investees (franchise partners)
|
|
|
(57
|
)
|
|
|
(70
|
)
|
|
|
(210
|
)
|
|
|
(108
|
)
|
|
Decrease in restricted cash
|
|
|
-
|
|
|
|
372
|
|
|
|
-
|
|
|
|
3,581
|
|
|
Net cash used in investing activities
|
|
|
(782
|
)
|
|
|
(25,907
|
)
|
|
|
(10,014
|
)
|
|
|
(27,949
|
)
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
Issuance of class A ordinary shares
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
43,390
|
|
|
Payments on loan from Parent, net
|
|
|
(1,901
|
)
|
|
|
(4,050
|
)
|
|
|
(24,191
|
)
|
|
|
(52,797
|
)
|
|
Short-term borrowings (payments), net
|
|
|
(171
|
)
|
|
|
(1,253
|
)
|
|
|
4,541
|
|
|
|
(1,656
|
)
|
|
Purchases of treasury stock
|
|
|
-
|
|
|
|
(1,079
|
)
|
|
|
-
|
|
|
|
(1,118
|
)
|
|
Payments for capital lease obligations
|
|
|
(98
|
)
|
|
|
(109
|
)
|
|
|
(98
|
)
|
|
|
(569
|
)
|
|
Net cash used in financing activities
|
|
|
(2,170
|
)
|
|
|
(6,491
|
)
|
|
|
(19,748
|
)
|
|
|
(12,750
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange differences on cash
|
|
|
(587
|
)
|
|
|
(136
|
)
|
|
|
(502
|
)
|
|
|
703
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
4,623
|
|
|
|
(26,479
|
)
|
|
|
3,684
|
|
|
|
13,008
|
|
|
Cash at beginning of period
|
|
|
22,718
|
|
|
|
66,828
|
|
|
|
23,657
|
|
|
|
27,341
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash at end of period
|
|
$
|
27,341
|
|
|
$
|
40,349
|
|
|
$
|
27,341
|
|
|
$
|
40,349
|
|
|
CDC Software
|
|
Unaudited Reconciliation From GAAP Results to Adjusted EBITDA and
Non-GAAP Net Income
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
December 31,
|
|
|
|
2009
|
|
2009
|
|
(a) Reconciliation from GAAP results to Adjusted EBITDA from
continuing operations
|
|
|
|
|
|
Operating income from continuing operations
|
|
$
|
7,188
|
|
|
$
|
7,079
|
|
|
Add back restructuring and other charges
|
|
|
900
|
|
|
|
1,176
|
|
|
Add back depreciation expense
|
|
|
766
|
|
|
|
750
|
|
|
Add back amortization expense
|
|
|
1,094
|
|
|
|
1,151
|
|
|
Add back amortization expense included in cost of revenue
|
|
|
3,388
|
|
|
|
3,585
|
|
|
Add back stock compensation expenses
|
|
|
750
|
|
|
|
418
|
|
|
Add back exchange gain on deferred taxes
|
|
|
(865
|
)
|
|
|
(39
|
)
|
|
Add back deferred revenue grind
|
|
|
-
|
|
|
|
632
|
|
|
Adjusted EBITDA
|
|
$
|
13,221
|
|
|
$
|
14,752
|
|
|
Adjusted EBITDA margin %
|
|
|
27
|
%
|
|
|
27
|
%
|
|
|
|
|
|
|
|
(1) Adjusted EBITDA does not include the adjustment related to
capitalized software costs which are credited against research and
development expenses in our consolidated statement of operations.
Below is a summary of capitalized software credits for the three
months ended September 30 and December 31:
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
December 31,
|
|
|
|
2009
|
|
2009
|
|
|
|
|
|
|
|
Capitalized software credits
|
|
$
|
(905
|
)
|
|
$
|
(556
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
September 30,
|
|
December 31,
|
|
|
|
2009
|
|
2009
|
|
(a) Reconciliation from GAAP net income attributable to
controlling interest to Non-GAAP net income and Non-GAAP net income
per share
|
|
|
|
Net income attributable to controlling interest
|
|
$
|
6,241
|
|
|
$
|
7,033
|
|
|
Add back amortization expense
|
|
|
1,094
|
|
|
|
1,151
|
|
|
Add back amortization expense included in cost of revenue
|
|
|
3,388
|
|
|
|
3,585
|
|
|
Subtract capitalized software credits
|
|
|
(905
|
)
|
|
|
(556
|
)
|
|
Add back stock based compensation
|
|
|
750
|
|
|
|
418
|
|
|
Add back restructuring
|
|
|
900
|
|
|
|
1,176
|
|
|
Add back deferred revenue grind
|
|
|
-
|
|
|
|
632
|
|
|
Add back exchange (gain) loss on deferred tax assets
|
|
|
(865
|
)
|
|
|
(39
|
)
|
|
Add back non cash tax expense
|
|
|
642
|
|
|
|
63
|
|
|
Tax affect on all reconciling items @ 31%
|
|
|
(1,620
|
)
|
|
|
(1,986
|
)
|
|
Non-GAAP net income
|
|
$
|
9,625
|
|
|
$
|
11,477
|
|
|
Non-GAAP net income as % of revenue
|
|
|
20
|
%
|
|
|
21
|
%
|
|
Total weighted average shares outstanding (basic and dilutive)
|
|
|
28,999,740
|
|
|
|
28,960,880
|
|
|
Non-GAAP net income per share (basic and dilutive)
|
|
$
|
0.33
|
|
|
$
|
0.40
|
|
|
CDC Software
|
|
Unaudited Reconciliation From GAAP Results to Adjusted EBITDA and
Non-GAAP Net Income
|
|
(Amounts in thousands of U.S. dollars except share and per share
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
(a) Reconciliation from GAAP results to Adjusted EBITDA from
continuing operations
|
|
|
|
|
|
|
|
Operating income (loss) from continuing operations
|
|
$
|
(4,059
|
)
|
|
$
|
7,079
|
|
|
$
|
3,000
|
|
|
$
|
28,846
|
|
|
Add back restructuring and other charges
|
|
|
1,351
|
|
|
|
1,176
|
|
|
|
5,012
|
|
|
|
3,351
|
|
|
Add back depreciation expense
|
|
|
1,009
|
|
|
|
750
|
|
|
|
4,201
|
|
|
|
3,122
|
|
|
Add back amortization expense
|
|
|
1,737
|
|
|
|
1,151
|
|
|
|
6,843
|
|
|
|
4,532
|
|
|
Add back amortization expense included in cost of revenue
|
|
|
4,539
|
|
|
|
3,585
|
|
|
|
15,766
|
|
|
|
14,409
|
|
|
Add back stock compensation expenses
|
|
|
735
|
|
|
|
418
|
|
|
|
1,548
|
|
|
|
1,550
|
|
|
Add back exchange (gain) loss on deferred taxes
|
|
|
2,487
|
|
|
|
(39
|
)
|
|
|
3,271
|
|
|
|
(2,093
|
)
|
|
Add back deferred revenue grind
|
|
|
-
|
|
|
|
632
|
|
|
|
-
|
|
|
|
632
|
|
|
Adjusted EBITDA
|
|
$
|
7,799
|
|
|
$
|
14,752
|
|
|
$
|
39,641
|
|
|
$
|
54,349
|
|
|
Adjusted EBITDA margin %
|
|
|
14
|
%
|
|
|
27
|
%
|
|
|
16
|
%
|
|
|
27
|
%
|
|
|
|
|
|
|
|
|
|
|
|
(1) Adjusted EBITDA does not include the adjustment related to
capitalized software costs which are credited against research and
development expenses in our consolidated statement of operations.
Below is a summary of capitalized software credits for the three
months and twelve months ended December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
Capitalized software credits
|
|
$
|
(757
|
)
|
|
$
|
(556
|
)
|
|
$
|
(7,269
|
)
|
|
$
|
(3,556
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
(a) Reconciliation from GAAP net income attributable to
controlling interest to Non-GAAP net income and Non-GAAP net income
per share
|
|
|
|
Net income attributable to controlling interest
|
|
$
|
(4,860
|
)
|
|
$
|
7,033
|
|
|
$
|
(894
|
)
|
|
$
|
23,222
|
|
|
Add back amortization expense
|
|
|
1,737
|
|
|
|
1,151
|
|
|
|
6,843
|
|
|
|
4,532
|
|
|
Add back amortization expense included in cost of revenue
|
|
|
4,539
|
|
|
|
3,585
|
|
|
|
15,766
|
|
|
|
14,409
|
|
|
Subtract capitalized software credits
|
|
|
(757
|
)
|
|
|
(556
|
)
|
|
|
(7,269
|
)
|
|
|
(3,556
|
)
|
|
Add back stock based compensation
|
|
|
735
|
|
|
|
418
|
|
|
|
1,548
|
|
|
|
1,550
|
|
|
Add back restructuring
|
|
|
1,351
|
|
|
|
1,176
|
|
|
|
5,012
|
|
|
|
3,351
|
|
|
Add back deferred revenue grind
|
|
|
-
|
|
|
|
632
|
|
|
|
-
|
|
|
|
632
|
|
|
Add back exchange (gain) loss on deferred tax assets
|
|
|
2,487
|
|
|
|
(39
|
)
|
|
|
3,271
|
|
|
|
(2,093
|
)
|
|
Add back non cash tax expense
|
|
|
421
|
|
|
|
63
|
|
|
|
1,707
|
|
|
|
2,300
|
|
|
Tax affect on all reconciling items @ 31%
|
|
|
(2,358
|
)
|
#
|
|
(1,986
|
)
|
|
|
(6,789
|
)
|
|
|
(6,486
|
)
|
|
Non-GAAP net income
|
|
$
|
3,295
|
|
|
$
|
11,477
|
|
|
$
|
19,195
|
|
|
$
|
37,861
|
|
|
Non-GAAP net income as % of revenue
|
|
|
6
|
%
|
|
|
21
|
%
|
|
|
8
|
%
|
|
|
19
|
%
|
|
Total weighted average shares outstanding (basic and dilutive)
|
|
|
29,000,000
|
|
|
|
28,960,880
|
|
|
|
29,000,000
|
|
|
|
28,974,913
|
|
|
Non-GAAP net income per share (basic and dilutive)
|
|
$
|
0.11
|
|
|
$
|
0.40
|
|
|
$
|
0.66
|
|
|
$
|
1.31
|
|
