<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended MARCH 31, 2000
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 0-16569
CAM COMMERCE SOLUTIONS, INC.
(FORMERLY KNOWN AS CAM DATA SYSTEMS, INC.)
- --------------------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-3866450
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
17520 NEWHOPE STREET
FOUNTAIN VALLEY, CALIFORNIA 92708
(Address of principal executive offices) (Zip code)
(714) 241-9241
(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
--- ---
As of March 31, 2000 there were 2,761,000 shares of common stock outstanding.
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CAM COMMERCE SOLUTIONS, INC.
INDEX
Page
Number
------
PART I Financial Information
Item 1 Condensed Financial Statements:
o Condensed Balance Sheet at March 31, 2000 and
September 30, 1999 3
o Condensed Statement of Income (Loss) for three
months ended March 31, 2000 and 1999 4
o Condensed Statement of Income for six
months ended March 31, 2000 and 1999 5
o Condensed Statement of Cash Flows for
six months ended March 31, 2000 and 1999 6
o Notes to Condensed Financial Statements 7-9
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 10-11
PART II Other Information 12
o Signature Page 13
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CAM COMMERCE SOLUTIONS, INC.
CONDENSED BALANCE SHEET
(In thousands except per share data)
<TABLE>
<CAPTION>
MARCH 31 SEPTEMBER 30
2000 1999
-------- ------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 9,110 $ 5,049
Accounts receivable, net 2,900 3,439
Inventories 828 763
Prepaid expenses 265 73
------- -------
Total current assets 13,103 9,324
Property and equipment, net 904 1,060
Intangible assets, net 1,905 1,297
Other assets 213 218
------- -------
Total assets $16,125 $11,899
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,420 $ 1,644
Accrued compensation and related expenses 615 1,110
Customer deposits and deferred service revenue 927 899
Income taxes payable -- 219
Other accrued liabilities 305 439
------- -------
Total current liabilities 3,267 4,311
Stockholders' equity:
Common stock, $.001 par value, 5,000 shares
authorized, 2,761 shares issued and outstanding
3 2
Paid-in capital 9,795 4,571
Retained earnings 3,060 3,015
------- -------
Total stockholders' equity 12,858 7,588
------- -------
Total liabilities and stockholders' equity $16,125 $11,899
======= =======
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 4
CAM COMMERCE SOLUTIONS, INC.
CONDENSED STATEMENT OF INCOME (LOSS)
(In thousands except per share data)
THREE MONTHS ENDED
-------------------------
MARCH 31 MARCH 31
2000 1999
-------- --------
(UNAUDITED)
REVENUES
Net system revenues $ 4,150 $ 5,134
Net service revenues 1,140 1,172
------- -------
Total net revenues 5,290 6,306
COSTS AND EXPENSES
Costs of system revenues 2,268 3,130
Costs of service revenues 610 589
------- -------
Total costs of revenues 2,878 3,719
Selling, general and administrative expenses 2,322 2,127
Research and development expense 415 235
Interest income (53) (27)
------- -------
Total costs and expenses 5,562 6,054
------- -------
Income (loss) before provision (benefit) for
income taxes (272) 252
Provision (benefit) for income taxes (97) 101
------- -------
NET INCOME (LOSS) $ (175) $ 151
------- -------
Basic net income (loss) per share $ (.07) $ .07
------- -------
Diluted net income (loss) per share $ (.07) $ .06
------- -------
Shares used in computing basic
net income (loss) per share 2,482 2,144
Shares used in computing diluted
net income (loss) per share 2,482 2,415
See accompanying notes to financial statements.
4
<PAGE> 5
CAM COMMERCE SOLUTIONS, INC.
CONDENSED STATEMENT OF INCOME
(In thousands except per share data)
SIX MONTHS ENDED
-------------------------
MARCH 31 MARCH 31
2000 1999
-------- --------
(UNAUDITED)
REVENUES
Net system revenues $ 9,627 $ 9,713
Net service revenues 2,302 2,210
-------- --------
Total net revenues 11,929 11,923
COSTS AND EXPENSES
Costs of system revenues 5,203 5,878
Costs of service revenues 1,232 1,132
-------- --------
Total costs of revenues 6,435 7,010
Selling, general and administrative expenses 4,732 3,971
Research and development expense 795 484
Interest income (101) (54)
-------- --------
Total costs and expenses 11,861 11,411
-------- --------
Income before provision for income taxes 68 512
Provision for income taxes 23 205
-------- --------
NET INCOME $ 45 $ 307
-------- --------
Basic net income per share $ .02 $ .14
-------- --------
Diluted net income per share $ .02 $ .13
-------- --------
Shares used in computing basic
net income per share 2,396 2,141
Shares used in computing diluted
net income per share 2,977 2,353
See accompanying notes to financial statements.
5
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CAM COMMERCE SOLUTIONS, INC.
CONDENSED STATEMENT OF CASH FLOWS
(All figures in thousands)
SIX MONTHS ENDED
------------------------
MARCH 31 MARCH 31
2000 1999
-------- -------
(UNAUDITED)
OPERATING ACTIVITIES:
Net income $ 45 $ 307
Adjustments to reconcile net income to net cash
(used in) provided by operations:
Depreciation and amortization 397 341
Net changes in operating assets and liabilities (749) 309
------- -------
Net cash (used in) provided by operations (307) 957
------- -------
Investing activities:
Purchase of property, plant and equipment (114) (370)
Capitalized software (139) (102)
------- -------
Cash used in investing activities (253) (472)
Financing activities:
Proceeds from equity private placement 3,800 --
Proceeds from exercise of stock options 821 10
------- -------
Cash provided by financing activities 4,621 10
------- -------
Net increase in cash and cash equivalents 4,061 495
Cash and cash equivalents at beginning of period 5,049 2,812
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Cash and cash equivalents at end of period $ 9,110 $ 3,307
======= =======
See accompanying notes to financial statements.
6
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CAM COMMERCE SOLUTIONS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. BUSINESS DESCRIPTION
CAM Commerce Solutions Inc., (the Company), (formerly known as CAM Data Systems,
Inc.) provides total commerce solutions for small to medium size, traditional as
well as web retailers that are based on the Company's open architecture software
products for managing inventory, point of sale, sales transaction processing and
accounting. In addition to software, these solutions often include hardware,
installation, training, service and consulting provided by the Company.
PRESENTATION OF CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements of the Company for the three and six
months ended March 31, 2000 and 1999 are unaudited; in the opinion of
management, all adjustments necessary for a fair presentation of such financial
statements have been included. Such adjustments consisted only of normal
recurring items. Interim results are not necessarily indicative of results for a
full year. The condensed financial statements and notes are presented as
permitted by Form 10-Q, and therefore should be read in conjunction with the
Company's annual report on Form 10-K for the year ended September 30, 1999.
INVENTORIES
Inventories are stated at the lower of cost determined on a first-in, first out
basis, or net realizable value, and are composed of electronic point of sale
hardware and computer equipment used in the sale and service of the Company's
products.
STATEMENTS OF CASH FLOWS
Net changes in operating assets and liabilities as shown in the condensed
statement of cash flows are as follows:
(All figures in thousands)
SIX MONTHS ENDED
----------------------
MARCH 31 MARCH 31
2000 1999
-------- --------
(Increase) decrease in:
Accounts receivable $ 539 $(516)
Inventories (65) (193)
Prepaid expenses and other assets (179) 25
Increase (decrease) in:
Accounts payable (224) 177
Accrued compensation and related expenses (495) 57
Customer deposits and deferred revenue 28 376
Accrued liabilities and income taxes payables (353) 383
----- -----
Net changes in operating assets and liabilities $(749) $ 309
===== =====
Income taxes paid during the six months ended March 31, 2000 and 1999 were
$412,000 and $168,000, respectively. There was no interest expense paid in the
first six months of 2000 or 1999.
7
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CAM COMMERCE SOLUTIONS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NET INCOME (LOSS) PER SHARE
In 1997, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 128, Earnings per Share. Statement 128 replaced the
previously reported primary and fully diluted earnings per share with basic and
diluted earnings per share. Unlike primary earnings per share, basic earnings
per share excludes any dilutive effects of options, warrants, and convertible
securities. Diluted earnings per share are very similar to the previously
reported fully diluted earnings per share. All earnings per share amounts for
all periods have been presented, and where necessary, restated to conform to the
Statement 128 requirements. The computation of basic and diluted earnings per
share for the three and six month periods ended March 31, 2000 and March 31,
1999 are as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
-----------------------
MARCH 31 MARCH 31
2000 1999
-------- --------
(In thousands
except per share data)
<S> <C> <C>
NUMERATOR:
Net income (loss) numerator for basic and diluted net
income (loss) per share $ (175) $ 151
------- ------
DENOMINATOR:
Weighted -average shares outstanding 2,482 2,144
------- ------
Denominator for basic net income (loss)
per share - weighted-average shares 2,482 2,144
Effect of dilutive securities:
Stock options -- 271
------- ------
Denominator for diluted net income (loss)
per share - weighted-average shares and
assumed conversions 2,482 2,415
------- ------
Basic net income (loss) per share $ (.07) $ .07
------- ------
Diluted net income (loss) per share $ (.07) $ .06
------- ------
</TABLE>
<TABLE>
<CAPTION>
SIX MONTHS ENDED
----------------------
MARCH 31 MARCH 31
2000 1999
-------- --------
<S> <C> <C>
NUMERATOR:
Net income, numerator for basic and diluted
net income per share $ 45 $ 307
------ ------
DENOMINATOR:
Weighted -average shares outstanding 2,396 2,141
------ ------
Denominator for basic net income
per share - weighted-average shares 2,396 2,141
Effect of dilutive securities:
Stock options 581 212
------ ------
Denominator for diluted net income
per share - weighted-average shares and
assumed conversions 2,977 2,353
------ ------
Basic net income per share $ .02 $ .14
------ ------
Diluted net income per share $ .02 $ .13
------ ------
</TABLE>
8
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CAM COMMERCE SOLUTIONS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
EQUITY PRIVATE PLACEMENT
In March 2000, the company closed an $8 million equity private placement with a
group of institutional investors. The shares sold in the private placement were
sold at a price of $16 per share, with registration rights that call for the
shares to be registered within 90 days of the closing. The agreement on pricing
for the private equity placement was based on a 60 day trailing average of the
closing price of the Company's stock less 15% or $16 per share, whichever was
greater at the time of the close. After expenses, net proceeds to the Company
are expected to be approximately $7.6 million. Under the agreement, each
purchaser of ten shares of common stock in the private placement will also
receive "warrants" to purchase an additional seven shares at $24.9375 per share.
If all warrants are exercised in the future, it will raise an additional $8.4
million for the Company. The Company received $4 million in funding upon the
close while the remaining $4 million will be realized upon the completion of
registration of the private placement shares. The proceeds will be used for
general working capital requirements and to expand the Company's market share.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
CAM COMMERCE SOLUTIONS, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 2000, AS COMPARED TO
THREE MONTHS ENDED MARCH 31, 1999
SIX MONTHS ENDED MARCH 31, 2000, AS COMPARED TO
SIX MONTHS ENDED MARCH 31, 1999
RESULTS OF OPERATIONS
NET REVENUES for the three months ended March 31, 2000, decreased 16% to $5.3
million, consisting of a 19% decrease in system revenues, and a 3% decrease in
service revenues compared to the three months ended March 31, 1999. Net revenues
for the six months ended March 31, 2000, was flat at $11.9 million, consisting
of a 1% decrease in system revenues, and a 4% increase in service revenues
compared to the six months ended March 31, 1999. The decrease in system revenues
was due to a relatively soft demand for the Company's products in comparison to
the large amount of computer hardware upgrades that were sold in fiscal 1999 to
prepare for the Year 2000. Service revenues increased due to higher consulting
services revenue in 2000.
GROSS MARGIN for the three months and six months ended March 31, 2000, was 46%,
compared to 41% for the three and six months ended March 31, 1999. Gross margin
on system revenues increased to 45% and 46%, for the three months and six months
ended March 31, 2000, compared to 39% for the three and six months ended March
31, 1999. Gross margin for service revenue was 46% for the three and six months
ended March 31, 2000, compared to 50% and 49% for the three and six months ended
March 31, 1999. The margin increase in system revenues was a result of a higher
mix of software sales versus hardware sales which were higher in fiscal 1999
related to Year 2000 upgrade sales; software sales yield a higher gross margin.
The decrease in gross margin for service revenue is related to the increase in
labor costs due to the staffing of open positions for technical support
personnel, and the expansion of the Retail Star technical support department to
support the increased customer base of Retail Star.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES expressed as a percentage of net
revenues increased for the three month period ended March 31, 2000, to 44%,
compared to 34% for the three month period ended March 31, 1999. Selling,
general and administrative expenses for the three months ended March 31, 2000,
increased 9% to $2.3 million, from the three months ended March 31, 1999.
Selling, general and administrative expenses expressed as a percentage of net
revenues increased for the six month period ended March 31, 2000, to 40%,
compared to 33% for the six month period ended March 31, 1999. Selling, general
and administrative expenses for the six months ended March 31, 2000, increased
19% to $4.7 million, from the six months ended March 31, 1999. The increase was
related to increases in marketing expense, payroll expense, and commission
expense.
RESEARCH AND DEVELOPMENT EXPENSE increased 77% to $415,000 for the three month
period ended March 31, 2000, from $235,000 for the same period in 1999. Research
and development expense increased 64% to $795,000 for the six month period ended
March 31, 2000, from $484,000 for the same period in 1999. The increase for the
periods was attributed to an overall increase in Research and Development
expenses in 2000 related to Retail Star and the development of new products,
including the hiring of additional programmers related to the acquisition of the
Cubig accounting software product.
10
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INCOME TAXES, the estimated tax rate for the three and six months ended March
31, 2000 is 34%. The effective tax rate was 40% for the three and six months
ended March 31, 1999.
LIQUIDITY AND CAPITAL RESOURCES
The Company's cash and cash equivalents totaled $9.1 million on March 31, 2000,
compared to $5 million on September 30, 1999. The Company used $300,000 for
operations, expended $250,000 for fixed assets and capitalized software
development, and received $4.6 million in proceeds from an equity private
placement and the exercise of stock options during the six months ended March
31, 2000, compared to the generation of $960,000 from operations, and expended
$470,000 for fixed assets and capitalized software development during the six
months ended March 31, 1999.
The Company has no significant commitments for expenditures. Management believes
the Company's existing working capital, coupled with funds generated from the
Company's operations, and funds raised from a Equity Private Placement, will be
sufficient to fund its presently anticipated working capital requirements for
the foreseeable future.
Inflation has had no significant impact on the Company's operations.
YEAR 2000 COMPLIANCE
We developed a plan to modify our information technology to recognize the year
2000, and we converted our critical data processing systems. We completed this
project for a cost of $30,000. This figure included internal costs, but excluded
the costs to upgrade and replace systems in the normal course of business. There
have been no adverse effects on our Company from any Year 2000 compliance
related issues, nor are any anticipated in the future.
This Item II section contains certain forward looking statements regarding the
Company, its business, liquidity, prospects and results of operations that are
subject to certain risks and uncertainties posed by many factors and events that
could cause the Company's actual business, liquidity, prospects and results of
operations to differ materially from those that may be anticipated by such
forward looking statements. All statements contained herein that are not
historical facts, including but not limited to, statements regarding anticipated
future revenue and expense levels, and capital requirements, and the Company's
ability to generate cash from operations, are forward looking statements based
on current expectations. No assurances can be given that events or results
mentioned in any such forward looking statements will in fact occur. Readers are
cautioned not to place undue reliance on any forward looking statements, which
speak only as of the date of this report. The Company undertakes no obligation
to revise any forward looking statements in order to reflect events or
circumstances that may subsequently arise. Readers are urged to carefully review
and consider the various disclosures made by the Company in this report and in
the Company's other reports filed with the Securities and Exchange Commission.
11
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CAM COMMERCE SOLUTIONS, INC.
PART II - OTHER INFORMATION
Items 1 - 5 Not Applicable
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibits: Exhibit 27 -- Financial Data Schedule
(b) Reports on Form 8-K None
12
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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.
CAM COMMERCE SOLUTIONS, INC. (Registrant)
Date: May 12, 2000 By: /s/ Paul Caceres Jr.
----------------------------
Paul Caceres Jr.
Chief Financial and
Accounting Officer
13
<PAGE> 14
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> MAR-31-2000
<CASH> 9,110
<SECURITIES> 0
<RECEIVABLES> 3,280
<ALLOWANCES> 380
<INVENTORY> 828
<CURRENT-ASSETS> 13,103
<PP&E> 2,220
<DEPRECIATION> 1,316
<TOTAL-ASSETS> 16,125
<CURRENT-LIABILITIES> 3,267
<BONDS> 0
0
0
<COMMON> 3
<OTHER-SE> 12,855
<TOTAL-LIABILITY-AND-EQUITY> 16,125
<SALES> 11,929
<TOTAL-REVENUES> 11,929
<CGS> 6,435
<TOTAL-COSTS> 6,435
<OTHER-EXPENSES> 5,426
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 68
<INCOME-TAX> 23
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 45
<EPS-BASIC> .02
<EPS-DILUTED> .02
</TABLE>
