UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 2
(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, 1994
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, 1994 there were 28,876,535 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/A for the quarter ended June 30, 1994 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, 1994 and 1993
(Unaudited)
(in thousands, except share data)
Three Months Six Months
Ended June 30, Ended June 30,
1994 1993 1994 1993
Revenue:
Software products
and services $28,922 $ 26,666 $52,371 $46,631
Maintenance 8,915 8,340 17,617 16,577
Engineering services 4,872 5,422 9,516 10,726
Net revenue 42,709 40,428 79,504 73,934
Cost and expenses:
Cost of revenue 8,535 12,768 16,545 20,413
Research and
development expenses 7,943 6,580 15,983 12,764
Selling, general and
administrative expenses 22,724 23,536 46,796 43,260
Total cost and expenses 39,202 42,884 79,324 76,437
Operating income (loss) 3,507 (2,456) 180 (2,503)
Equity in losses
of affiliates (2,235) (263) (2,430) (396)
Other income,
principally interest 679 355 1,090 775
Income (loss) before
income taxes and
cumulative effect
of accounting
change 1,951 (2,364) (1,160) (2,124)
Income taxes 359 1,293 1,562 2,169
Income (loss) after
income taxes and
before cumulative
effect of
accounting change 1,592 (3,657) (2,722) (4,293)
Cumulative effect
of accounting change -- -- (3,896) --
Net income (loss) $1,592 $(3,657) $(6,618) $(4,293)
Earnings (loss) per share:
Before cumulative effect
of accounting change $ .05 $ (.12) $ (.09) $ (.14)
Cumulative effect
of accounting change -- -- (.13) --
Earnings (loss)
per share $ .05 $ (.12) $ (.22) $ (.14)
Average number of
shares of common
stock and common stock
equivalents outstanding 29,702 29,719 29,862 30,267
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1994 and December 31, 1993
(Unaudited)
(in thousands)
June 30, December 31,
Assets 1994 1993
Current assets:
Cash and cash equivalents $ 24,481 $ 34,783
Investments 16,179 10,720
Trade accounts receivable, net 28,157 20,567
Other accounts receivable 7,210 5,902
Prepaid expenses 5,985 5,144
Total current assets 82,012 77,116
Long-term investments 11,607 10,547
Property and equipment, at cost:
Computer and other equipment 36,761 36,055
Office furniture and equipment 9,039 9,079
Leasehold improvements 3,682 3,594
49,482 48,728
Less accumulated depreciation and
amortization 34,851 32,897
Net property and equipment 14,631 15,831
Computer software construction
costs, net 29,195 28,457
Other assets 2,251 2,598
Total assets $139,696 $134,549
See accompanying notes to consolidated financial statements.
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1994 and December 31, 1993
(Unaudited)
(in thousands, except share data)
June 30, December 31,
1994 1993
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 6,327 $ 6,512
Accrued expenses 28,003 24,699
Accrued income taxes 3,696 5,371
Deferred revenue 18,918 13,060
Total current liabilities 56,944 49,642
Cumulative share of losses
in affiliates 4,131 --
Deferred income taxes and other 317 326
Shareholders' equity:
Common stock, stated value $.0069
per share; 100,000 authorized shares
in 1994 and 1993; 28,843 issued
shares in 1994 and 28,709 issued
shares in 1993 net of 1,632 treasury
shares in 1994 and 1,612 in 1993 200 199
Capital in excess of stated value 46,213 45,376
Retained earnings 33,007 39,625
Unrealized loss on investments (505) --
Foreign currency translation
adjustment (611) (619)
Total shareholders' equity 78,304 84,581
Total liabilities and
shareholders' equity $139,696 $134,549
See accompanying notes to consolidated financial statements.
<PAGE>
STRUCTURAL DYNAMICS RESEARCH CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flows
For the Six Month Period Ended June 30, 1994 and 1993
(Unaudited)
(in thousands)
Six Months Ended June 30,
1994 1993
Net cash provided by
operating activities $ 342 $ 8,174
Cash flows from investing activities:
Purchases of investments, net (7,024) 1,393
Additions to property and
equipment, net (2,235) (3,510)
Additions to computer software
construction costs (4,186) (5,357)
Additions to purchased
computer software (85) (175)
Change in joint venture investment 2,239 --
Other, net (199) (185)
Net cash used in
investing activities (11,490) (7,834)
Cash flows from financing activities:
Stock issued under employee
benefit plans 1,039 2,183
Purchases of treasury stock (201) (21)
Net cash provided by (used in)
financing activities 838 2,162
Effect of exchange rate changes
on cash 8 16
Increase (decrease) in cash and
cash equivalents (10,302) 2,518
Cash and cash equivalents:
Beginning of period 34,783 31,661
End of period $24,481 $34,179
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 corrections of errors in the accounting for (a) revenue
recognition and revenue related expenses, (b) the write-off of non-recoverable
software construction costs, (c) accrued expenses and losses. Additionally, the
related income tax effects have been adjusted. The financial statements have
also been restated to reflect the equity in losses of a German investee and the
adoption of Statement of Financial Accounting Standard (SFAS) No. 112.
<PAGE>
The reconciliation of previously reported results to restated
results for the three and six months ended June 30, 1994 and 1993
are as follows:
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
June 30, 1994 June 30, 1993
--------------------------------- ---------------------------------
Previously As Previously As
Reported Adjustment restated Reported Adjustment restated
<S> <C> <C> <C> <C> <C> <C>
Revenue $53,350 $(10,641) $42,709 $49,605 $(9,177) $40,428
Net income (loss) 4,131 (2,539) 1,592 4,121 (7,778) (3,657)
Income (loss) per share $ .14 $ (.09) $ .05 $ .14 $ (.26) $ (.12)
Six Months Ended Six Months Ended
June 30, 1994 June 30, 1993
--------------------------------- ---------------------------------
Previously As Previously As
Reported Adjustment restated Reported Adjustment restated
Revenue $100,662 $(21,158) $79,504 $88,746 $(14,812) $73,934
Net income (loss) 6,403 (13,021) (6,618) 6,994 (11,287) (4,293)
Income (loss) per share $ .22 $ (.44) $ (.22) $ .23 $ (.37) $ (.14)
</TABLE>
(3) Change in Accounting Principle
In 1994, the Company adopted Statement of Financial Accounting Standards SFAS
No.112 "Employers' Accounting for Postemployment Benefits" for benefits
attributable to employees' service previously rendered. As such, the
Company has recognized a one-time charge of $3,896 net of income tax
benefits. The annual incremental charge for future periods is not
anticipated to be material.
(4) Formation of Central Europe Joint Venture
In March of 1994, the Company formed a Central European joint venture with
Siemens Nixdorf Informationssysteme AG (SNI). The Company and SNI contributed
certain assets, cash and loans to the venture, known as SDRC Software and
Services GmbH (SDRC GmbH), along with the rights to certain software products
owned by SNI. Although the Company received a 50.1% interest in the venture, it
does not exercise sufficient control to treat SDRC GmbH as a consolidated
subsidiary. Under certain loss sharing provisions of the venture agreement the
Company may be required to make additional capital investments in SDRC GmbH.
(5) 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.
Report on Form 10-Q/A
for quarter ended
June 30, 1994
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
May 10, 1996 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.
