<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________________ to ___________________
Commission File Number: 0 - 18323
SYNTELLECT INC.
(Exact name of registrant as specified in its charter)
Delaware 86-0486871
(State or other jurisdiction of (IRS employer identification number)
incorporation)
1000 Holcomb Woods Parkway, Suite 410A, Roswell, Georgia 30076
(Address of principal executive office) (Zip Code)
(770) 587-0700
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
13,310,844 shares of common stock, $.01 par value, were outstanding on
April 30, 1997
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SYNTELLECT INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page
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<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets-
March 31, 1997 and December 31, 1996 3
Consolidated Statements of Operations-
Three Months Ended
March 31, 1997 and March 31, 1996 4
Consolidated Statements of Cash Flows-
Three Months Ended
March 31, 1997 and March 31, 1996 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion & Analysis of Financial Condition
and Results of Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 6. Exhibits and Reports on Form 8-K 10
SIGNATURES 11
EXHIBITS
Exhibit 11 - Schedule of Computation of Net Income (Loss) Per Share 12
Exhibit 27 - Financial Data Schedule 13
</TABLE>
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SYNTELLECT INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---- ----
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,648 $ 4,928
Marketable securities 3,145 1,275
Receivables, net 14,456 13,744
Inventories 3,537 4,085
Prepaid expenses 1,223 1,197
Deferred contract costs 302 1,006
-------- --------
Total current assets 25,311 26,235
Property and equipment, net 8,242 7,676
Other assets 841 897
-------- --------
$ 34,394 $ 34,808
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,771 $ 1,302
Accrued liabilities 5,741 6,329
Customer deposits 504 699
Deferred revenue 3,524 3,940
Current portion of long-term debt 259 288
-------- --------
Total current liabilities 11,799 12,558
Long-term debt, less current portion 669 229
-------- --------
Total liabilities 12,468 12,787
-------- --------
Shareholders' equity:
Preferred stock, $.01 par value. Authorized 2,500,000
shares; no shares issued or outstanding -- --
Common stock, $.01 par value. Authorized
25,000,000 shares; issued 13,486,576 and
13,478,127 respectively 135 135
Additional paid-in capital 60,555 60,545
Deferred compensation (43) (52)
Accumulated deficit (37,489) (37,595)
Foreign currency translation adjustment (87) 136
Unrealized holding loss on marketable securities (4) (7)
-------- --------
23,067 23,162
Treasury stock, at cost, 175,732 shares (1,141) (1,141)
-------- --------
Total shareholders' equity 21,926 22,021
-------- --------
$ 34,394 $ 34,808
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 4
SYNTELLECT INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------
1997 1996
---- ----
<S> <C> <C>
Net revenues:
System sales $ 8,726 $ 7,539
Service bureau 2,564 2,165
Maintenance and other services 3,581 3,242
-------- --------
Total net revenues 14,871 12,946
Cost of revenues:
System sales 4,531 4,557
Service bureau 1,683 1,202
Maintenance and other services 1,011 843
-------- --------
Total cost of revenues 7,225 6,602
-------- --------
Gross margin 7,646 6,344
-------- --------
Operating expenses:
Selling, marketing and administrative 5,183 5,162
Research and development 1,458 1,528
Depreciation and amortization 950 793
-------- --------
Total operating expenses 7,591 7,483
-------- --------
Operating income (loss) 55 (1,139)
Other income (expense)
Interest income, net 73 105
Other expense (18) (49)
-------- --------
Total other income 55 56
-------- --------
Income (loss) before income taxes 110 (1,083)
Income taxes 4 --
-------- --------
Net income (loss) $ 106 $ (1,083)
======== ========
Net income (loss) per common share $ .01 $ (.08)
======== ========
Shares used in per share calculations 14,042 13,388
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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SYNTELLECT INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1997 1996
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 106 $(1,083)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation and amortization 950 793
Provision for doubtful accounts 80 90
Provision for inventory obsolescence 10 9
Stock option compensation expense 9 10
(Increase) decrease in receivables (792) 2,476
(Increase) decrease in inventories 538 (744)
Increase (decrease) in accounts payable 469 (1,528)
Decrease in accrued liabilities (587) (1,312)
Change in other assets and liabilities 95 1,479
------- -------
Total adjustments 772 1,273
------- -------
Net cash provided by operating activities 878 190
Cash flows from investing activities:
Purchase of marketable securities (5,030) (3,607)
Maturities of marketable securities 3,160 2,489
Purchase of property and equipment (927) (892)
------- -------
Net cash used in investing activities (2,797) (2,010)
------- -------
Cash flows from financing activities:
Proceeds from sale of common stock 10 66
Principal payments on long-term debt (148) (500)
------- -------
Net cash used in financing activities (138) (434)
------- -------
Effect of exchange rates on cash (223) (11)
------- -------
Net decrease in cash and cash equivalents (2,280) (2,265)
Cash and cash equivalents at beginning of period 4,928 5,125
------- -------
Cash and cash equivalents at end of period $ 2,648 $ 2,860
======= =======
Supplemental disclosure of cash flow information:
Cash paid for interest $ 33 $ 16
======= =======
Cash paid for income taxes $ 20 $ 155
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
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SYNTELLECT INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except shares and per share amounts)
(1) BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements include
the accounts of Syntellect Inc. ("Syntellect" or the "Company") and its
wholly-owned subsidiaries, Telecorp Systems, Inc., Syntellect Canada Inc.,
Syntellect Europe Ltd., Syntellect Deutschland GmbH, Syntellect Technology Corp.
and Syntellect Interactive Services, Inc.("SIS"). All significant intercompany
balances and transactions have been eliminated in consolidation.
The financial statements have been prepared in accordance with
generally accepted accounting principles, pursuant to the rules and regulations
of the Securities and Exchange Commission. In the opinion of management, the
financial statements include all adjustments of a normal recurring nature which
are necessary for a fair presentation of the results for the interim periods
presented. Certain information and footnote disclosures normally included in
financial statements have been condensed or omitted pursuant to such rules and
regulations. Although the Company believes that the disclosures are adequate to
make information presented not misleading, it is suggested that these financial
statements be read in conjunction with the consolidated financial statements and
the notes thereto included in the Company's 1996 annual report on Form 10-K. The
results of operations for the three months ended March 31, 1997 are not
necessarily indicative of the results to be expected for the full year.
(2) INVENTORIES
Inventories consist of the following:
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---- ----
<S> <C> <C>
Finished goods $ 2,423 $ 3,085
Purchased components 2,732 2,797
Repair, warranty and maintenance inventory 2,157 2,348
------- -------
7,312 8,230
Less allowances for obsolescence (3,775) (4,145)
------- --------
$ 3,537 $ 4,085
======= =======
</TABLE>
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SYNTELLECT INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
NET REVENUES
Net revenues for the quarter ended March 31, 1997 were $14.9 million,
an increase of 15% from the $12.9 million reported for the first quarter of
1996. Net revenues consist of SYSTEM SALES, SERVICE BUREAU REVENUES and
MAINTENANCE AND OTHER SERVICES REVENUES, which represented 59%, 17% and 24% of
net revenues, respectively, for the quarter ended March 31, 1997, and 58%, 17%,
and 25% of net revenues, respectively, in the comparable prior year period.
SYSTEM SALES increased $1.2 million, or 16%, between the comparable
quarters. System sales consist primarily of the Company's primary inbound
product lines, VocalPoint IVR, an open architecture IVR platform; the Premier
and Premier 030 proprietary IVR systems; and the VocalPoint ARU (Audio Response
Unit) for the cable television industry; and an outbound system, the VocalPoint
Predictive Dialer. During 1996, the Company introduced several new system
product lines, including the VocalPoint IWR providing Interactive Web Response
for transactions processed over the Internet, and the VocalPoint Interaction
Server which provides CTI (computer telephony integration) functionality. The
Company made initial deliveries of these new product offerings during the fourth
quarter of 1996 and first quarter of 1997, but they have not, as yet, produced
significant revenues. These new system products, combined with the VocalPoint
IVR and VocalPoint Predictive Dialer make up the Company's core product line for
future system revenues. The Company expects revenues from its non-core products,
Premier and Premier 030 IVR systems and the VocalPoint ARU, to continue to
decline over time as the Company migrates its customer base to the core product
offerings.
System sales from the Company's core products, as described above,
increased $3.5 million, or 140%, to $6.0 million in the quarter ended March 31,
1997, from $2.5 million in the comparable prior year period, and represented 69%
and 33% of total system sales in the respective quarters. System sales from the
Company's non-core products decreased $2.3 million, or 46%, to $2.7 million in
the quarter ended March 31, 1997, from $5.0 million in the comparable prior year
period, and represented 31% and 67% of total system sales in the respective
quarters.
Of the Company's inbound products, VocalPoint IVR sales increased $2.4
million, or 117%, between the comparable quarters, primarily in the Company's
domestic and European markets. Sales of the Premier and Premier 030 product
lines (combined) increased $126,000 quarter-over-quarter, primarily as the
result of two significant upgrade orders from the Company's existing customer
base. Generally, sales of the older Premier lines continue to decrease as these
product lines are in their final phase-out stage. VocalPoint ARU sales decreased
$2.1 million quarter-over-quarter, primarily based on $2.7 million recognized in
the first quarter of 1996 upon installation of a major call center in the United
Kingdom.
Sales of the Company's outbound product, the VocalPoint Predictive
Dialer increased $816,000 or 160% over the comparable prior year period. The
Company has recently introduced a new release of the VocalPoint Predictive
Dialer aimed at delivering a more competitive feature set. Additionally, the
Company has focused much of its sales training efforts on the VocalPoint
Predictive Dialer, which had not been previously sold by a majority of the
Company's sales force.
System sales were further impacted between the comparable quarters by a
$221,000 decrease in sales of the System 2000 digital voice system manufactured
by the Company's former SNS subsidiary. The SNS subsidiary was sold to an
unrelated value added reseller on April 1, 1996.
SERVICE BUREAU REVENUES increased $399,000, or 18%,
quarter-over-quarter. This increase resulted primarily from the continued growth
of the Company's Home Ticket(TM) service, a pay-per-view order processing
service for cable television providers which is offered through the SIS
transaction center in Atlanta. MAINTENANCE AND OTHER SERVICES REVENUES increased
$339,000 between the comparable quarters. This result primarily reflects
increased revenues from the Company's maintenance services.
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DOMESTIC AND INTERNATIONAL SALES for the first quarter of 1997 were
$10.9 million, or 73%, and $4.0 million, or 27%, of total revenues,
respectively, compared to $8.7 million, or 67%, and $4.3 million, or 33%, for
the first quarter of 1996. The international sales figures for the first
quarter of 1996 included a $2.7 million VocalPoint ARU call center installation
for a customer in the United Kingdom.
GROSS MARGIN
The gross margin percentage for the quarter ended March 31, 1997 was
51% of net revenues, as compared with 49% in the comparable prior year quarter.
Gross margins on system sales improved to 48% from 40% between periods as a
result of increased sales volume, changes in the Company's sales discounting
policies, lower average material costs associated with changes in the Company's
product mix, and low growth in allocated overhead costs. Gross margins for the
Service Bureau decreased from 44% to 34% between the comparable quarters as a
result of the Company's decision to increase spending on infrastructure that is
expected to facilitate continued growth of the Home Ticket pay-per-view service
and other generalized service bureau applications. The Company includes those
costs directly associated with the generation of revenue in its computation of
gross margin, including direct labor, application development, travel,
maintenance, customer support, supplies and hardware. Gross margins will
fluctuate on a quarterly basis due to changes in competitive pressures, sales
volume, product mix, variations in the ratio of domestic versus international
sales, or changes in the mix of direct and indirect sales activity; accordingly,
the gross margins reported for the first quarter of 1997 are not necessarily
indicative of the results to be expected for the full year.
OPERATING EXPENSES
Operating expenses for the first quarter of 1997 were $7.6 million, an
increase of $108,000, or 1%, from the prior year quarter. Selling, marketing and
administrative expenses increased $21,000 between the comparable quarters. The
small increase in this expense category, given the level of increased revenue,
is indicative of the efficiencies gained in the merger of the Company's sales
functions and reduction in administrative salaries and benefit costs resultant
from the March 1996 acquisition by the Company of Pinnacle Investment Associates
Inc., former parent of Telecorp Systems. Research and development expenses for
the first quarter of 1997 decreased $70,000, or 5%, over the prior year quarter
primarily as a result of decreases in development investment in the Company's
non-core product line, and a reduction in the number of contract programming
resources used in the development area. The Company has allocated additional
resources during 1997 for the development of market-driven features and upgrades
for the Company's core product lines. Depreciation and amortization expense
increased $157,000, or 20%, over the prior year quarter as a result of capital
expenditures made in 1996, primarily for computer and voice processing
equipment. Those capital expenditures are associated with the integration of the
operations of the Company and to expand the capacity of SIS.
NET INCOME (LOSS)
Syntellect reported net income of $106,000, or $.01 per share for the
first quarter of 1997, compared to a net loss of $1.1 million, or $(.08 ) per
share for the year ago quarter. The improvement results primarily from increased
revenues and gross margins.
LIQUIDITY AND CAPITAL RESOURCES
Syntellect had working capital of $13.5 million at March 31, 1997, as
compared with $13.7 million at December 31, 1996. The current ratio at both
these dates was 2.1:1. Cash, cash equivalents and marketable securities at the
end of the first quarter totaled $5.8 million as compared with $6.2 million at
year end. Syntellect generated $878,000 in cash flow from operating activities
during the first three months of 1997, increased its investment in marketable
securities by $1.9 million, received $10,000 in proceeds from the sale of common
stock, and added $588,000 in long-term debt related to a capital lease for
furnishings in the Company's new facility for its Phoenix, Arizona operations.
Cash was used during the period to make $930,000 in capital expenditures and
$148,000 in principal payments on long-term debt. Receivables, net of reserves,
were $14.5 million at March 31, 1997, an increase of $712,000 from the $13.7
million reported at December 31, 1996. This increase relates to the proportion
of revenues shipped near the end of the first quarter, and the fact that a
substantial portion of revenues in the quarter ended December 31, 1996 were
shipped early in that quarter, facilitating collection activities prior to
quarter end. The reserve for doubtful accounts was $1.2 million at both March
31, 1997 and December 31, 1996.
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Inventories have decreased $548,000 since December 31, 1996 as a result of the
Company's improved processing controls and stock reduction plan.
Syntellect expects that its current cash, cash equivalents and
marketable securities, combined with future cash flows from operating activities
and existing credit facilities, will be sufficient to support the Company's
operations for the remainder of 1997 and on an ongoing basis. In July 1996,
Syntellect negotiated a new $2.0 million revolving credit agreement with a
commercial bank to replace its prior credit facilities. The new credit line,
which will is available to provide working capital financing, is collateralized
by accounts receivable and accrues interest at the prime rate. The Company has
used $1.1 million of the credit line to fund a letter of credit that is being
used as a security deposit on the Company's new facility in Phoenix, Arizona.
This report on Form 10-Q may contain "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Although the
Company believes that the expectations reflected in such forward-looking
statements are reasonable, it can give no assurance that such expectations will
prove to be correct. Also see "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in the Company's report on Form 10-K for
the fiscal year ended December 31, 1996 for a discussion of important factors
that could affect the validity of any such forward-looking statements.
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SYNTELLECT INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
ITEM 6. - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 11 - Schedule of Computation of Net Income (Loss) Per
Share
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
No current reports on Form 8-K were filed during the three
months ended March 31, 1997.
10
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SIGNATURES
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 thereunto duly authorized.
SYNTELLECT INC.
Date: May 15, 1997 By /s/ Neal L. Miller
--------------------
Neal L. Miller
Vice President, Chief Financial Officer,
Secretary and Treasurer
(Principal Financial and Accounting
Officer)
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EXHIBIT 11
SYNTELLECT INC. AND SUBSIDIARIES
SCHEDULE OF COMPUTATION OF NET INCOME (LOSS) PER SHARE
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1997 1996
---- ----
<S> <C> <C>
Net income (loss) $ 106 $ (1,083)
======= ========
Weighted average shares:
Common shares outstanding 13,485 13,388
Common equivalent shares representing shares
issuable upon exercise of stock options (1) 557 --
------- --------
Total weighted average shares - primary 14,042 13,388
Incremental common equivalent shares (calculated using
the higher of end of period or average market value (2) -- --
------- --------
Total weighted average shares - fully diluted 14,042 13,388
======= ========
Primary net income (loss) per common and equivalent
share $ .01 $ (.08)
======= ========
Fully diluted net income (loss) per common and equivalent
share (2) $ .01 $ (.08)
======= ========
</TABLE>
- ------
Notes:
(1) Amount calculated using the treasury stock method and fair market values.
(2) This calculation is submitted in accordance with Regulation S-K Item
601(b)(11) although not required by footnote 2 to paragraph 14 of APB
Opinion No. 15 because it results in dilution of less than 3%. Incremental
amounts are zero; calculation is shown for presentation purposes only.
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET OF SYNTELLECT, INC. AND SUBSIDIARIES AS OF MARCH 31,
1997, AND THE CONSOLIDATED STATEMENT OF OPERATIONS OF SYNTELLECT, INC. AND
SUBSIDIARIES FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 2,648
<SECURITIES> 3,145
<RECEIVABLES> 15,638
<ALLOWANCES> 1,182
<INVENTORY> 3,537
<CURRENT-ASSETS> 25,311
<PP&E> 25,959
<DEPRECIATION> 17,717
<TOTAL-ASSETS> 34,394
<CURRENT-LIABILITIES> 11,799
<BONDS> 0
0
0
<COMMON> 135
<OTHER-SE> 23,067
<TOTAL-LIABILITY-AND-EQUITY> 34,394
<SALES> 8,726
<TOTAL-REVENUES> 14,871
<CGS> 4,531
<TOTAL-COSTS> 7,225
<OTHER-EXPENSES> 7,591
<LOSS-PROVISION> 80
<INTEREST-EXPENSE> 33
<INCOME-PRETAX> 110
<INCOME-TAX> 4
<INCOME-CONTINUING> 106
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 106
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
