<PAGE> 1
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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, 1999
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: 33-45417
THE BISYS GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3532663
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
150 CLOVE ROAD, LITTLE FALLS, NEW JERSEY
07424
(Address of principal executive offices)
(Zip Code)
973-812-8600
(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 REPORT(S), 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:
Class Shares Outstanding at April 26, 1999
- -------------------------------------- ------------------------------------
Common Stock, par value $.02 per share 26,962,831
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This document contains 14 pages.
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<PAGE> 2
THE BISYS GROUP, INC.
INDEX TO FORM 10-Q
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE
<S> <C> <C>
Item 1. Financial Statements
Condensed Consolidated Balance Sheet as of March 31, 1999
and June 30, 1998 3
Condensed Consolidated Statement of Operations for the three and nine months
ended March 31, 1999 and 1998 4
Condensed Consolidated Statement of Cash Flows for the nine months
ended March 31, 1999 and 1998 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Results of Operations
and Financial Condition 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
EXHIBIT INDEX 14
</TABLE>
2
<PAGE> 3
PART I
ITEM 1. FINANCIAL STATEMENTS
THE BISYS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, June 30,
1999 1998
--------- ---------
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 38,778 $ 93,403
Accounts receivable, net 94,205 73,693
Deferred tax asset 3,926 4,660
Other current assets 15,206 8,484
--------- ---------
Total current assets 152,115 180,240
Property and equipment, net 51,018 37,478
Intangible assets, net 140,544 102,663
Other assets 26,159 13,720
--------- ---------
Total assets $ 369,836 $ 334,101
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current maturities of long-term debt $ -- $ 124
Accounts payable 18,110 11,626
Short-term borrowings 5,000 --
Other current liabilities 71,625 70,668
--------- ---------
Total current liabilities 94,735 82,418
Long-term debt -- 1,578
Deferred tax liability 11,949 10,451
Other liabilities 5,574 1,364
--------- ---------
Total liabilities 112,258 95,811
--------- ---------
Stockholders' equity:
Common stock, $.02 par value, 80,000,000 shares authorized,
26,952,988 and 26,670,388 shares issued, respectively 539 533
Additional paid-in capital 190,141 173,683
Retained earnings 76,370 66,229
Less treasury stock at cost, 167,117 and 57,895 shares, respectively (9,472) (2,155)
--------- ---------
Total stockholders' equity 257,578 238,290
--------- ---------
Total liabilities and stockholders' equity $ 369,836 $ 334,101
========= =========
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
3
<PAGE> 4
THE BISYS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
-------------------------- --------------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues $121,302 $ 98,951 $335,184 $281,844
-------- -------- -------- --------
Operating costs and expenses:
Service and operating 67,170 56,251 190,937 164,140
General and administrative 17,105 13,873 50,479 43,451
Selling and conversion 5,562 4,195 16,680 12,729
Research and development 2,516 2,875 8,632 8,600
Amortization of intangible assets 1,935 965 5,395 2,744
Merger expenses and other charges -- -- 400 11,998
Acquired in-process research and development -- -- 19,000 --
-------- -------- -------- --------
Operating earnings 27,014 20,792 43,661 38,182
Interest income, net 317 1,428 1,357 3,478
-------- -------- -------- --------
Income before income taxes 27,331 22,220 45,018 41,660
Income taxes 10,931 8,888 25,608 16,691
-------- -------- -------- --------
Net income $ 16,400 $ 13,332 $ 19,410 $ 24,969
======== ======== ======== ========
Basic earnings per share $ 0.61 $ 0.51 $ 0.73 $ 0.95
======== ======== ======== ========
Diluted earnings per share $ 0.58 $ 0.49 $ 0.70 $ 0.92
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
4
<PAGE> 5
THE BISYS GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
March 31,
------------------------------
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 19,410 $ 24,969
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 16,585 10,795
Write-off of acquired in-process research and development 19,000 --
Deferred income tax provision 3,945 2,314
Change in operating assets and liabilities, net of effects from acquisitions (32,466) 12,387
--------- ---------
Net cash provided by operating activities 26,474 50,465
--------- ---------
Cash flows from investing activities:
Acquisition of businesses (20,340) --
Net cash acquired in acquisitions 4,554 1,490
Capital expenditures, net (21,775) (13,149)
Proceeds from sales of investments -- 1,203
Purchase of investments (2,952) (6,515)
Purchase of intangible assets (290) (1,564)
Other 232 583
--------- ---------
Net cash used in investing activities (40,571) (17,952)
--------- ---------
Cash flows from financing activities:
Proceeds from short-term borrowings 20,000 --
Repayment of short-term borrowings (15,000) --
Repayment of debt (1,051) (2,115)
Issuance of common stock 1,691 1,369
Proceeds from exercise of stock options 10,040 4,450
Repurchases of common stock (56,208) --
--------- ---------
Net cash provided by (used in) financing activities (40,528) 3,704
--------- ---------
Net increase (decrease) in cash and cash equivalents (54,625) 36,217
Cash and cash equivalents at beginning of period 93,403 79,951
--------- ---------
Cash and cash equivalents at end of period $ 38,778 $ 116,168
========= =========
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
5
<PAGE> 6
THE BISYS GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. THE COMPANY
The BISYS(R) Group, Inc. and subsidiaries (the "Company") is a leading
national provider of outsourcing solutions to and through financial
organizations.
The condensed consolidated financial statements include the accounts of
The BISYS Group, Inc. and its subsidiaries and have been prepared
consistent with the accounting policies reflected in the 1998 Annual
Report on Form 10-K filed with the Securities and Exchange Commission
and should be read in conjunction therewith. The condensed consolidated
financial statements include all adjustments (consisting only of normal
recurring adjustments) which are, in the opinion of management,
necessary to present fairly this information.
2. USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make certain
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenue and expenses during the reporting period. The most significant
estimates are related to the allowance for doubtful accounts,
intangible assets, merger expenses and other charges, acquired
in-process research and development, income taxes and contingencies.
Actual results could differ from these estimates in the near term.
3. EARNINGS PER SHARE
Basic and diluted EPS computations for the three and nine months ended
March 31, 1999 and 1998 are as follows (in thousands, except per share
amounts):
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- ---------------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Basic EPS
---------
Net income $ 16,400 $ 13,332 $ 19,410 $ 24,969
========= ========= ========= ========
Weighted average common shares outstanding 26,841 26,374 26,610 26,227
========= ========= ========= ========
Basic earnings per share $ 0.61 $ 0.51 $ 0.73 $ 0.95
========= ========= ========= ========
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- ---------------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Diluted EPS
-----------
Net income $ 16,400 $ 13,332 $ 19,410 $ 24,969
========= ========= ========= ========
Weighted average common shares outstanding 26,841 26,374 26,610 26,227
Assumed conversion of common shares issuable
under stock option plans 1,406 994 1,172 1,021
--------- --------- --------- --------
Weighted average common and common equivalent
shares outstanding 28,247 27,368 27,782 27,248
========= ========= ========= ========
Diluted earnings per share $ 0.58 $ 0.49 $ 0.70 $ 0.92
========= ========= ========= ========
</TABLE>
6
<PAGE> 7
Certain stock options were not included in the computation of diluted
EPS because the option's exercise price was greater than the average
market price of common shares during the period, as follows (in
thousands, except per share amounts):
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- ---------------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Number of options excluded 0 985 81 985
Option price per share NA $36.50 to $39.00 $48.00 $36.50 to $39.00
</TABLE>
4. BUSINESS COMBINATIONS
On July 16, 1998, the Company completed its acquisition of Corelink
Resources, Inc. (Corelink), which the Company has held a minority
interest in since fiscal 1995. On August 10, 1998, the Company acquired
Potomac Insurance Marketing Group, Inc. (Potomac). Both transactions
have been accounted for by the purchase method of accounting and
involved total cash consideration of $20.3 million. The operations of
both Corelink and Potomac are included in the consolidated results of
operations from the dates of acquisition. Pro forma information has not
been presented due to lack of materiality.
On September 16, 1998, the Company completed its acquisition of
Greenway Corporation (Greenway) through the issuance of 968,202 shares
of BISYS common stock held in treasury and issuance of 148,795
equivalent stock options for all of the outstanding shares and stock
options of Greenway. The acquisition, valued at approximately $43.8
million, was treated as a purchase for accounting purposes, and,
accordingly, the assets and liabilities were recorded based on their
fair values at the date of the acquisition. Of the total purchase
price, $15.6 million was allocated to goodwill, $7.4 million to other
identifiable intangible assets, and $1.8 million to net tangible
assets. In addition, $19.0 million was allocated to acquired in-process
research and development, which was charged to operations at the time
of the acquisition. Greenway's operations are included in the
consolidated results of operations from the date of the acquisition.
Pro forma information has not been presented due to lack of
materiality.
5. SUBSEQUENT EVENTS
In April 1999, the Company completed its acquisition of EXAMCO, Inc.
(EXAMCO) and Poage Insurance Services (Poage). EXAMCO, based in New
Orleans, Louisiana, is a leading provider of Internet-based
professional certification training and continuing education for the
financial services industry. Poage, headquartered in Sacramento,
California, is a leading independent life insurance distributor serving
the western United States.
Both transactions have been accounted for by the purchase method of
accounting and involved total consideration of approximately $23.1
million, including issuance of 155,378 shares of BISYS common stock
held in treasury valued at $8.8 million.
7
<PAGE> 8
6. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The Company provides outsourcing solutions to and through financial
organizations which is reported as a single segment. The following table
presents the percentage of revenues represented by each item in the Company's
condensed consolidated statement of operations for the periods indicated:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------- ---------------------
1999 1998 1999 1998
----- ----- ----- -----
<S> <C> <C> <C> <C>
Revenues 100.0% 100.0% 100.0% 100.0%
----- ----- ----- -----
Operating costs and expenses:
Service and operating 55.4 56.9 57.0 58.2
General and administrative 14.1 14.0 15.1 15.4
Selling and conversion 4.6 4.2 5.0 4.5
Research and development 2.1 2.9 2.6 3.0
Amortization of intangible assets 1.6 1.0 1.6 1.0
Merger expenses and other charges -- -- 0.1 4.3
Acquired in-process research and development -- -- 5.6 --
----- ----- ----- -----
Operating earnings 22.2 21.0 13.0 13.6
Interest income 0.3 1.4 0.4 1.2
----- ----- ----- -----
Income before income taxes 22.5 22.4 13.4 14.8
Income taxes 9.0 9.0 7.6 5.9
----- ----- ----- -----
Net income 13.5% 13.4% 5.8% 8.9%
===== ===== ===== =====
</TABLE>
COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 1999 WITH THE THREE MONTHS ENDED
MARCH 31, 1998.
Revenues increased 22.6% from $99.0 million for the three months ended
March 31, 1998 to $121.3 million for the three months ended March 31,
1999. This growth was derived from sales to new clients, existing
client growth, cross sales to existing clients and revenues from
acquired businesses, partially offset by lost business.
Service and operating expenses increased 19.4% from $56.3 million
during the three months ended March 31, 1998 to $67.2 million for the
three months ended March 31, 1999, and decreased as a percentage of
revenues from 56.9% to 55.4%. The dollar increase resulted from
additional costs associated with greater revenues.
General and administrative expenses increased 23.3% from $13.9 million
during the three months ended March 31, 1998, to $17.1 million for the
three months ended March 31, 1999, and increased as a percentage of
revenues from 14.0% to 14.1%. The increases primarily resulted from
additional costs associated with recent acquisitions.
Interest income was $1.1 million less for the three months ended March
31, 1999 compared to the same period last year due to the lower levels
of invested cash and cash equivalents and higher interest expense
associated with short-term borrowings.
The income tax provision of $10.9 million for the three months ended
March 31, 1999 increased from $8.9 million for the three months ended
March 31, 1998 due to higher taxable income. The provision represents
an effective tax rate of 40% for both periods.
COMPARISON OF THE NINE MONTHS ENDED MARCH 31, 1999 WITH THE NINE MONTHS ENDED
MARCH 31, 1998.
Revenues increased 18.9% from $281.8 million for the nine months ended
March 31, 1998 to $335.2 million for the nine months ended March 31,
1999. This growth was derived from sales to new clients, existing
client growth, cross sales to existing clients and revenues from
acquired businesses, partially offset by lost business.
Service and operating expenses increased 16.3% from $164.1 million
during the nine months ended March 31, 1998 to $190.9 million for the
nine months ended March 31, 1999, and decreased as a percentage of
revenues from 58.2% to 57.0%. The dollar increase resulted from
additional costs associated with greater revenues.
8
<PAGE> 9
General and administrative expenses increased 16.2% from $43.5 million
during the nine months ended March 31, 1998, to $50.5 million for the
nine months ended March 31, 1999, and decreased as a percentage of
revenues from 15.4% to 15.1%. The dollar increase primarily resulted
from additional costs associated with recent acquisitions. The decrease
as a percentage of revenues resulted from further utilization of
existing general and administrative support resources.
Amortization expense increased 96.7% from $2.7 million during the nine
months ended March 31, 1998, to $5.4 million for the nine months ended
March 31, 1999. This increase primarily reflects the amortization
related to intangibles resulting from recent acquisitions.
Interest income during the nine months ended March 31, 1999, was $1.4
million compared to $3.5 million for the same period last year. This
was a result of higher levels of borrowings and liquidation of cash
equivalents related to funding of acquisitions.
During the nine months ended March 31, 1999, the Company wrote off
$19.0 million of acquired in-process research and development
associated with the acquisition of Greenway and incurred $0.4 million
of merger-related expenses.
The income tax provision of $25.6 million for the nine months ended
March 31, 1999 increased from $16.7 million for the nine months ended
March 31, 1998 primarily due to higher taxable income. The provision
represents an effective tax rate of 40% for both periods, excluding the
nonrecurring nondeductible charge of $19.0 million related to acquired
in-process research and development incurred during the nine months
ended March 31, 1999.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1999, the Company had cash and cash equivalents of $38.8
million and working capital of approximately $57.4 million. At March
31, 1999, the Company had outstanding borrowings of $5.0 million
against its revolving credit facility to support working capital
requirements. The credit facility bears interest at LIBOR plus a margin
of .625%, or 5.625% at March 31, 1999. At March 31, 1999, the Company
had $0.6 million outstanding in the form of letters of credit.
Other current assets included in the accompanying balance sheet consist
primarily of prepaid expenses, inventory, and customer funds required
to be segregated that are held by the Company's Brokerage Services
division that was acquired in July 1998. Customer funds required to be
segregated may vary significantly from period to period and
approximated $5.9 million at March 31, 1999 and $0 at June 30, 1998.
For the nine months ended March 31, 1999, operating activities provided
cash of $26.5 million. Changes in operating assets and liabilities, net
of effects from acquisitions, utilized cash of $32.5 million as a
result of increases in accounts receivable due to revenue growth and
reduction in accrued liabilities due largely to payments associated
with client marketing programs that are administered by the Company's
Fund Services division. Investing activities used cash of $40.6 million
primarily for the acquisition of businesses of $20.3 million and
capital expenditures of $21.8 million offset by cash acquired in
acquisitions of $4.6 million. Financing activities used cash of $40.5
million primarily for the repurchase of common stock of $56.2 million
offset by net borrowings of $5.0 million and approximately $10.0
million of proceeds from the exercise of stock options.
In January 1999, the Company's Board of Directors authorized a new
stock buy-back program of up to $100 million of its outstanding common
stock. Purchases will occur from time-to-time in the open market to
offset the possible dilutive effect of shares to be issued under
employee benefit plans, for possible use in future acquisitions and for
general and other corporate purposes. This new program supersedes and
replaces the share repurchase program previously authorized by the
Board of Directors.
Under the Company's stock buy-back programs, the Company has purchased
approximately 1.4 million shares of its common stock during fiscal year
1999 for approximately $60.4 million in order to effect the
acquisitions of Greenway and EXAMCO and for issuance of stock in
connection with the exercise of stock options. Since January 1999, the
Company has purchased 166,500 shares of its common stock under the new
stock buy-back program for approximately $9.4 million.
9
<PAGE> 10
ACQUIRED IN-PROCESS RESEARCH AND DEVELOPMENT
In September 1998, the Company acquired Greenway Corporation (Greenway)
through the issuance of common stock valued at approximately $43.8
million. Of the total purchase price, $19.0 million was allocated to
acquired in-process research and development, which was charged to
operations at the time of acquisition.
The amount allocated to acquired in-process research and development
was based on an independent appraisal, employing a discounted cash flow
approach, and relates to the development of enhanced products for the
Company's check imaging software. At the acquisition date, the products
were estimated to be between 50% and 75% complete.
Significant assumptions used in the valuation of the acquired
in-process research and development were as follows:
Estimated costs to complete $2.1 million
Anticipated completion date January 2000
Projected annual revenues $30 million
Discount rate 20%
Discount period 9 years
Currently, the development efforts are proceeding ahead of schedule.
Technological feasibility was attained in the fiscal third quarter, and
it is anticipated that development efforts will be completed by the end
of the fiscal year.
Research and development expenditures related to this product
development effort, prior to attaining technological feasibility,
approximated $500,000 for the nine months ended March 31, 1999, and are
included in the consolidated statement of operations.
YEAR 2000
The Company is addressing the Year 2000 issues associated with its
existing computer systems and software applications utilizing both
internal and external resources to identify and remediate these matters
throughout the organization. The Company has completed its risk
assessment and testing plans for internal mission critical information
systems and continues to remediate other systems that are not currently
Year 2000 ready. The Company anticipates that all of its internal
mission critical information systems will be tested and Year 2000 ready
prior to June 30, 1999. In the event such systems are not Year 2000
ready by December 31, 1999, it could have a material adverse impact on
the Company's business and results of operations.
The Company uses third party provided software and systems in certain
of its businesses for such tasks as account and information statement
processing, fund accounting, and 401(k) plan record keeping. If third
parties upon which the Company depends, including telecommunications
and electrical power providers, are unable to address their Year 2000
issues in a timely manner, it could result in a material adverse
financial risk to the Company. In order to minimize this risk, the
Company is devoting resources necessary to develop appropriate business
continuity plans. These contingency plans will include alternative
systems and vendors, disaster recovery hot sites, alternative power
sources, and manual processes. These contingency plans are expected to
be substantially completed by June 30, 1999.
The Company's Year 2000 progress, the testing of remediated software,
and contingency plans have been and will continue to be the subject of
independent verification and validation by the Company's Internal Audit
function. Internal Audit reports on Year 2000 are reviewed by senior
management and the Company's Board of Directors.
The Company believes it has developed an effective plan to address the
Year 2000 issues and that, based on available information, its Year
2000 transition will not have a material effect on its business,
operations, or financial results. The Company anticipates expenditures
for Year 2000 testing and remediation in the range of $2.0 to $3.0
million in fiscal 1999 and less than $1.5 million in the first half of
fiscal 2000. During the nine months ended March 31, 1999, the Company
incurred Year 2000 expenditures of approximately $1.8 million.
10
<PAGE> 11
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical information contained herein, the matters
discussed in this quarterly report are forward-looking statements which
involve risks and uncertainties, including but not limited to economic,
competitive, governmental and technological factors affecting the
Company's operations, markets, services and related products, prices,
and other factors discussed in the Company's prior filings with the
Securities and Exchange Commission. Although the Company believes that
the assumptions underlying the forward-looking statements contained
herein are reasonable, any of the assumptions could be inaccurate.
Therefore, there can be no assurance that the forward-looking
statements included in this quarterly report will prove to be accurate.
In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such
information should not be regarded as a representation by the Company
or any other person that the objectives and plans of the Company will
be achieved.
11
<PAGE> 12
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
None.
(b) REPORTS ON FORM 8-K
None.
12
<PAGE> 13
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.
THE BISYS GROUP, INC.
Date: May 14, 1999 By: /s/ Dennis R. Sheehan
--------------------- -------------------------------------------------
Dennis R. Sheehan
Executive Vice President and Chief Financial Officer
(Duly Authorized Officer)
13
<PAGE> 14
THE BISYS GROUP, INC.
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. PAGE
<C> <S> <C>
(27) Financial Data Schedule...............................................(electronic only)
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Financial Statements of The BISYS Group, Inc. and Subsidiaries for
the nine months ended March 31, 1999 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JUL-01-1998
<PERIOD-END> MAR-31-1999
<CASH> 38,778
<SECURITIES> 0
<RECEIVABLES> 97,126
<ALLOWANCES> 2,921
<INVENTORY> 0
<CURRENT-ASSETS> 152,115
<PP&E> 99,015
<DEPRECIATION> 47,997
<TOTAL-ASSETS> 369,836
<CURRENT-LIABILITIES> 94,735
<BONDS> 0
0
0
<COMMON> 539
<OTHER-SE> 257,039
<TOTAL-LIABILITY-AND-EQUITY> 369,836
<SALES> 0
<TOTAL-REVENUES> 335,184
<CGS> 0
<TOTAL-COSTS> 190,937
<OTHER-EXPENSES> 25,312
<LOSS-PROVISION> 1,245
<INTEREST-EXPENSE> 796
<INCOME-PRETAX> 45,018
<INCOME-TAX> 25,608
<INCOME-CONTINUING> 19,410
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 19,410
<EPS-PRIMARY> 0.73
<EPS-DILUTED> 0.70
</TABLE>