UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the period ended September 30, 1992
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 0-16230
STRUCTURAL DYNAMICS RESEARCH CORPORATION
(Exact name of registrant as specified in its charter)
Ohio 31-0733928
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2000 Eastman Drive, Milford, Ohio 45150
(Address of principal executive offices)
(Zip Code)
(513) 576-2400
(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 October 31, 1992 there were 28,097,866 shares of the
Registrant's Common Stock without par value issued and outstanding.
The Registrant hereby amends the following items and financial
statements of its Quarterly Report on Form 10-Q for the quarter
ended September 30, 1992 as set forth below. Items not referenced
below are not amended. Items referenced below are amended in their
entirety as set forth below:
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Statement of Operations
For the Three Month and Nine Month Periods
Ended September 30, 1992
(Unaudited)
(in thousands, except share data)
Three Months Nine Months
Ended September 30, Ended September 30,
1992 1991 1992 1991
Revenue:
Software products
and services $ 18,762 $ 20,892 $ 66,592 $ 57,180
Maintenance 8,102 6,497 22,560 17,637
Engineering services 5,822 6,528 17,063 20,063
Net revenue 32,686 33,917 106,215 94,880
Cost and expenses:
Cost of revenue 8,498 8,936 24,579 25,727
Research and
development expenses 6,576 5,668 17,911 15,770
Selling, general and
administrative
expenses 16,920 15,526 53,950 45,418
Total cost
and expenses 31,994 30,130 96,440 86,915
Operating income 692 3,787 9,775 7,965
Other income,
principally interest 474 517 1,785 1,730
Income before income
taxes and cumulative
effect of accounting
change 1,166 4,304 11,560 9,695
Income taxes 432 1,548 4,152 3,506
Income after income
taxes and before
cumulative effect of
accounting change 734 2,756 7,408 6,189
<PAGE>
Cumulative effect
of accounting change - - 700 -
Net income $ 734 $ 2,756 $ 8,108 $ 6,189
Earnings per share:
Before cumulative
effect of
accounting change $ .02 $ .09 $ .24 $ .21
Cumulative effect
of accounting
change - - .02 -
Earnings per share $ .02 $ .09 $ .26 $ .21
Average number of
shares of common
stock and common
stock equivalents
outstanding 29,465 29,275 30,638 28,958
See accompanying notes to financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
September 30, 1992 and December 31, 1991
(Unaudited)
(in thousands)
September 30, December 31,
1992 1991
Assets
Current assets:
Cash and cash equivalents $ 35,758 $ 31,319
Investments 20,152 16,490
Trade accounts receivable, net 20,373 22,713
Other accounts receivable 4,358 4,235
Prepaid expenses 4,661 4,335
Total current assets 85,302 79,092
Property and equipment, at cost:
Computer and other equipment 31,064 29,515
Office furniture and equipment 8,030 6,958
Leasehold improvements 3,449 3,294
42,543 39,767
Less accumulated depreciation
and amortization 26,431 24,853
Net property and equipment 16,112 14,914
Computer software construction
costs, net 25,003 20,462
Other assets 199 4,871
Total assets $ 126,616 $ 119,339
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
September 30, 1992 and December 31, 1991
(Unaudited)
(in thousands, except share data)
September 30, December 31,
1992 1991
Liabilities and
Shareholders' Equity
Current liabilities:
Accounts payable $ 4,806 $ 6,386
Accrued expenses 16,518 16,621
Accrued income taxes 3,058 438
Deferred revenue 11,715 10,440
Total current liabilities 36,097 33,885
Deferred income taxes and other 351 5,095
Shareholders' equity:
Common stock, stated value
$.0069 per share; 100,000
authorized shares in 1992 and
50,000 in 1991; 28,128 issued
shares in 1992 and 27,081 issued
shares in 1991, net of 1,736
treasury shares in 1992 and
2,036 in 1991 195 188
Capital in excess of stated value 39,843 38,440
Retained earnings 49,990 41,882
Foreign currency translation
adjustment 140 (151)
Total shareholders' equity 90,168 80,359
Total liabilities and
shareholders' equity $ 126,616 $ 119,339
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flows
For the Nine Months Ended September 30, 1992 and 1991
(Unaudited)
(in thousands)
Nine Months Ended September 30,
1992 1991
Net cash provided by
operating activities $ 19,975 $ 11,137
Cash flows from investing activities:
Purchases of
investments, net (3,662) (16,390)
Additions to property and
equipment, net (6,454) (10,068)
Disposition of facilities - 3,224
Additions to computer software
construction costs (7,024) (4,089)
Additions to purchased
computer software (100) (1,140)
Other, net 3 162
Net cash used in
investing activities (17,237) (28,301)
Cash flows from financing activities:
Stock issued under employee
benefits plan 2,152 3,327
Purchases of treasury stock (742) (371)
Decrease in long-term
obligations - (2,716)
Net cash provided by
financing activities 1,410 240
Effect of exchange rate changes
on cash 291 (424)
Increase (decrease) in cash and
cash equivalents 4,439 (17,348)
Cash and cash equivalents:
Beginning of period 31,319 43,175
End of period $ 35,758 $ 25,827
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Unaudited)
(in thousands)
(1) Basis of Presentation
The accompanying unaudited consolidated financial statements have
been prepared by the Company pursuant to the rules and regulations
of the Securities and Exchange Commission. As permitted by the
rules of the Securities and Exchange Commission applicable to
quarterly reports on Form 10-Q, these notes are condensed and do
not contain all disclosures required by generally accepted
accounting principles. In the opinion of management, these
financial statements contain all adjustments (consisting of only
normal recurring adjustments, unless otherwise noted) necessary to
present fairly the Company's financial position, results of
operations and cash flows as of the dates and for the periods
indicated.
(2) Restatement of Financial Statements
The financial statements included herein have been restated from
those previously published to reflect correction of errors in the
accounting for (a) revenue recognition and revenue related expenses
and (b) accrued expenses. Additionally, the related income tax
effects have been adjusted.
(3) Income Taxes
Effective January 1, 1992 the Company adopted Statement of
Financial Accounting Standards No. 109, "Accounting for Income
Taxes." The effect of applying this statement was to increase net
income by $700 or $.02 per share for the nine month period ended
September 30, 1992. The adoption has been reflected as a
cumulative effect of a change in accounting principle in these
financial statements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Results of Operations
(in thousands)
<PAGE>
Revenue
Consolidated revenue decreased by $1,231 (or 4%) and increased
$11,335 (or 12%) for the three and nine months ended September 30,
1992, respectively, as compared to the corresponding 1991 periods.
During the third quarter of 1992 software segment revenue decreased
$525 (or 2%) when compared to the third quarter 1991. As compared
to the prior year quarter, I-DEAS license revenue decreased 17%,
maintenance revenues increased 25%, and license revenue from a
marketing agreement with a significant customer declined 49%. For
the nine month period the software segment revenue increased
$14,335 (or 19%) for the comparable periods over 1991. As compared
to the prior year nine month period, I-DEAS license revenue
increased revenue 12%, maintenance revenue increased 28%.
Engineering services segment revenue decreased 11% and 15% for the
three and nine months ended September 30, 1992, respectively, as
compared to the corresponding 1991 periods due to an overall
decrease in all consulting activities.
Expenses
During the third quarter and nine months ending September 30, 1992,
cost of revenue decreased 5% and 4%, respectively from 1991
primarily due to decreases in engineering services cost which were
aligned with the decline in revenue. This decrease was partially
offset by an increase in variable costs directly associated with
software revenue.
Due to the Company's continuing commitment to the technological
advancement of its software product line, research and development
expenses increased 16% for the quarter and 14% year-to-date as
compared to the corresponding 1991 periods. This increase was
partially offset by an increase in the amount of software
construction costs capitalized.
Selling, general and administrative expenses increased 9% for the
quarter and 19% for the year in 1992 over 1991 due to continued
expansion of the field sales and support organization, as well as
increased general corporate expenses.
Other
Interest income has decreased for the nine months as compared to
the same period in 1991 due to declining interest rates. The 1992
decline in interest income is partially offset by a gain from sale
of a stock investment.
<PAGE>
Taxes
Effective January 1, 1992, the Company adopted Statement of
Financial Accounting Standards No. 109, "Accounting for Income
Taxes". The effect of initially applying this statement was to
increase net income by $700 or $.02 per share for the nine month
period ended September 30, 1992. The adoption has been reflected
as a cumulative effect of a change in accounting principle in these
financial statements.
Quarterly Results
Future quarterly results could be impacted by factors such as order
deferrals, a slower growth rate in the market, increased
competition or adverse changes in general economic conditions in
any of the countries in which the Company does business. Any
shortfall in revenue or earnings could have an immediate and
significant adverse effect on the trading price of the Company's
stock in any given period.
Liquidity and Capital Resources
At September 30, 1992 the Company had cash and investments of
$55,910. The Company has no current commitments for material
capital expenditures. These existing sources of liquidity and
funds anticipated to be generated from operations are expected to
provide adequate cash to fund the Company's projected needs for the
foreseeable future.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(A) Exhibits filed as part of this report:
11(a) Calculation of Primary Earnings Per Common Share
11(b) Calculation of Fully Diluted Earnings Per Common Share
(B) Reports on Form 8-K filed during the quarter ended September
30, 1992: None
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 thereunto duly authorized.
STRUCTURAL DYNAMICS RESEARCH CORPORATION
January 13, 1995 By: /s/ Jeffrey J. Vorholt
(Date) (Jeffrey J. Vorholt,
Vice President and Controller)
*Pursuant to the last sentence
of General Instruction G to
Form 10-Q, Jeffrey J. Vorholt
has executed this Quarterly
Report on Form 10-Q both on
behalf of the registrant and
in his capacity as its
principal financial and
accounting officer.
EXHIBIT 11(a)
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Calculation of Primary Earnings Per Common Share
(in thousands, except share data)
Three Months Ended Nine Months Ended
September 30, September 30,
1992 1991 1992 1991
Income after income
taxes and before
cumulative effect of
accounting change $ 734 $ 2,756 $ 7,408 $ 6,189
Cumulative effect of
accounting change -- -- 700 --
Net income $ 734 $ 2,756 $ 8,108 $ 6,189
Average Number of
Shares of Common
Stock Outstanding 28,078 26,590 27,824 26,159
Average Number of
Common Stock
Equivalents:
Effect of stock
options outstanding
after application
of the treasury
stock method 1,387 2,307 2,814 1,984
29,465 28,897 30,638 28,143
Primary Earnings
Per Common Share:
Before cumulative
effect of
accounting change $ .02 $ .10 $ .24 $ .22
Cumulative effect of
accounting change -- -- .02 --
Earnings per share $ .02 $ .10 $ .26 $ .22
Exhibit 11(b)
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Calculation of Fully Diluted Earnings Per Common Share
(in thousands, except share data)
Three Months Ended Nine Months Ended
September 30, September 30,
1992 1991 1992 1991
Income after
income taxes and
before cumulative
effect of
accounting change $ 734 $ 2,756 $ 7,408 $ 6,189
Cumulative effect of
accounting change -- -- 700 --
Net income $ 734 $ 2,756 $ 8,108 $ 6,189
Average Number of
Shares of Common
Stock Outstanding 28,078 26,590 27,824 26,159
Average Number of
Common Stock
Equivalents:
Effect of stock
options outstanding
after application
of the treasury
stock method 1,387 2,685 2,814 2,799
29,465 29,275 30,638 28,958
Fully Diluted Earnings
Per Common Share
Before cumulative
effect of
accounting change $ .02 $ .09 $ .24 $ .21
Cumulative effect
of accounting change -- -- .02 --
Earnings per share $ .02 $ .09 $ .26 $ .21