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FILED PURSUANT TO RULE 424(B)(3) AND
RULE 424(C)
REGISTRATION STATEMENT NO. 333-81227
PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED JULY 23, 1999)
LOGO
1,709,946 SHARES
COMMON STOCK
------------------------------
This prospectus supplement relates to the resale by selling stockholders
named on pages 69 to 72 of the prospectus dated July 23, 1999, to which this
prospectus supplement is attached.
This prospectus supplement should be read in conjunction with the
prospectus dated July 23, 1999, which is to be delivered with this prospectus
supplement. All capitalized terms used but not defined in this prospectus
supplement have the meanings given them in the prospectus.
------------------------------
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
REGULATORS HAVE APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED ON THE
ADEQUACY OR ACCURACY OF THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JULY 28, 1999
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On July 21, 1999, we reported financial results for the third fiscal
quarter and nine months ended June 30, 1999. On a combined basis, after giving
effect to the retroactive restatement of our accounts to reflect the merger of
Seeker Software, Inc. as a pooling of interests for all periods, we reported
revenues of $11.2 million for the third quarter of fiscal 1999, up 107 percent
from the $5.4 million in revenues reported in the third quarter of fiscal 1998.
The net loss for the third quarter of fiscal 1999 was $17.7 million, or
$0.86 per share, which included a one-time charge of $8.9 million for costs
related to the merger with Seeker Software, compared with a net loss of $11.1
million, or $3.56 per share, for the same period in fiscal 1998, which included
a $5.2 million one-time charge related to our June 1998 acquisition of
7Software. All share amounts are computed based on weighted average basic and
diluted shares outstanding.
For the nine-month period ended June 30, 1999, we reported revenues of
$28.0 million, an increase of 103 percent over revenues of $13.8 million for the
same period in fiscal 1998. The net loss for the first nine months of fiscal
1999 was $34.3 million, or $2.29 per share, which included a one-time charge of
$8.9 million for costs related to the Seeker merger, compared with a net loss of
$18.5 million, or $5.98 per share, for the same period in fiscal 1998, which
included a $5.2 million one-time charge related to our June 1998 acquisition of
7Software.
During the third quarter of fiscal 1999, we completed a follow-on public
offering of 3,100,000 shares of our common stock, 2,018,620 shares of which were
sold by the us, resulting in net proceeds to us of approximately $82.2 million.
At June 30, 1999, our cash, cash equivalents and marketable securities totaled
$128.6 million.
2
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CONCUR TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
JUNE 30, 1999 SEPTEMBER 30, 1998
------------- ------------------
<S> <C> <C>
ASSETS
Current assets
Cash, cash equivalents, and marketable
securities...................................... $128,611 $ 17,058
Accounts receivable, net.......................... 9,376 6,049
Prepaid expenses and other current assets......... 1,125 772
-------- --------
Total current assets....................... 139,112 23,879
Equipment and furniture, net...................... 4,867 3,026
Other assets...................................... 3,223 1,717
-------- --------
Total assets............................... $147,202 $ 28,622
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable and accrued liabilities.......... $ 23,584 $ 7,839
Current portion of long term liabilities.......... 5,149 3,971
Deferred revenues................................. 4,422 3,619
-------- --------
Total current liabilities.................. 33,155 15,429
Long term liabilities............................. 7,990 8,788
Redeemable convertible preferred stock............ -- 37,512
Redeemable convertible preferred stock warrants... -- 444
Stockholders' equity (deficit)
Convertible preferred stock, $0.001 par value:
Authorized shares -- 5,000,000
Issued and outstanding shares -- 0 and 716,144
shares at June 30, 1999 and September 30,
1998, respectively........................... -- 3,139
Common stock, $0.001 par value:
Authorized shares -- 60,000,000
Issued and outstanding shares -- 22,654,164 and
3,911,985 shares at June 30, 1999 and
September 30, 1998, respectively............. 185,388 6,593
Deferred stock compensation....................... (1,814) (529)
Accumulated deficit............................... (77,517) (42,754)
-------- --------
Total stockholders' equity (deficit)....... 106,057 (33,551)
-------- --------
Total liabilities and stockholders' equity
(deficit)............................... $147,202 $ 28,622
======== ========
</TABLE>
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CONCUR TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
JUNE 30, JUNE 30,
------------------- -------------------
1999 1998 1999 1998
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Revenues, net:
Licenses.............................. $ 7,611 $ 3,685 $ 18,778 $ 9,249
Services.............................. 3,582 1,729 9,229 4,583
-------- -------- -------- --------
Total revenues................... 11,193 5,414 28,007 13,832
Cost of revenues:
Licenses.............................. 174 146 747 318
Services.............................. 4,501 2,053 11,543 5,234
-------- -------- -------- --------
Total cost of revenues........... 4,675 2,199 12,290 5,552
-------- -------- -------- --------
Gross profit............................ 6,518 3,215 15,717 8,280
Operating expenses:
Sales and marketing................... 7,938 4,336 21,297 10,418
Research and development.............. 5,208 2,842 13,264 6,687
General and administrative............ 3,111 1,837 7,455 4,113
Merger & acquisition cost and acquired
in-process technology.............. 8,859 5,203 8,859 5,203
-------- -------- -------- --------
Total operating expenses......... 25,116 14,218 50,875 26,421
-------- -------- -------- --------
Loss from operations.................... (18,598) (11,003) (35,158) (18,141)
Other income (expense), net............. 860 (129) 895 (328)
-------- -------- -------- --------
Net loss................................ $(17,738) $(11,132) $(34,263) $(18,469)
======== ======== ======== ========
Basic and diluted net loss per share.... $ (0.86) $ (3.56) $ (2.29) $ (5.98)
======== ======== ======== ========
Shares used in computation of basic and
diluted net loss per share............ 20,539 3,124 14,948 3,091
======== ======== ======== ========
PRO FORMA RESULTS EXCLUDING MERGER AND
ACQUISITION RELATED COSTS (SEE NOTE BELOW)
Pro forma net loss, excluding merger &
acquisition related costs............. $ (8,879) $ (5,929) $(25,404) $(13,266)
======== ======== ======== ========
Pro forma net loss per share, excluding
merger & acquisition related costs.... $ (0.40) $ (0.44) $ (1.32) $ (1.03)
======== ======== ======== ========
Shares used in pro forma net loss per
share computation..................... 22,020 13,598 19,279 12,917
======== ======== ======== ========
</TABLE>
NOTE. Pro forma results for the quarter ended June 30, 1999 and 1998 are
presented for informational purposes only and are not prepared in accordance
with generally accepted accounting principles. These results present the
operating results of Concur Technologies, Inc. excluding non-recurring charges
of $8.9 million and $5.2 million for the quarter ended June 30, 1999 and 1998,
respectively, for merger costs and acquired in process technology arising from
Concur's June 1999 merger with Seeker Software and June 1998 acquisition of
7Software, respectively. Shares used in computation of pro forma basic and
diluted net loss per share results assumes the conversion of all preferred stock
into common stock at the time of issuance.
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