Part I. Financial Information Item 1. Financial Statements (Unaudited) Unaudited Q2 and H1 FY2021 financials show increased cash, revenue decline due to COVID-19, and a shift to net income from improved margins Condensed Consolidated Balance Sheets Balance sheet as of September 30, 2020, reflects increased cash to $85.7 million due to preferred stock issuance, strengthening assets and equity Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2020 (Unaudited) | Mar 31, 2020 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $85,706 | $46,653 | | Accounts receivable, net | $20,173 | $35,869 | | Total current assets | $115,544 | $93,408 | | Total assets | $173,714 | $154,562 | | Liabilities & Equity | | | | Total current liabilities | $45,777 | $69,423 | | Series A convertible preferred stock | $35,459 | $— | | Total shareholders' equity | $77,924 | $71,757 | | Total liabilities and shareholders' equity | $173,714 | $154,562 | Condensed Consolidated Statements of Operations Q2 and H1 FY2021 operations show revenue decline but a shift to net income, driven by improved gross margin and reduced operating expenses Statement of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended Sep 30, 2020 | Three Months Ended Sep 30, 2019 | Six Months Ended Sep 30, 2020 | Six Months Ended Sep 30, 2019 | | :--- | :--- | :--- | :--- | :--- | | Total net revenue | $34,360 | $40,722 | $64,166 | $79,111 | | Gross profit | $23,154 | $20,217 | $41,703 | $40,232 | | Gross profit margin | 67.4% | 49.6% | 65.0% | 50.9% | | Operating income (loss) | $6,050 | $(2,881) | $5,626 | $(4,424) | | Net income (loss) | $5,867 | $(2,918) | $5,350 | $(4,493) | | Net income (loss) per share - basic | $0.23 | $(0.13) | $0.16 | $(0.19) | Condensed Consolidated Statements of Cash Flows Cash flow for H1 FY2021 shows $6.6 million from operations and $32.8 million from financing, increasing cash to $85.7 million Cash Flow Summary (in thousands) | Activity | Six Months Ended Sep 30, 2020 | Six Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Net cash provided by operating activities | $6,642 | $1,234 | | Net cash used in investing activities | $(473) | $(1,942) | | Net cash provided by (used in) financing activities | $32,799 | $(1,065) | | Net increase (decrease) in cash | $39,053 | $(1,856) | | Cash and cash equivalents at end of period | $85,706 | $38,915 | Notes to Condensed Consolidated Financial Statements Notes detail operations in hospitality software, COVID-19 impact, revenue disaggregation, $35 million preferred stock issuance, and accounting policies - The company operates as a single reportable segment serving the global hospitality industry, offering solutions like POS, PMS, and inventory management1617 - Revenue recognized from products (point in time) totaled $6.6 million for the three months and $11.9 million for the six months ended Sep 30, 2020, a decrease from the prior year45 - Revenue from services (over time) was $27.8 million and $52.4 million for the same periods, respectively45 - On May 22, 2020, the company sold 1,735,457 shares of Series A Convertible Preferred Stock to MAK Capital for an aggregate price of $35 million72 - The stock carries a 5.25% dividend per annum72 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses H1 FY2021 revenue decline due to COVID-19, improved profitability from cost reductions, and strengthened liquidity from a $35 million investment Overview and Recent Developments COVID-19 impacted H1 FY2021 revenue, leading to cost-saving measures and a $35 million investment from MAK Capital boosting cash - First half fiscal 2021 revenue was negatively impacted by delays and reduced spending attributed to the COVID-19 pandemic, though recurring revenue renewal rates remained high88 - The company implemented cost-saving measures including reduced discretionary costs, a hiring freeze, layoffs, furloughs, and salary decreases for executives and certain employees8990 - In May 2020, the company sold $35 million of convertible preferred stock to MAK Capital One, LLC, increasing the cash balance by $34 million after costs93 Results of Operations - Q2 FY2021 vs Q2 FY2020 Q2 FY2021 saw a 15.6% revenue decrease but a shift to $6.1 million operating income, driven by increased gross profit and 26.0% lower operating expenses Q2 FY2021 vs Q2 FY2020 Performance (in thousands) | Metric | Q2 FY2021 (ended Sep 30, 2020) | Q2 FY2020 (ended Sep 30, 2019) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total net revenue | $34,360 | $40,722 | $(6,362) | (15.6)% | | Gross profit | $23,154 | $20,217 | $2,937 | 14.5% | | Operating income (loss) | $6,050 | $(2,881) | $8,931 | 310.0% | - Subscription-based service revenue grew 23.9% in Q2 FY2021 compared to the prior-year quarter100 - Operating expenses (excluding certain items) decreased by $6.0 million or 26.0%, driven by reductions in product development (-23.4%), sales and marketing (-51.9%), and G&A (-13.6%)102103104 Results of Operations - First Half FY2021 vs First Half FY2020 H1 FY2021 saw an 18.9% revenue decrease but a shift to $5.6 million operating income, driven by increased gross profit and 21.5% lower operating expenses First Half FY2021 vs First Half FY2020 Performance (in thousands) | Metric | H1 FY2021 (ended Sep 30, 2020) | H1 FY2020 (ended Sep 30, 2019) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total net revenue | $64,166 | $79,111 | $(14,945) | (18.9)% | | Gross profit | $41,703 | $40,232 | $1,471 | 3.7% | | Operating income (loss) | $5,626 | $(4,424) | $10,050 | 227.2% | - The growth rate in support, maintenance, and subscription services was lower than in recent periods due to one-time COVID-19 related financial relief provided to certain customers116 Liquidity and Capital Resources Liquidity is strong with $85.7 million cash, boosted by $34.0 million from MAK Capital investment, and $6.6 million cash flow from operations - Cash on hand was $85.7 million as of September 30, 2020129 - The MAK Capital investment increased the cash balance by $34.0 million after closing costs127 Six-Month Cash Flow Summary (in thousands) | Activity | Six Months Ended Sep 30, 2020 | Six Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Operating activities | $6,642 | $1,234 | | Investing activities | $(473) | $(1,942) | | Financing activities | $32,799 | $(1,065) | Item 3. Quantitative and Qualitative Disclosures About Market Risk The company reports no material changes in its market risk exposures since March 31, 2020 - There have been no material changes in the company's market risk exposures since the fiscal year ended March 31, 2020138 Item 4. Controls and Procedures Management concluded disclosure controls and procedures were effective as of September 30, 2020, with no material changes to internal control over financial reporting - Management concluded that as of the end of the period covered by the report, the company's disclosure controls and procedures were effective139 - No changes occurred during the six months ended September 30, 2020, that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting140 Part II. Other Information Item 1. Legal Proceedings The company reports no new or material legal proceedings for the period - The company reported no legal proceedings under this item143 Item 1A. Risk Factors No material changes to risk factors were reported, except for the ongoing unpredictable adverse effects of the COVID-19 pandemic - No material changes in risk factors are reported, except for the ongoing uncertainty related to the full impact of the COVID-19 pandemic143144 Item 6. Exhibits This section lists exhibits filed with Form 10-Q, including certifications and Inline XBRL data files - Exhibits filed include certifications by the Chief Executive Officer and Chief Financial Officer as required by the Sarbanes-Oxley Act of 2002147148
Agilysys(AGYS) - 2021 Q2 - Quarterly Report