CYSIVE INC
8-K, 2000-04-21
COMPUTER PROGRAMMING SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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):        Commission File Number:
                 April 18, 2000                                  0-27607


                                  CYSIVE, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Delaware                                              54-1698017
- ----------------------------                              ----------------------
(State or other jurisdiction                                  (IRS Employer
      of incorporation)                                   Identification Number)


                              10780 Parkridge Blvd.
                                    Suite 400
                                Reston, VA 20191
              ---------------------------------------------------
              (Address of principal executive offices) (Zip Code)


   Registrant's telephone number, including area code:     (703) 259-2300
                                                           --------------


                             11480 Sunset Hills Rd.
                                   Suite 200E
                             Reston, Virginia 22190
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)

================================================================================
<PAGE>

                                  CYSIVE, INC.

Item 5   Other Events

         On April 18, 2000, Cysive, Inc. (the "Company") issued a press release
announcing its financial results for the quarter ended March 31, 2000. A copy of
the press release is attached as an exhibit to this Form 8-K.



Item 7  Financial Statements, Pro Forma Financial Information and Exhibits


        (a)   Financial Statements of Businesses Acquired - Not Applicable


        (b)   Pro Forma Financial Information - Not Applicable


        (c)   Exhibits

              99.1     Press Release, dated April 18, 2000, announcing the
                       Company's financial results for the quarter ended March
                       31, 2000.

                                      -2-
<PAGE>

                                    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.



                                      CYSIVE, INC.



Date:  April 21, 2000                 By:   /s/ John R. Lund
                                         ----------------------
                                          John R. Lund
                                          Chief Financial Officer and Treasurer
                                          (Duly Authorized Officer and Principal
                                          Financial Officer


                                      -3-
<PAGE>

                                  EXHIBIT INDEX


Exhibit                     Description                                     Page
- -------                     -----------                                     ----

99.1     Press Release, dated April 18, 2000, announcing the
         Company's financial results for the quarter ended
         March 31, 2000.                                                     5



                                      -4-



                                                                    Exhibit 99.1


Cysive Reports First Quarter Results - Company Posts Record Annual Revenue
Growth of 194% Delivers Gross Margin of 67%

CONTACT:

    John R. Lund, CFO                     Katherine Mittelbusher
    Press: Penny Karas                    Press: Eileen King
    Cysive, Inc.                          Morgen Walke Associates
    703.259.2300                          212.850.5600

Reston, Va. - April 18, 2000 - Cysive, Inc. (Nasdaq: CYSV), premier builders of
e-business architectures, today announced results for the first quarter ended
March 31, 2000. For the first quarter of 2000, revenue increased 194% from the
same period a year ago to $12.3 million, and increased 44% over $8.6 million
reported for the fourth quarter of 1999. Operating income for the first quarter
of 2000 (excluding a stock compensation charge) was $1.3 million, representing
an operating margin of 11%. This figure is compared to operating income of
$564,000 for the first quarter a year ago and operating income of $943,000 for
the fourth quarter of 1999. Net income for the quarter (excluding the stock
compensation charge) was $1.3 million, or $0.07 per diluted share. This is
compared to net income of $345,000 for the first quarter a year ago, or $0.04
per diluted share, and net income of $916,000, or $0.05 per diluted share for
the fourth quarter of 1999.

"We continue to grow the Company by delivering e-business solutions that meet
and exceed the technologically complex needs of our customers," said Nelson A.
Carbonell, Jr., President and Chief Executive Officer of Cysive. "Our unique
approach of applying highly experienced software engineers and cutting edge
technologies to create e-business architectures for our customers has proven
very successful. A strong level of repeat business, driven by our high quality
execution, combined with the 12 new customers added in the first quarter,
resulted in record revenue. Our current visibility indicates that we will see
sequential revenue increases for the remainder of the year."

Carbonell continued, "Despite industry-wide hiring challenges, Cysive continues
to attract and retain highly qualified software engineers. At quarter end, we
had 135 billable employees, a 32% increase from last quarter, and we sustained
our less than 5% turnover. The efficiencies created by cultivating our talented
work force contributed to the 67% gross margin delivered in the first quarter.
Looking forward, we intend to leverage our formula for success as we profitably
scale our business to meet the increasing demand for our services."

About Cysive(TM)

Combining an experienced and highly skilled development staff with the use of
cutting-edge technologies, Cysive has established itself as a leading builder of
custom e-business systems for Global 2000 customers--including AT&T, Cisco
Systems, Classified Ventures (cars.com), medibuy.com, First Union and Qualcomm.
Cysive's track record for quality and reliability is unmatched in the e-business
industry. Cysive is headquartered in Reston, Va. with additional offices in
Atlanta, Chicago, Dallas, Mountain View, Calif. and Southern California and a
sales office in New York. Cysive can be found on the Internet at www.cysive.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: Statements in this press release regarding Cysive's business which are not
historical facts are "forward-looking statements" that involve risks and
uncertainties. For a discussion of such risks and uncertainties, which could
cause actual results to differ from those contained in the forward-looking
statements, see "Risk Factors" in the Company's prospectus dated March 17, 2000.

                        -------------------------------

                                      -5-
<PAGE>

                                  Cysive, Inc.
                                Income Statement
                (In thousands except share and per share amounts)
                                   (Unaudited)

                                           Three Months Ended
                                                March 31,
                                       --------------------------
                                          1999           2000
                                          ----           ----
Revenues                               $   4,178     $   12,295

Gross profit                               2,648          8,216

Operating expenses:
- -General & administrative                  1,294          4,144
- -Sales & marketing                           771          2,743
- -Stock compensation                           19            966
                                       ---------     ----------

Total operating expenses                   2,084          7,853
                                       ---------     ----------

Operating income (1)                         564          1,329
Operating income                             564            363

Net income (2)(3)                      $     345     $    1,295
                                       ---------     ----------
Net income                             $     575     $      351
                                       ---------     ----------

Basic earnings per share               $    0.04     $     0.11
                                       ---------     ----------
Basic earnings per share               $    0.07     $     0.03
                                       ---------     ----------
Weighted averages outstanding          8,127,000     11,941,383
                                       ---------     ----------

Diluted earnings per share             $    0.04     $     0.07
                                       ---------     ----------
Diluted earnings per share             $    0.07     $     0.02
                                       ---------     ----------
Weighted average shares and            8,770,624     17,622,266

                                   (1) Q1 2000 pro forma operating income
                                   excludes the non-cash stock compensation
                                   charge of $966,000.
                                   (2) Q1 1999 pro forma net income includes an
                                   estimated $230,000 income tax expense
                                   assuming the Company operated as a
                                   C-Corporation.
                                   (3) Q1 2000 pro forma net income excludes the
                                   non-cash stock compensation charge of
                                   $966,000.

                             Contact: [email protected]

                                      -6-


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