<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 30, 2000
ARIS CORPORATION
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(Exact Name of Registrant as Specified in Charter)
WASHINGTON 0-22649 91-1497147
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(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
2229 - 112TH AVENUE N.E., BELLEVUE, WASHINGTON 98004
(Address of Principal Executive Offices) (Zip Code)
(425) 372-2747
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Registrant's telephone number, including area code
NONE
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On March 30, 2000, Aris Corporation (the "Company" or "Aris") signed a
letter of intent to sell its Seattle and Portland training facilities to members
of Aris' U.S. Education management team for approximately $3.0 million, which
will be paid in cash and other consideration. The sale is expected to be
completed on or about April 30, 2000.
Aris also announced plans to close its U.S. training facilities in
Washington D.C. and Denver in the second quarter of 2000 and to explore
strategic alternatives for its remaining U.S. training operations in Dallas.
The Company issued a press release on March 31, 2000 announcing the
signing of the letter of intent and it's plans with respect to the training
operations. A copy of the press release is filed as Exhibit 99.1 to this Current
Report on Form 8-K.
On March 31, 2000 the Company announced that it expects to report lower
than anticipated results for the first quarter of fiscal 2000 and that it is
restructuring its U.S. sales organization. A copy of the related press release
is filed as Exhibit 99.2 to this Current Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
99.1 Press release dated March 31, 2000: "ARIS ANNOUNCES
SALE AND CLOSURE OF U.S. TRAINING OPERATIONS"
99.2 Press release dated March 31, 2000: "ARIS ANNOUNCES
PRELIMINARY FIRST QUARTER RESULTS AND RESTRUCTURING
OF US SALES ORGANIZATION "
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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.
ARIS CORPORATION
By: /s/ Timothy J. Carroll
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Timothy J. Carroll
Vice President, Chief Financial
Officer and Secretary
Dated: April 7, 2000
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C>
99.1 Press release dated March 31, 2000: "ARIS ANNOUNCES SALE AND
CLOSURE OF U.S. TRAINING OPERATIONS"
99.2 Press release dated March 31, 2000: "ARIS ANNOUNCES
PRELIMINARY FIRST QUARTER RESULTS AND RESTRUCTURING OF US
SALES ORGANIZATION "
</TABLE>
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Exhibit 99.1
FOR IMMEDIATE RELEASE
CONTACTS: Tim Carroll Michael Newman
Vice President and Investor Relations
Chief Financial Officer StreetConnect
Aris Corporation (206) 320-1231
(425) 372- 2708
ARIS ANNOUNCES SALE AND CLOSURE OF U.S. TRAINING OPERATIONS
Company focuses on growth of eBusiness consulting
BELLEVUE, WA - MARCH 31, 2000 -- ARIS CORPORATION (Nasdaq: ARSC), a provider of
integrated eBusiness and IT solutions, today announced that the Company has
signed a letter of intent to sell its Seattle and Portland training facilities
to members of Aris' U.S. Education management team. Under terms of the
agreement, Aris will receive approximately $3.0 million in cash and other
considerations for the facilities. The deal is expected to close on April 30.
In addition, the Company's U.S. training facilities in Washington D.C. and
Denver will be closed in the second quarter upon the completion of certain
contractual training obligations. The Company is exploring strategic
alternatives for its remaining U.S. training operations in Dallas. "This
transaction allows us to deliver on our commitment to reposition our Company
around our eBusiness consulting solutions," said Paul Song, President and Chief
Executive Officer of Aris. "Our primary focus is to grow our eBusiness revenues
through capturing web-based consulting and interactive Enterprise Relationship
Management development opportunities. I believe the steps we have taken and are
continuing to take will make Aris much stronger and better positioned to take
advantage of the enormous eBusiness consulting opportunities we see developing."
The U.S. Education division contributed approximately $17.7 million to Aris'
total fiscal 1999 revenue of $118.0 million. The Seattle/Portland training
centers were the largest centers in Aris' U.S. Education division and accounted
for approximately $9.4 million revenue in fiscal 1999. The total operating loss
from the U.S. Education division in 1999 was $2.9 million.
Aris will report a first quarter pre-tax restructuring charge of between $3
million to $4 million related to the sale of the Seattle and Portland training
centers and for costs related to the closures. Almost all of the charge
represents non-cash expenses.
ABOUT ARIS CORPORATION
Aris Corporation provides an integrated eBusiness solutions approach called
Interactive Enterprise Relationship Management (iERM), designed to improve a
company's relationships with customers, vendors, suppliers and employees by
leveraging the power of the Internet. Aris has offices across the U.S. and in
the United Kingdom, with over 800 employees worldwide, and is headquartered in
Bellevue, WA.
<PAGE> 2
Statements in this press release, and elsewhere, that look forward in time or
include anything other than historical information, involve risks and
uncertainties that may affect the Company's actual results of operations.
Statements contained in this release regarding the Company's anticipated future
earnings and results of operations, its eBusiness strategy, future hiring
patterns, and on the Company's ability to expand its eBusiness solutions and new
product releases by the Company are "forward-looking statements", as the phrase
is defined by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements by the Company are subject to certain risks,
including future client demand for integrated eBusiness and IT solutions;
competition from other businesses providing similar services to that of the
Company; the Company's ability to successfully execute its business strategy and
management and operational re-alignment of its consulting and training
businesses; the Company's ability to attract, retain and motivate highly skilled
eBusiness and IT professionals; its dependence upon key vendors of software
technology; competitive pressures and lower operating margins of the Company's
training division and efforts to identify and execute strategic alternatives for
that business; the Company's ability to successfully integrate the acquisition
of fine.com; and issues that may arise in product development and possible
decisions by third parties to delay or cancel the release of products under
development. Those risks and uncertainties are discussed in more detail in the
Company's periodic reports filed with the Securities and Exchange Commission
under the Securities Exchange Act of 1934, as amended.
###
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EXHIBIT 99.2
FOR IMMEDIATE RELEASE
CONTACTS: Tim Carroll Michael Newman
Vice President and Investor Relations
Chief Financial Officer StreetConnect
Aris Corporation (206) 320-1231
(425) 372- 2708
ARIS ANNOUNCES PRELIMINARY FIRST QUARTER RESULTS
AND RESTRUCTURING OF US SALES ORGANIZATION
ERP & custom application development business remains slow;
Continued growth in eBusiness revenue; eBusiness strategy
strengthened with restructured sales force
BELLEVUE, WA - MARCH 31, 2000 -- ARIS CORPORATION (Nasdaq: ARSC), a provider of
integrated eBusiness and IT solutions, today announced that it expects to report
lower than anticipated results for the first quarter of fiscal 2000. The Company
expects to report revenues for the quarter of between $23 million and $24
million, resulting in a proforma net loss of between $0.15 and $0.20 per share.
The Company also announced today the sale and closure of its U.S. training
operations which will result in a first quarter pretax charge to earnings of
between $3 million to $4 million or between $.22 to $.27 on a per share basis.
Aris is expected to report detailed first quarter results on April 26.
Aris' performance in the first quarter has been adversely affected by weaker
than expected activity in its legacy businesses of ERP (Enterprise Resource
Planning) and custom application development consulting. The Company had
anticipated a faster rebound from the market slowdown in 1999 related to Y2K
concerns.
The Company continues to see growth in its eBusiness consulting. The Company
expects eBusiness revenue to be over $8.0 million for the first quarter of 2000,
compared to revenue of $7.1 million in the fourth quarter of 1999, and up
substantially from $1.5 million in eBusiness revenue for the first quarter of
1999.
"Aris continues to transition from a traditional IT consulting company to an
eBusiness solutions provider," said Paul Song, Chairman and Chief Executive
Officer. "While we are disappointed with the performance of our traditional IT
consulting in the first quarter, we agree with industry analysts who anticipate
higher corporate IT spending in 2000 and see eBusiness solutions as an enormous
opportunity and focus. Our conversion to an eBusiness consulting company is
clearly underway, but we need to respond more rapidly to fully capitalize on the
compelling market opportunities before us."
Aris also announced the restructuring of its U.S. sales organization. Aris will
move to a regional and specialist model where salespeople are more closely
aligned with and report to operational managers. The realigned sales
organization is designed to give Aris' regional operational managers the
authority and responsibility needed to grow their sales. The Company expects to
complete the sales realignment within 60 days. As a result of this realignment,
the Company also announced that Mary Lou Clark, formerly Vice President of
Sales, has left the Company to pursue other interests.
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"It is critical that our sales organization closely align with the delivery of
our ERP, custom development, and eBusiness consulting solutions," continued
Song. "We believe this unified model will provide our customers with the
solutions they need, provide greater focus on new business opportunities and
help Aris expand more rapidly into new market segments."
Aris will hold a conference call later today and a replay of the call will be
available starting at 9:30 AM Pacific (12:30 PM Eastern) at 1-800-642-1687,
conference ID # 39239.
ABOUT ARIS CORPORATION
Aris Corporation provides an integrated eBusiness solutions approach called
Interactive Enterprise Relationship Management (iERM), designed to improve a
company's relationships with customers, vendors, suppliers and employees by
leveraging the power of the Internet. Aris has offices across the U.S. and in
the United Kingdom, with over 800 employees worldwide, and is headquartered in
Bellevue, WA.
Statements in this press release, and elsewhere, that look forward in time or
include anything other than historical information, involve risks and
uncertainties that may affect the Company's actual results of operations.
Statements contained in this release regarding the Company's anticipated future
earnings and results of operations, its eBusiness strategy, future hiring
patterns, and on the Company's ability to expand its eBusiness solutions and new
product releases by the Company are "forward-looking statements", as the phrase
is defined by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements by the Company are subject to certain risks,
including future client demand for integrated eBusiness and IT solutions;
competition from other businesses providing similar services to that of the
Company; the Company's ability to successfully execute its business strategy and
management and operational re-alignment of its consulting and training
businesses; the Company's ability to attract, retain and motivate highly skilled
eBusiness and IT professionals; its dependence upon key vendors of software
technology; competitive pressures and lower operating margins of the Company's
training division and efforts to identify and execute strategic alternatives for
that business; the Company's ability to successfully integrate the acquisition
of fine.com; and issues that may arise in product development and possible
decisions by third parties to delay or cancel the release of products under
development. Those risks and uncertainties are discussed in more detail in the
Company's periodic reports filed with the Securities and Exchange Commission
under the Securities Exchange Act of 1934, as amended.
###
