|
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): October 28,
2009
|
|||
|
ACXIOM
CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
|
|||
|
DELAWARE
(State
or Other Jurisdiction of Incorporation)
|
|||
|
0-13163
|
71-0581897
|
||
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
||
|
601
E. Third St., Little Rock, Arkansas
|
72201
|
||
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
||
|
501-342-1000
|
|||
|
(Registrant’s
Telephone Number, Including Area Code)
|
|||
|
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 (see General Instruction
A.2. below):
|
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.02 Results
of Operations and Financial Condition.
On
October 28, 2009, Acxiom Corporation (the “Company”) issued a press release
announcing the results of its financial performance for the second quarter of
fiscal year 2010. The Company will hold a conference call at 4:30
p.m. CDT today to discuss this information further. Interested
parties are invited to listen to the call, which will be broadcast via the
Internet at www.acxiom.com. The press release is furnished herewith
as Exhibit 99.1 and incorporated by reference herein.
The
Company’s press release and other communications from time to time include
certain non-GAAP financial measures. A “non-GAAP financial measure”
is defined as a numerical measure of a company’s financial performance,
financial position or cash flows that excludes (or includes) amounts that are
included in (or excluded from) the most directly comparable measure calculated
and presented in accordance with GAAP in the Company’s financial
statements.
The
attached press release utilizes a non-GAAP measure of free cash flow available
to equity. Free cash flow available to equity is defined as operating
cash flow less cash used by investing activities (excluding the impact of cash
paid in acquisitions), less required payments of debt. The Company’s
management believes that this measure of free cash flow available to equity is
superior to the previously reported free cash flow, since it represents the
amount of money available for the Company’s discretionary spending after funding
all required obligations including scheduled debt payments, and it therefore
provides a useful measure of liquidity for assessing the amount of cash
available for general corporate and strategic purposes. Free cash
flow available to equity is reconciled to operating cash flow, the nearest
comparable GAAP measure, in a schedule to the press release.
The
attached press release also includes measures of diluted earnings per share
before excluded items for both the quarter and six months ended September 30,
2008. These measures are presented on a non-GAAP basis by excluding
the earnings per share impact of unusual items. Management believes
these are meaningful measures since the unusual items are not relevant for a
comparison to the Company’s operations in the current quarter and year-to-date
periods. These non-GAAP measures are reconciled to the comparable
GAAP earnings measure within the body of the press release.
The
attached press release also includes a measure of revenue excluding pass-through
revenue from an Information Products contract for the quarter and six months
ended September 30, 2008. The contract has been modified such that
pass-through revenue is no longer recognized for the
contract. Management believes this is a meaningful measure for
comparison to revenue for the current year since revenue for the current year
does not include pass-through revenue. The non-GAAP measure of
revenue is reconciled to GAAP revenue within the body of the press
release.
The
non-GAAP financial measures used by the Company in the attached press release
may not be comparable to similarly titled measures used by other companies and
should not be considered in isolation or as a substitute for measures of
performance or liquidity prepared in accordance with GAAP.
Item
9.01 Financial
Statements and Exhibits
(c) Exhibits
The
following exhibits are furnished herewith:
|
Exhibit
Number
|
Description
|
|
|
99.1
|
Press
Release of the Company dated October 28, 2009 announcing second quarter
earnings for fiscal year 2010.
|
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 hereunto
duly authorized.
Dated: October
28, 2009
|
ACXIOM
CORPORATION
|
|
|
By: /s/ Jerry C.
Jones
|
|
|
Name: Jerry
C. Jones
Title: Chief
Legal Officer & Sr. Vice
President
|
3
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
|
|
99.1
|
Press
Release of the Company dated October 28, 2009 announcing second quarter
earnings for fiscal year 2010.
|
EXHIBIT
99.1
For more
information, contact:
Katharine
Boyce
Investor
Relations Coordinator
Acxiom
Corporation
(501)
342-1321
Investor.relations@acxiom.com
EACXM
Acxiom
Announces Second Quarter Fiscal Year 2010 Results
Sequential
Improvement in All Industry Groups
LITTLE ROCK, Ark. — October 28, 2009
— Acxiom®
Corporation (Nasdaq: ACXM), a global leader in interactive marketing, today
announced financial results for the second quarter of fiscal year 2010 ended
September 30, 2009. Acxiom will hold a conference call at 4:30 p.m. CDT today to
further discuss this information. Interested parties are invited to listen to
the call, which will be broadcast via the Internet at www.acxiom.com.
John
Meyer, Acxiom’s chief executive officer and president, said, “The September
quarter was another challenging period for us versus the prior-year quarter, but
we are beginning to see signs of progress in the business. Our revenue and
operating income results improved in the September quarter over the June
quarter. In addition, several of our clients have indicated to us that they
expect to increase their marketing spending during the second half of our fiscal
year. This anticipated increase in client spending coupled with our continued
emphasis on expense management gives us confidence that our second half
operating income performance will improve over the first half of the fiscal
year.”
Second
Quarter 2010 Highlights:
|
·
|
Earnings per diluted
share of $0.12 in the second quarter of fiscal 2010, compared to
earnings per diluted share of $0.18 in the second quarter of fiscal 2009,
before the effect of unusual gain items. GAAP diluted earnings per share
in the prior-year period were $0.20, which included $0.02 in unusual gain
items.
|
|
·
|
Income from operations
of $21.2 million in the current year second quarter, compared to income
from operations of $31.9 million in the second quarter last year, before
the effect of unusual items. The prior year GAAP income from operations
was $34.3 million, which included unusual gain items of $2.4
million.
|
|
·
|
Revenue of $271.1
million in the current quarter, compared to $307.4 million, excluding an
Information Products pass-through contract, in the second quarter a year
ago. GAAP revenue in the prior period was $328.9 million, which included
pass-through revenue from the Information Products contract of
approximately $21.5 million. This contract was modified in the fourth
quarter of fiscal 2009, and the company no longer recognizes pass-through
revenue from this contract.
|
1
|
·
|
Operating cash flow of
$60.7 million compared to $86.8 million in the second quarter a year
ago.
|
|
·
|
Free cash flow available to
equity of $29.4 million, compared to $71.6 million in the second
quarter a year ago. The prior-year amount included $24.2 million of
proceeds received from the sale of company-owned real estate. Free cash
flow available to equity is a non-GAAP financial measure; a reconciliation
to the comparable GAAP measure, operating cash flow, is attached to this
news release.
|
Operational
Highlights:
|
·
|
Information Services:
Revenue for the quarter was $210.2 million, compared to $233.6
million in the second quarter of the previous year. Income from operations
for the quarter was $20.0 million, compared to $28.5 million in the second
quarter of fiscal 2009.
|
|
·
|
Information Products:
Revenue for the quarter was $60.9 million, compared with $73.8 million,
excluding the pass-through revenue from the Information Products contract
referenced above, in the second quarter a year ago. GAAP revenue in the
prior period was $95.3 million, which included revenue from the
Information Products pass-through contract of approximately $21.5 million.
This contract was modified in the fourth quarter of fiscal 2009, and the
company no longer recognizes pass-through revenue from this contract.
Income from operations for the quarter was $1.2 million, compared to
income from operations of $3.4 million in the second quarter of the
previous year.
|
Income
from operations includes expenses that had previously been included in corporate
and other expenses. The Company now allocates selling, general and
administrative expenses previously included in corporate and other expenses to
the two operating segments, Information Services and Information Products.
Prior-year results have been reclassified to reflect the change.
Fiscal
Year 2010 Year-To-Date Highlights:
|
·
|
Earnings per diluted share
of $0.17 for the current year six-month period compared to earnings
per diluted share of $0.31 in the comparable six-month period last year,
before the effect of unusual gain items. GAAP diluted earnings per share
for the six-month period of fiscal 2009 were $0.34 which included $0.03 in
unusual gain items.
|
|
·
|
Income from operations
of $33.7 million for the first six months of fiscal year 2010,
compared to $56.9 million, before unusual gain items in the comparable
six-month period of fiscal 2009. GAAP income from operations for the prior
year of $59.9 million included $2.9 million of unusual gain
items.
|
2
|
·
|
Revenue of $527.1
million in the current six-month period, compared to $616.2 million,
excluding an Information Products pass-through contract, in the first half
of fiscal 2009. GAAP revenue in the prior period was $660.0 million, which
included pass-through revenue from the Information Products contract of
approximately $43.8 million. This contract was modified in the fourth
quarter of fiscal 2009, and the company no longer recognizes pass-through
revenue from this contract.
|
|
·
|
Operating cash flow of
$76.9 million in the current fiscal year six-month period compared to
$115.3 million in the prior year six-month
period.
|
|
·
|
Free cash flow available to
equity of $16.3 million for the six months ended September 30,
2009. For the six-month period ended September 30, 2008 free
cash flow available to equity was $62.0 million. The prior-year amount
included $26.8 million of unusual and one-time items, including $24.2
million in proceeds received from the sale of company-owned real estate.
Free cash flow available to equity is a non-GAAP financial measure;
reconciliation to the comparable GAAP measure, operating cash flow, is
attached to this news release.
|
Web
Link to Financials
You may
link to http://www.acxiom.com/FY10_Q2_Financials
for the detailed financial information we typically attach to our earnings
releases.
About
Acxiom
A global
leader in interactive marketing services and infrastructure management, Acxiom
connects clients with their customers through deep customer insight, powering
effective and profitable marketing initiatives and business decisions. Our
consultative approach spans multiple industries and incorporates decades of
experience in consumer data and analytics, information technology, data
integration and consulting solutions for effective marketing across digital,
Internet, email, mobile and direct mail channels. Our secure, high-performance
technology services deliver consistent value and reliability. Founded in 1969,
Acxiom is headquartered in Little Rock, Arkansas, and serves clients around the
world from locations in the United States, Europe and Asia-Pacific. For more
information about Acxiom, visit www.acxiom.com.
Forward
Looking Statements
This
release and today’s conference call may contain forward-looking statements
including, without limitation, statements regarding the anticipated increase in
client spending during the second half of our fiscal year. Such forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially. The following are factors, among others,
that could cause actual results to differ materially from these forward-looking
statements: the possibility that certain contracts may not generate the
anticipated revenue or profitability or may not be closed within the anticipated
time frames; the possibility that significant customers may experience extreme,
severe economic difficulty
3
or
otherwise reduce the amount of business they do with us; the possibility that we
will not successfully complete customer contract requirements on time or meet
the service levels specified in the contracts, which may result in contract
penalties or lost revenue; the possibility that we may not be able to attract,
retain or motivate qualified technical, sales and leadership associates, or that
we may lose key associates to other organizations; the possibility that we will
not be able to continue to receive credit upon satisfactory terms and
conditions; the possibility that negative changes in economic conditions in
general or other conditions might lead to a reduction in demand for our products
and services; the possibility that there will be changes in consumer or business
information industries and markets that negatively impact the company; the
possibility that the historical seasonality of our business may change; the
possibility that we will not be able to achieve cost reductions and avoid
unanticipated costs; the possibility that the fair value of certain of our
assets may not be equal to the carrying value of those assets now or in future
time periods; the possibility that changes in accounting pronouncements may
occur and may impact these forward-looking statements; the possibility that we
may encounter difficulties when entering new markets or industries; and other
risks and uncertainties, including those detailed from time to time in our
periodic reports filed with the Securities and Exchange Commission, including
our current reports on Form 8-K, quarterly reports on Form 10-Q and annual
report on Form 10-K, particularly the discussion under the caption “Item 1A,
RISK FACTORS” in our Annual Report on Form 10-K for the year ended March 31,
2009, which was filed with the Securities and Exchange Commission on May 29,
2009.
With
respect to the provision of products or services outside our primary base of
operations in the United States, all of the above factors apply, along with the
difficulty of doing business in numerous sovereign jurisdictions due to
differences in scale, competition, culture, laws and regulations.
We
undertake no obligation to update the information contained in this press
release or any other forward-looking statement.
Acxiom
is a registered trademark of Acxiom Corporation.
4
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||||||
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
||||||||||
|
(Unaudited)
|
||||||||||
|
(Dollars
in thousands, except earnings per share)
|
||||||||||
|
For
the Three Months Ended
|
||||||||||
|
September
30,
|
||||||||||
|
$
|
%
|
|||||||||
|
2009
|
2008
|
Variance
|
Variance
|
|||||||
|
Revenue:
|
||||||||||
|
Services
|
210,213
|
233,605
|
(23,392)
|
(10.0%)
|
||||||
|
Products
|
60,892
|
95,330
|
(34,438)
|
(36.1%)
|
||||||
|
Total
revenue
|
271,105
|
328,935
|
(57,830)
|
(17.6%)
|
||||||
|
Operating
costs and expenses:
|
||||||||||
|
Cost
of revenue
|
||||||||||
|
Services
|
165,792
|
180,986
|
15,194
|
8.4%
|
||||||
|
Products
|
46,129
|
77,038
|
30,909
|
40.1%
|
||||||
|
Total
cost of revenue
|
211,921
|
258,024
|
46,103
|
17.9%
|
||||||
|
Services
gross margin
|
21.1%
|
22.5%
|
||||||||
|
Products
gross margin
|
24.2%
|
19.2%
|
||||||||
|
Total
gross margin
|
21.8%
|
21.6%
|
||||||||
|
Selling,
general and administrative
|
37,964
|
38,988
|
1,024
|
2.6%
|
||||||
|
Gains,
losses and other items, net
|
(27)
|
(2,370)
|
(2,343)
|
(98.9%)
|
||||||
|
Total
operating costs and expenses
|
249,858
|
294,642
|
44,784
|
15.2%
|
||||||
|
Income
from operations
|
21,247
|
34,293
|
(13,046)
|
(38.0%)
|
||||||
|
Other
income (expense):
|
||||||||||
|
Interest
expense
|
(5,423)
|
(8,591)
|
3,168
|
36.9%
|
||||||
|
Other,
net
|
223
|
287
|
(64)
|
(22.3%)
|
||||||
|
Total
other income (expense)
|
(5,200)
|
(8,304)
|
3,104
|
37.4%
|
||||||
|
Earnings
before income taxes
|
16,047
|
25,989
|
(9,942)
|
(38.3%)
|
||||||
|
Income
taxes
|
6,602
|
10,136
|
3,534
|
34.9%
|
||||||
|
Net
earnings
|
9,445
|
15,853
|
(6,408)
|
(40.4%)
|
||||||
|
Earnings
per share:
|
||||||||||
|
Basic
|
0.12
|
0.20
|
(0.08)
|
(40.0%)
|
||||||
|
Diluted
|
0.12
|
0.20
|
(0.08)
|
(40.0%)
|
||||||
5
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||||||
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
||||||||||
|
(Unaudited)
|
||||||||||
|
(Dollars
in thousands, except earnings per share)
|
||||||||||
|
For
the Six Months Ended
|
||||||||||
|
September
30,
|
||||||||||
|
$
|
%
|
|||||||||
|
2009
|
2008
|
Variance
|
Variance
|
|||||||
|
Revenue:
|
||||||||||
|
Services
|
409,539
|
470,300
|
(60,761)
|
(12.9%)
|
||||||
|
Products
|
117,547
|
189,708
|
(72,161)
|
(38.0%)
|
||||||
|
Total
revenue
|
527,086
|
660,008
|
(132,922)
|
(20.1%)
|
||||||
|
Operating
costs and expenses:
|
||||||||||
|
Cost
of revenue
|
||||||||||
|
Services
|
325,368
|
359,847
|
34,479
|
9.6%
|
||||||
|
Products
|
92,048
|
154,755
|
62,707
|
40.5%
|
||||||
|
Total
cost of revenue
|
417,416
|
514,602
|
97,186
|
18.9%
|
||||||
|
Services
gross margin
|
20.6%
|
23.5%
|
||||||||
|
Products
gross margin
|
21.7%
|
18.4%
|
||||||||
|
Total
gross margin
|
20.8%
|
22.0%
|
||||||||
|
Selling,
general and administrative
|
75,607
|
88,470
|
12,863
|
14.5%
|
||||||
|
Gains,
losses and other items, net
|
320
|
(2,915)
|
(3,235)
|
(111.0%)
|
||||||
|
Total
operating costs and expenses
|
493,343
|
600,157
|
106,814
|
17.8%
|
||||||
|
Income
from operations
|
33,743
|
59,851
|
(26,108)
|
(43.6%)
|
||||||
|
Other
income (expense):
|
||||||||||
|
Interest
expense
|
(10,928)
|
(18,050)
|
7,122
|
39.5%
|
||||||
|
Other,
net
|
105
|
1,646
|
(1,541)
|
(93.6%)
|
||||||
|
Total
other income (expense)
|
(10,823)
|
(16,404)
|
5,581
|
34.0%
|
||||||
|
Earnings
before income taxes
|
22,920
|
43,447
|
(20,527)
|
(47.2%)
|
||||||
|
Income
taxes
|
9,281
|
16,944
|
7,663
|
45.2%
|
||||||
|
Net
earnings
|
13,639
|
26,503
|
(12,864)
|
(48.5%)
|
||||||
|
Earnings
per share:
|
||||||||||
|
Basic
|
0.17
|
0.34
|
(0.17)
|
(50.0%)
|
||||||
|
Diluted
|
0.17
|
0.34
|
(0.17)
|
(50.0%)
|
||||||
6
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||
|
CALCULATION
OF EARNINGS PER SHARE
|
|||||||
|
(Unaudited)
|
|||||||
|
(In
thousands, except earnings per share)
|
|||||||
|
For
the Three Months Ended
|
|||||||
|
September
30,
|
September
30,
|
||||||
|
2009
|
2008
|
||||||
|
Basic
earnings per share:
|
|||||||
|
Numerator
- net earnings
|
9,445
|
15,853
|
|||||
|
Denominator
- weighted-average shares outstanding
|
78,915
|
77,716
|
|||||
|
Basic
earnings per share
|
0.12
|
0.20
|
|||||
|
Diluted
earnings per share:
|
|||||||
|
Numerator
- net earnings
|
9,445
|
15,853
|
|||||
|
Denominator
- weighted-average shares outstanding
|
78,915
|
77,716
|
|||||
|
Dilutive
effect of common stock options, warrants and restricted
stock
|
464
|
447
|
|||||
|
79,379
|
78,163
|
||||||
|
Diluted
earnings per share
|
0.12
|
0.20
|
|||||
7
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||
|
CALCULATION
OF EARNINGS PER SHARE
|
|||||||
|
(Unaudited)
|
|||||||
|
(In
thousands, except earnings per share)
|
|||||||
|
For
the Six Months Ended
|
|||||||
|
September
30,
|
September
30,
|
||||||
|
2009
|
2008
|
||||||
|
Basic
earnings per share:
|
|||||||
|
Numerator
- net earnings
|
13,639
|
26,503
|
|||||
|
Denominator
- weighted-average shares outstanding
|
78,791
|
77,559
|
|||||
|
Basic
earnings per share
|
0.17
|
0.34
|
|||||
|
Diluted
earnings per share:
|
|||||||
|
Numerator
- net earnings
|
13,639
|
26,503
|
|||||
|
Denominator
- weighted-average shares outstanding
|
78,791
|
77,559
|
|||||
|
Dilutive
effect of common stock options, warrants and restricted
stock
|
404
|
400
|
|||||
|
79,195
|
77,959
|
||||||
|
Diluted
earnings per share
|
0.17
|
0.34
|
|||||
8
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||
|
RESULTS
BY SEGMENT
|
|||||||
|
(Unaudited)
|
|||||||
|
(Dollars
in thousands)
|
|||||||
|
For
the Three Months Ended
|
|||||||
|
September
30,
|
September
30,
|
||||||
|
Revenue:
|
2009
|
2008
|
|||||
|
Information
services
|
210,213
|
233,605
|
|||||
|
Information
products
|
60,892
|
95,330
|
|||||
|
Total
revenue
|
271,105
|
328,935
|
|||||
|
Income
from operations:
|
|||||||
|
Information
services
|
19,971
|
28,527
|
|||||
|
Information
products
|
1,249
|
3,396
|
|||||
|
Other
|
27
|
2,370
|
|||||
|
Total
income from operations
|
21,247
|
34,293
|
|||||
|
Margin:
|
|||||||
|
Information
services
|
9.5%
|
12.2%
|
|||||
|
Information
products
|
2.1%
|
3.6%
|
|||||
|
Total
margin
|
7.8%
|
10.4%
|
|||||
9
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||
|
RESULTS
BY SEGMENT
|
|||||||
|
(Unaudited)
|
|||||||
|
(Dollars
in thousands)
|
|||||||
|
For
the Six Months Ended
|
|||||||
|
September
30,
|
September
30,
|
||||||
|
Revenue:
|
2009
|
2008
|
|||||
|
Information
services
|
409,539
|
470,300
|
|||||
|
Information
products
|
117,547
|
189,708
|
|||||
|
Total
revenue
|
527,086
|
660,008
|
|||||
|
Income
from operations:
|
|||||||
|
Information
services
|
35,809
|
54,166
|
|||||
|
Information
products
|
(1,746)
|
2,770
|
|||||
|
Other
|
(320)
|
2,915
|
|||||
|
Total
income from operations
|
33,743
|
59,851
|
|||||
|
Margin:
|
|||||||
|
Information
services
|
8.7%
|
11.5%
|
|||||
|
Information
products
|
-1.5%
|
1.5%
|
|||||
|
Total
margin
|
6.4%
|
9.1%
|
|||||
10
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||||
|
PRODUCTS
REVENUE AND COST OF PRODUCTS SUPPLEMENTAL SCHEDULE
|
||||||||
|
(Unaudited)
|
||||||||
|
(Dollars
in thousands)
|
||||||||
|
For
the Three Months Ended
|
||||||||
|
September
30,
|
September
30,
|
$
|
%
|
|||||
|
2009
|
2008
|
Variance
|
Variance
|
|||||
|
Products
|
60,892
|
73,782
|
(12,890)
|
(17.5%)
|
||||
|
Passthrough
data
|
-
|
21,548
|
(21,548)
|
(100.0%)
|
||||
|
Total
products revenue
|
60,892
|
95,330
|
(34,438)
|
(36.1%)
|
||||
|
Cost
of products revenue:
|
||||||||
|
Products
|
46,129
|
55,490
|
9,361
|
16.9%
|
||||
|
Passthrough
data
|
-
|
21,548
|
21,548
|
100.0%
|
||||
|
Total
cost of products
|
46,129
|
77,038
|
30,909
|
40.1%
|
||||
|
Margin:
|
||||||||
|
Products
|
24.2%
|
24.8%
|
||||||
|
Passthrough
data
|
-
|
0.0%
|
||||||
|
Total
products
|
24.2%
|
19.2%
|
||||||
11
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||||
|
PRODUCTS
REVENUE AND COST OF PRODUCTS SUPPLEMENTAL SCHEDULE
|
||||||||
|
(Unaudited)
|
||||||||
|
(Dollars
in thousands)
|
||||||||
|
For
the Six Months Ended
|
||||||||
|
September
30,
|
September
30,
|
$
|
%
|
|||||
|
2009
|
2008
|
Variance
|
Variance
|
|||||
|
Products
|
117,547
|
145,946
|
(28,399)
|
(19.5%)
|
||||
|
Passthrough
data
|
-
|
43,762
|
(43,762)
|
(100.0%)
|
||||
|
Total
products revenue
|
117,547
|
189,708
|
(72,161)
|
(38.0%)
|
||||
|
Cost
of products revenue:
|
||||||||
|
Products
|
92,048
|
110,993
|
18,945
|
17.1%
|
||||
|
Passthrough
data
|
-
|
43,762
|
43,762
|
100.0%
|
||||
|
Total
cost of products
|
92,048
|
154,755
|
62,707
|
40.5%
|
||||
|
Margin:
|
||||||||
|
Products
|
21.7%
|
23.9%
|
||||||
|
Passthrough
data
|
-
|
0.0%
|
||||||
|
Total
products
|
21.7%
|
18.4%
|
||||||
12
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
||||||
|
(Unaudited)
|
||||||
|
(Dollars
in thousands)
|
||||||
|
September
30,
|
March
31,
|
$
|
%
|
|||
|
2009
|
2009
|
Variance
|
Variance
|
|||
|
Assets
|
||||||
|
Current
assets:
|
||||||
|
Cash
and cash equivalents
|
167,634
|
177,166
|
(9,532)
|
(5.4%)
|
||
|
Trade
accounts receivable, net
|
182,612
|
184,814
|
(2,202)
|
(1.2%)
|
||
|
Refundable
income taxes
|
-
|
4,579
|
(4,579)
|
(100.0%)
|
||
|
Deferred
income taxes
|
45,503
|
45,641
|
(138)
|
(0.3%)
|
||
|
Other
current assets
|
52,002
|
46,873
|
5,129
|
10.9%
|
||
|
Total
current assets
|
447,751
|
459,073
|
(11,322)
|
(2.5%)
|
||
|
Property
and equipment
|
778,697
|
745,999
|
32,698
|
4.4%
|
||
|
Less
- accumulated depreciation and amortization
|
559,891
|
531,410
|
28,481
|
5.4%
|
||
|
Property
and equipment, net
|
218,806
|
214,589
|
4,217
|
2.0%
|
||
|
Software,
net of accumulated amortization
|
45,819
|
52,798
|
(6,979)
|
(13.2%)
|
||
|
Goodwill
|
470,621
|
454,944
|
15,677
|
3.4%
|
||
|
Purchased
software licenses, net of accumulated amortization
|
55,564
|
65,341
|
(9,777)
|
(15.0%)
|
||
|
Deferred
costs, net
|
64,699
|
70,343
|
(5,644)
|
(8.0%)
|
||
|
Data
acquisition costs
|
26,624
|
31,317
|
(4,693)
|
(15.0%)
|
||
|
Other
assets, net
|
17,578
|
18,938
|
(1,360)
|
(7.2%)
|
||
|
1,347,462
|
1,367,343
|
(19,881)
|
(1.5%)
|
|||
|
Liabilities and Stockholders'
Equity
|
||||||
|
Current
liabilities:
|
||||||
|
Current
installments of long-term debt
|
43,636
|
40,967
|
2,669
|
6.5%
|
||
|
Trade
accounts payable
|
32,242
|
27,701
|
4,541
|
16.4%
|
||
|
Accrued
payroll and related expenses
|
24,379
|
44,823
|
(20,444)
|
(45.6%)
|
||
|
Other
accrued expenses
|
85,713
|
86,072
|
(359)
|
(0.4%)
|
||
|
Deferred
revenue
|
50,118
|
54,991
|
(4,873)
|
(8.9%)
|
||
|
Income
taxes
|
171
|
-
|
171
|
-
|
||
|
Total
current liabilities
|
236,259
|
254,554
|
(18,295)
|
(7.2%)
|
||
|
Long-term
debt
|
490,608
|
537,272
|
(46,664)
|
(8.7%)
|
||
|
Deferred
income taxes
|
65,586
|
58,526
|
7,060
|
12.1%
|
||
|
Other
liabilities
|
9,156
|
9,321
|
(165)
|
(1.8%)
|
||
|
Stockholders'
equity:
|
||||||
|
Common
stock
|
11,620
|
11,576
|
44
|
0.4%
|
||
|
Additional
paid-in capital
|
807,251
|
800,094
|
7,157
|
0.9%
|
||
|
Retained
earnings
|
455,589
|
441,950
|
13,639
|
3.1%
|
||
|
Accumulated
other comprehensive income
|
9,994
|
(6,238)
|
16,232
|
(260.2%)
|
||
|
Treasury
stock, at cost
|
(738,601)
|
(739,712)
|
1,111
|
(0.2%)
|
||
|
Total
stockholders' equity
|
545,853
|
507,670
|
38,183
|
7.5%
|
||
|
1,347,462
|
1,367,343
|
(19,881)
|
(1.5%)
|
|||
13
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|||
|
(Unaudited)
|
|||
|
(Dollars
in thousands)
|
|||
|
For
the Three Months Ended
|
|||
|
September
30,
|
|||
|
2009
|
2008
|
||
|
Cash
flows from operating activities:
|
|||
|
Net
earnings
|
9,445
|
15,853
|
|
|
Non-cash
operating activities:
|
|||
|
Depreciation
and amortization
|
41,147
|
50,727
|
|
|
Loss
on disposal or impairment of assets, net
|
9
|
(1,131)
|
|
|
Deferred
income taxes
|
6,223
|
5,138
|
|
|
Non-cash
stock compensation expense
|
3,261
|
3,628
|
|
|
Changes
in operating assets and liabilities:
|
|||
|
Accounts
receivable
|
2,526
|
4,923
|
|
|
Other
assets
|
(1,190)
|
11,439
|
|
|
Deferred
costs
|
(2,438)
|
(1,452)
|
|
|
Accounts
payable and other liabilities
|
6,911
|
3,968
|
|
|
Deferred
revenue
|
(5,191)
|
(6,290)
|
|
|
Net
cash provided by operating activities
|
60,703
|
86,803
|
|
|
Cash
flows from investing activities:
|
|||
|
Sale
of assets
|
-
|
24,174
|
|
|
Capitalized
software
|
(2,431)
|
(4,118)
|
|
|
Capital
expenditures
|
(14,462)
|
(7,245)
|
|
|
Data
acquisition costs
|
(3,004)
|
(6,507)
|
|
|
Payments
received from investments
|
-
|
102
|
|
|
Net
cash paid in acquisitions
|
357
|
(12,668)
|
|
|
Net
cash used by investing activities
|
(19,540)
|
(6,262)
|
|
|
Cash
flows from financing activities:
|
|||
|
Payments
of debt
|
(41,402)
|
(36,197)
|
|
|
Dividends
paid
|
-
|
(4,662)
|
|
|
Sale
of common stock
|
236
|
2,641
|
|
|
Tax
benefit of stock options exercised
|
-
|
55
|
|
|
Net
cash used by financing activities
|
(41,166)
|
(38,163)
|
|
|
Effect
of exchange rate changes on cash
|
(33)
|
(807)
|
|
|
Net
increase (decrease) in cash and cash equivalents
|
(36)
|
41,571
|
|
|
Cash
and cash equivalents at beginning of period
|
167,670
|
51,799
|
|
|
Cash
and cash equivalents at end of period
|
167,634
|
93,370
|
|
|
Supplemental
cash flow information:
|
|||
|
Cash
paid (received) during the period for:
|
|||
|
Interest
|
5,328
|
7,067
|
|
|
Income
taxes
|
792
|
(5,929)
|
|
|
Payments
on capital leases and installment payment arrangements
|
7,504
|
11,204
|
|
|
Payments
on software and data license liabilities
|
1,840
|
8,420
|
|
|
Other
debt payments, excluding line of credit
|
2,058
|
2,073
|
|
|
Prepayment
of debt
|
30,000
|
14,500
|
|
|
Noncash
investing and financing activities:
|
|||
|
Acquisition
of property and equipment under capital lease
|
|||
|
and
installment payment arrangements
|
6,564
|
3,835
|
|
|
Software
licenses and maintenance acquired under software
obligation
|
611
|
1,546
|
|
14
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|||
|
(Unaudited)
|
|||
|
(Dollars
in thousands)
|
|||
|
For
the Six Months Ended
|
|||
|
September
30,
|
|||
|
2009
|
2008
|
||
|
Cash
flows from operating activities:
|
|||
|
Net
earnings
|
13,639
|
26,503
|
|
|
Non-cash
operating activities:
|
|||
|
Depreciation
and amortization
|
81,742
|
104,620
|
|
|
Loss
on disposal or impairment of assets, net
|
7
|
(3,242)
|
|
|
Deferred
income taxes
|
8,719
|
7,853
|
|
|
Non-cash
stock compensation expense
|
5,650
|
6,232
|
|
|
Changes
in operating assets and liabilities:
|
|||
|
Accounts
receivable
|
(1,809)
|
(11,335)
|
|
|
Other
assets
|
3,461
|
20,815
|
|
|
Deferred
costs
|
(3,344)
|
(2,068)
|
|
|
Accounts
payable and other liabilities
|
(25,105)
|
(27,328)
|
|
|
Deferred
revenue
|
(6,091)
|
(6,774)
|
|
|
Net
cash provided by operating activities
|
76,869
|
115,276
|
|
|
Cash
flows from investing activities:
|
|||
|
Sale
of assets
|
-
|
24,174
|
|
|
Capitalized
software
|
(4,815)
|
(9,129)
|
|
|
Capital
expenditures
|
(21,893)
|
(12,951)
|
|
|
Cash
collected from sale and license of software
|
-
|
2,000
|
|
|
Data
acquisition costs
|
(8,781)
|
(15,129)
|
|
|
Payments
received from investments
|
-
|
2,596
|
|
|
Net
cash paid in acquisitions
|
357
|
(12,703)
|
|
|
Net
cash used by investing activities
|
(35,132)
|
(21,142)
|
|
|
Cash
flows from financing activities:
|
|||
|
Payments
of debt
|
(55,126)
|
(59,501)
|
|
|
Dividends
paid
|
-
|
(9,312)
|
|
|
Sale
of common stock
|
2,663
|
5,915
|
|
|
Tax
benefit of stock options exercised
|
-
|
115
|
|
|
Acquisition
of treasury stock
|
(307)
|
-
|
|
|
Net
cash used by financing activities
|
(52,770)
|
(62,783)
|
|
|
Effect
of exchange rate changes on cash
|
1,501
|
(642)
|
|
|
Net
increase (decrease) in cash and cash equivalents
|
(9,532)
|
30,709
|
|
|
Cash
and cash equivalents at beginning of period
|
177,166
|
62,661
|
|
|
Cash
and cash equivalents at end of period
|
167,634
|
93,370
|
|
|
Supplemental
cash flow information:
|
|||
|
Cash
paid (received) during the period for:
|
|||
|
Interest
|
10,586
|
16,421
|
|
|
Income
taxes
|
(4,260)
|
(5,887)
|
|
|
Payments
on capital leases and installment payment arrangements
|
15,298
|
24,083
|
|
|
Payments
on software and data license liabilities
|
5,718
|
16,788
|
|
|
Other
debt payments, excluding line of credit
|
4,110
|
4,130
|
|
|
Prepayment
of debt
|
30,000
|
14,500
|
|
|
Noncash
investing and financing activities:
|
|||
|
Acquisition
of property and equipment under capital lease
|
|||
|
and
installment payment arrangements
|
10,387
|
5,659
|
|
|
Software
licenses and maintenance acquired under software
obligation
|
611
|
1,546
|
|
15
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
||||||||||
|
CALCULATION
OF FREE CASH FLOW AVAILABLE TO EQUITY
|
||||||||||
|
AND
RECONCILIATION TO OPERATING CASH FLOW
|
||||||||||
|
(Unaudited)
|
||||||||||
|
(Dollars
in thousands)
|
||||||||||
|
06/30/08
|
09/30/08
|
12/31/08
|
03/31/09
|
FY2009
|
06/30/09
|
09/30/09
|
FY2010
|
|||
|
Net
cash provided by operating activities
|
28,473
|
86,803
|
78,913
|
74,652
|
268,841
|
16,166
|
60,703
|
76,869
|
||
|
Plus:
|
||||||||||
|
Sale
of assets
|
-
|
24,174
|
-
|
-
|
24,174
|
-
|
-
|
-
|
||
|
Payments
received from investments
|
2,494
|
102
|
-
|
3
|
2,599
|
-
|
-
|
-
|
||
|
Disposition
of operations
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
||
|
Less:
|
||||||||||
|
Capitalized
software
|
(5,011)
|
(4,118)
|
(3,872)
|
(3,238)
|
(16,239)
|
(2,384)
|
(2,431)
|
(4,815)
|
||
|
Capital
expenditures
|
(5,706)
|
(7,245)
|
(6,232)
|
(12,266)
|
(31,449)
|
(7,431)
|
(14,462)
|
(21,893)
|
||
|
Data
acquisition costs
|
(8,622)
|
(6,507)
|
(7,825)
|
(7,607)
|
(30,561)
|
(5,777)
|
(3,004)
|
(8,781)
|
||
|
Payments
on capital leases and installment payment arrangements
|
(12,879)
|
(11,204)
|
(9,033)
|
(7,673)
|
(40,789)
|
(7,794)
|
(7,504)
|
(15,298)
|
||
|
Payments
on software and data license liabilities
|
(8,368)
|
(8,420)
|
(3,099)
|
(3,330)
|
(23,217)
|
(3,878)
|
(1,840)
|
(5,718)
|
||
|
Other
required debt payments
|
(2,057)
|
(2,073)
|
(2,061)
|
(2,073)
|
(8,264)
|
(2,052)
|
(2,058)
|
(4,110)
|
||
|
Subtotal
|
(11,676)
|
71,512
|
46,791
|
38,468
|
145,095
|
(13,150)
|
29,404
|
16,254
|
||
|
Plus:
|
||||||||||
|
Tax
benefit of stock options and warrants
|
60
|
55
|
-
|
(81)
|
34
|
-
|
- |
-
|
||
|
Subtotal
|
(11,616)
|
71,567
|
46,791
|
38,387
|
145,129
|
(13,150)
|
29,404
|
16,254
|
||
|
Plus:
|
||||||||||
|
Cash
collected from sale of software
|
2,000
|
-
|
-
|
-
|
2,000
|
-
|
- |
-
|
||
|
Total
|
(9,616)
|
71,567
|
46,791
|
38,387
|
147,129
|
(13,150)
|
29,404
|
16,254
|
||
16
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||||||||
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|||||||||||||
|
(Unaudited)
|
|||||||||||||
|
(Dollars
in thousands, except earnings per share)
|
|||||||||||||
|
Q2
FY09 to Q2 FY10
|
|||||||||||||
|
06/30/08
|
09/30/08
|
12/31/08
|
03/31/09
|
FY2009
|
06/30/09
|
09/30/09
|
FY2010
|
%
|
$
|
||||
|
Revenue:
|
|||||||||||||
|
Services
|
236,695
|
233,605
|
231,077
|
218,885
|
920,262
|
199,326
|
210,213
|
409,539
|
-10.0%
|
(23,392)
|
|||
|
Products
|
94,378
|
95,330
|
89,979
|
76,624
|
356,311
|
56,655
|
60,892
|
117,547
|
-36.1%
|
(34,438)
|
|||
|
Total
revenue
|
331,073
|
328,935
|
321,056
|
295,509
|
1,276,573
|
255,981
|
271,105
|
527,086
|
-17.6%
|
(57,830)
|
|||
|
Operating
costs and expenses:
|
|||||||||||||
|
Cost
of revenue
|
|||||||||||||
|
Services
|
178,861
|
180,986
|
173,433
|
161,060
|
694,340
|
159,576
|
165,792
|
325,368
|
8.4%
|
15,194
|
|||
|
Products
|
77,717
|
77,038
|
70,487
|
55,604
|
280,846
|
45,919
|
46,129
|
92,048
|
40.1%
|
30,909
|
|||
|
Total
cost of revenue
|
256,578
|
258,024
|
243,920
|
216,664
|
975,186
|
205,495
|
211,921
|
417,416
|
17.9%
|
46,103
|
|||
|
Selling,
general and administrative
|
49,482
|
38,988
|
42,560
|
38,930
|
169,960
|
37,643
|
37,964
|
75,607
|
2.6%
|
1,024
|
|||
|
Gains,
losses and other items, net
|
(545)
|
(2,370)
|
43,175
|
(1,694)
|
38,566
|
347
|
(27)
|
320
|
-98.9%
|
(2,343)
|
|||
|
Total
operating costs and expenses
|
305,515
|
294,642
|
329,655
|
253,900
|
1,183,712
|
243,485
|
249,858
|
493,343
|
15.2%
|
44,784
|
|||
|
Income
(loss) from operations
|
25,558
|
34,293
|
(8,599)
|
41,609
|
92,861
|
12,496
|
21,247
|
33,743
|
-38.0%
|
(13,046)
|
|||
|
%
Margin
|
7.7%
|
10.4%
|
-2.7%
|
14.1%
|
7.3%
|
4.9%
|
7.8%
|
6.4%
|
|||||
|
Other
income (expense)
|
|||||||||||||
|
Interest
expense
|
(9,459)
|
(8,591)
|
(8,105)
|
(6,441)
|
(32,596)
|
(5,505)
|
(5,423)
|
(10,928)
|
36.9%
|
3,168
|
|||
|
Other,
net
|
1,359
|
287
|
140
|
163
|
1,949
|
(118)
|
223
|
105
|
-22.3%
|
(64)
|
|||
|
Total
other income (expense)
|
(8,100)
|
(8,304)
|
(7,965)
|
(6,278)
|
(30,647)
|
(5,623)
|
(5,200)
|
(10,823)
|
37.4%
|
3,104
|
|||
|
Earnings
(loss) before income taxes
|
17,458
|
25,989
|
(16,564)
|
35,331
|
62,214
|
6,873
|
16,047
|
22,920
|
-38.3%
|
(9,942)
|
|||
|
Income
taxes
|
6,808
|
10,136
|
(5,115)
|
12,881
|
24,710
|
2,679
|
6,602
|
9,281
|
34.9%
|
3,534
|
|||
|
Net
earnings (loss)
|
10,650
|
15,853
|
(11,449)
|
22,450
|
37,504
|
4,194
|
9,445
|
13,639
|
-40.4%
|
(6,408)
|
|||
|
Diluted
earnings (loss) per share
|
0.14
|
0.20
|
(0.15)
|
0.29
|
0.48
|
0.05
|
0.12
|
0.17
|
-40.0%
|
(0.08)
|
|||
17
|
ACXIOM
CORPORATION AND SUBSIDIARIES
|
|||||||||||||||
|
RESULTS
BY SEGMENT
|
|||||||||||||||
|
(Unaudited)
|
|||||||||||||||
|
(Dollars
in thousands)
|
|||||||||||||||
|
Q2
FY09 to Q2 FY10
|
|||||||||||||||
|
06/30/08
|
09/30/08
|
12/31/08
|
03/31/09
|
FY2009
|
06/30/09
|
09/30/09
|
FY2010
|
%
|
$
|
||||||
|
Revenue:
|
|||||||||||||||
|
Services
|
236,695
|
233,605
|
231,077
|
218,885
|
920,262
|
199,326
|
210,213
|
409,539
|
-10.0%
|
(23,392)
|
|||||
|
Products
|
94,378
|
95,330
|
89,979
|
76,624
|
356,311
|
56,655
|
60,892
|
117,547
|
-36.1%
|
(34,438)
|
|||||
|
Total
revenue
|
331,073
|
328,935
|
321,056
|
295,509
|
1,276,573
|
255,981
|
271,105
|
527,086
|
-17.6%
|
(57,830)
|
|||||
|
Income
from operations:
|
|||||||||||||||
|
Services
|
25,639
|
28,527
|
30,358
|
32,873
|
117,397
|
15,838
|
19,971
|
35,809
|
-30.0%
|
(8,556)
|
|||||
|
Products
|
(626)
|
3,396
|
4,218
|
7,042
|
14,030
|
(2,995)
|
1,249
|
(1,746)
|
-63.2%
|
(2,147)
|
|||||
|
Other
|
545
|
2,370
|
(43,175)
|
1,694
|
(38,566)
|
(347)
|
27
|
(320)
|
-98.9%
|
(2,343)
|
|||||
|
Total
income (loss) from operations
|
25,558
|
34,293
|
(8,599)
|
41,609
|
92,861
|
12,496
|
21,247
|
33,743
|
-38.0%
|
(13,046)
|
|||||
|
Margin:
|
|||||||||||||||
|
Services
|
10.8%
|
12.2%
|
13.1%
|
15.0%
|
12.8%
|
7.9%
|
9.5%
|
8.7%
|
|||||||
|
Products
|
-0.7%
|
3.6%
|
4.7%
|
9.2%
|
3.9%
|
-5.3%
|
2.1%
|
-1.5%
|
|||||||
|
Total
|
7.7%
|
10.4%
|
-2.7%
|
14.1%
|
7.3%
|
4.9%
|
7.8%
|
6.4%
|
|||||||
18