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 June 30, 1993
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 July 31, 1993 there were 28,529,612 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 June 30, 1993 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 Six Month Periods
Ended June 30, 1993 and 1992
(Unaudited)
(in thousands, except share data)
Three Months Six Months
Ended June 30, Ended June 30,
1993 1992 1993 1992
Revenue:
Software products
and services $ 26,666 $ 26,252 $ 46,631 $ 47,830
Maintenance 8,340 7,461 16,577 14,458
Engineering services 5,422 5,447 10,726 11,241
Net revenue 40,428 39,160 73,934 73,529
Cost and expenses:
Cost of revenue 12,768 7,946 20,413 16,081
Research and
development expenses 6,580 6,358 12,764 11,335
Selling, general and
administrative
expenses 23,536 19,232 43,260 37,030
Total cost
and expenses 42,884 33,536 76,437 64,446
Operating
income (loss) (2,456) 5,624 (2,503) 9,083
Equity in losses
of affiliate (263) - (396) -
Other income,
principally interest 355 738 775 1,311
Income (loss) before
income taxes and
cumulative effect
of accounting change (2,364) 6,362 (2,124) 10,394
Income taxes 1,293 2,273 2,169 3,720
Income (loss) after
income taxes and
before cumulative
effect of
accounting change (3,657) 4,089 (4,293) 6,674
Cumulative effect
of accounting
change - - - 700
Net income (loss) $(3,657) $4,089 $(4,293) $7,374
Earning (loss)
per share:
Before cumulative
effect of
accounting change $ (.12) $ .14 $ (.14) $ .22
Cumulative effect
of accounting
change - - - .02
Earnings (loss)
per share $ (.12) $ .14 $ (.14) $ .24
Average number of
shares of common
stock and common
stock equivalents
outstanding 29,719 29,806 30,267 30,629
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1993 and December 31, 1992
(Unaudited)
(in thousands)
June 30, December 31,
1993 1992
Assets
Current Assets:
Cash and cash equivalents $ 34,179 $ 31,661
Investments 19,359 20,752
Trade accounts receivable, net 28,431 26,944
Other accounts receivable 7,551 7,993
Prepaid expenses 5,064 4,427
Total current assets 94,584 91,777
Property and equipment, at cost:
Computer and other equipment 34,975 32,248
Office furniture and equipment 8,539 8,217
Leasehold improvements 3,356 3,449
46,870 43,914
Less accumulated depreciation and
amortization 30,043 27,243
Net property and equipment 16,827 16,671
Computer software construction costs,
net 26,316 26,420
Other assets 1,044 1,262
Total assets $ 138,771 $ 136,130
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1993 and December 31, 1992
(Unaudited)
(in thousands, except share data)
June 30, December 31,
1993 1992
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 5,268 $ 4,037
Accrued expenses 20,742 20,741
Accrued income taxes 6,530 5,358
Deferred revenue 15,563 13,201
Total current liabilities 48,103 43,337
Deferred income taxes and other 336 346
Shareholders' equity:
Common stock, stated value $.0069
per share; 100,000 authorized
shares in 1993 and 1992;
28,473 issued shares in 1993
and 28,136 issued shares in
1992 net of 1,630 treasury
shares in 1993 and 1,762 in 1992 198 195
Capital in excess of stated value 43,633 41,474
Retained earnings 47,064 51,357
Foreign currency translation
adjustment (563) (579)
Total shareholders' equity 90,332 92,447
Total liabilities and
shareholders' equity $ 138,771 $ 136,130
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flows
For the Six Months Ended June 30, 1993 and 1992
(Unaudited)
(in thousands)
Six Months Ended June 30,
1993 1992
Net cash provided by
operating activities $ 8,174 $ 12,253
Cash flows from investing activities:
Purchases of investments, net 1,393 (2,673)
Additions to property and
equipment, net (3,510) (4,587)
Additions to computer software
construction costs (5,357) (4,753)
Additions to purchased
computer software (175) (20)
Other, net (185) 8
Net cash used in
investing activities (7,834) (12,025)
Cash flows from financing activities:
Stock issued under employee
benefit plans 2,183 2,628
Purchases of treasury stock (21) (729)
Net cash provided by
financing activities 2,162 1,899
Effect of exchange rate changes
on cash 16 34
Increase in cash and
cash equivalents 2,518 2,161
Cash and cash equivalents:
Beginning of period 31,661 31,319
End of period $ 34,179 $ 33,480
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, (b) non-recoverable software construction costs, and (c)
accrued expenses and losses. Additionally, the related income tax
effects have been adjusted.
(3) Income Taxes
The provision for income taxes reflects taxes currently payable.
Deferred tax benefits relating to temporary differences have been
offset by a valuation allowance due to doubt as to their ultimate
realization. These factors have the impact of disturbing the
effective tax rate from the expected statutory rate.
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 six month period ended
June 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)
Revenue
Consolidated revenue increased by $1,268 (or 3%) and $405 (or 1%)
for the three and six months ended June 30, 1993, respectively, as
compared to the corresponding 1992 periods.
During the second quarter and six months, software segment revenue
in 1993 increased $1,293 (or 4%) and $920 (or 1%), respectively
over the comparable periods in 1992. This modest growth reflects
a 14% increase in I-DEAS license revenue offset in part by
declining revenue from a software marketing agreement with a
significant customer.
Engineering services revenue in the second quarter of 1993 remained
level with 1992.
Expenses
Cost of revenue increased 61% and 27% for the three and six months
ended June 30, 1993 as compared to 1992. With the release of the
I-DEAS Master Series in second quarter of 1993, remaining
unamortized software construction costs were determined by the
Company to be non-recoverable, and therefore written off.
Due to the Company's continuing commitment to the technological
advancement of its software product line, research and development
expenses increased 3% for the quarter and 13% year-to-date as
compared to the corresponding 1992 periods. This increase was
slightly offset by an increase in the amount of software
construction costs capitalized.
Selling, general and administrative expenses increased by 22% for
the quarter and 17% year-to-date as compared to the corresponding
1992 periods due to continued expansion of the field sales and
support organization, as well as increased general corporate
expenses.
Other
Interest income has decreased as compared to the same period in
1992 due to declining interest rates. In 1993, the equity in loss
of affiliate represents the Company's share of the start-up loss of
Metaphase Inc., a joint venture company formed in late 1992 which
develops and markets product data management (PDM) software. In
1992, other income also included a gain on the sale of a stock
investment.
Taxes
The provision for income taxes reflects taxes currently payable.
Deferred tax benefits relating to temporary differences have been
offset by a valuation allowance due to doubt as to their ultimate
realization. These factors have the impact of disturbing the
effective tax rate from the expected statutory rate.
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 six month
period ended June 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 June 30, 1993 the Company had cash and investments of $53,538.
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 (Loss) Per Common
Share
11(b) Calculation of Fully Diluted Earnings (Loss) Per
Common Share
(B) Reports on Form 8-K filed during the quarter ended June 30,
1993: 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 (Loss) Per Common Share
(in thousands except share data)
Three Months Six Months
Ended June 30, Ended June 30,
1993 1992 1993 1992
Income (loss) after
income taxes and
before cumulative
effect of accounting
changes $(3,657) $ 4,089 $ (4,293) $ 6,674
Cumulative effect of
accounting changes -- -- -- 700
Net income (loss) $(3,657) $ 4,089 $(4,293) $ 7,374
Average Number of
Shares of Common Stock
and Common Stock
Equivalents Outstanding 28,430 27,923 28,361 27,696
Average Number of Common
Stock Equivalents:
Effect of stock options
outstanding after
application of the
treasury stock method 1,611 1,883 1,906 2,933
30,041 29,806 30,267 30,629
Primary Earnings (Loss)
Per Common Share:
Before cumulative effect
of accounting change $ (.12) $ .14 $ (.14) $ .22
Cumulative effect of
accounting change -- -- -- .02
Earnings (loss)
per share $ (.12) $ .14 $ (.14) $ .24
Exhibit 11(b)
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Calculation of Fully Diluted Earnings (Loss) Per Common Share
(in thousands, except share data)
Three Months Six Months
Ended June 30, Ended June 30,
1993 1992 1993 1992
Income (loss) after
income taxes and
before cumulative
effect of accounting
changes $(3,657) $ 4,089 $(4,293) $ 6,674
Cumulative effect of
accounting changes -- -- -- 700
Net income (loss) $(3,657) $ 4,089 $(4,293) $ 7,374
Average Number of
Shares of Common Stock
and Common Stock
Equivalents Outstanding 28,430 27,923 28,361 27,696
Average Number of
Common Stock
Equivalents:
Effect of stock options
outstanding after
application of the
treasury stock method 1,289 1,883 1,906 2,933
29,719 29,806 30,267 30,629
Fully Diluted Earnings
(Loss) Per Common Share:
Before cumulative effect
of accounting change $ (.12) $ .14 $ (.14) $ .22
Cumulative effect of
accounting change $ -- -- -- .02
Earnings (loss)
per share (.12) $ .14 $ (.14) $ .24
