PLATINUM SOFTWARE CORP
8-K, 1998-01-29
PREPACKAGED SOFTWARE
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<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                       ----------------------------------

                                    FORM 8-K

                                 CURRENT REPORT

                       ----------------------------------



     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported)        January 22, 1998
                                                  ----------------------------


                          PLATINUM SOFTWARE CORPORATION
- -------------------------------------------------------------------------------
               (Exact name of Registrant as specified in charter)


         Delaware                      0-20740                33-0277592
- -------------------------------------------------------------------------------
(State or other jurisdiction         (Commission           (I.R.S. Employer
      of incorporation)              File Number)          Identification No.)


            195 Technology Drive, Irvine, California                92618
- -------------------------------------------------------------------------------
            (Address of principal executive offices)              (Zip code)


Registrant's telephone number, including area code       (714) 453-4000
                                                    ------------------------


                                 Not Applicable
- -------------------------------------------------------------------------------
         (Former name or former address, if changed, since last report)


<PAGE>   2

ITEM 5. OTHER EVENTS

         On January 22, 1998, Platinum Software Corporation, (the "Company")
announced the results for its second quarter of fiscal 1998, ending December 31,
1997.


ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (C) EXHIBITS.

         Exhibit Number

         Ex-99        Press Release dated January 22, 1998.







                                       2


<PAGE>   3


                                   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 hereunto duly authorized.



                                         PLATINUM SOFTWARE CORPORATION


Date: January 29, 1998                   By  /s/ Perry Tarnofsky
                                             ------------------------
                                             Perry Tarnofsky
                                             Vice President and Assistant 
                                             Secretary











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<PAGE>   4


                                  EXHIBIT INDEX

         The following exhibits are attached hereto and incorporated herein by
reference:

Exhibit Number                                                 Sequentially
                                                               Numbered Page

    Ex.-99        Press Release dated January 22, 1998.               5











                                       4


<PAGE>   1
                                   EXHIBIT 99



FOR IMMEDIATE RELEASE                            CONTACT:
                                                 Michael J. Simmons
                                                 Chief Financial Officer
                                                 Platinum Software Corporation
                                                 714/450-4595
                                                 [email protected]



                     PLATINUM SOFTWARE CORPORATION ANNOUNCES
                       SECOND QUARTER FISCAL 1998 RESULTS


IRVINE, Calif., (Jan. 22, 1998) -- Platinum(R) Software Corporation (NASDAQ:
PSQL), a leading midmarket provider of client/server enterprise resource
planning (ERP) applications, today reported its financial results for the second
quarter of fiscal year 1998, ended December 31, 1997. Revenues for the second
quarter of fiscal 1998 were $21.7 million, compared to revenues of $14.3 million
for the second quarter of fiscal 1997. Net income for the quarter was $2.8
million or $.10 per share excluding $0.8 million of transaction costs associated
with the acquisition of FocusSoft, Inc. Reported net income was $2.0 million or
$.07 per share, compared to a loss of $0.6 million or $0.03 per share for the
same quarter a year ago. The company's balance sheet as of December 31, 1997
showed cash, cash equivalents and short-term investments of $12.5 million,
accounts receivable of $16.4 million and deferred revenue of $11.6 million.






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                            PLATINUM SOFTWARE ANNOUNCES QUARTERLY RESULTS - P.2

         The $0.8 million in transaction costs effecting earnings were for
investment banking, accounting and legal fees associated with the company's
November 14, 1997 acquisition of privately-held FocusSoft, Inc., of Louisville,
Kentucky, now called Platinum Software's Manufacturing Software Division. The
acquisition strengthens Platinum's presence in the ERP marketplace, and when
combined with its Clientele products, enables Platinum Software to offer a
differentiated solution focused on customer-centric enterprise information
systems to the middle market worldwide.

         George Klaus, chairman of the board, president and chief executive
officer said, "FocusSoft was a keystone acquisition for Platinum Software. It
was the second step of our corporate re-positioning into the ERP software
market. We have already demonstrated the compelling combination of the
manufacturing and distribution applications with our Platinum SQL accounting
application in live, production customer sites. The first step of our
re-positioning was our Clientele acquisition in June 1997. The performance of
the Clientele Products division continues to exceed their financial plan. The
record setting performance of our core financial applications, along with our
re-positioning, has resulted in record revenue and profits for our second
quarter of fiscal 1998." Klaus adds, "Before the one-time acquisition costs, we
generated net income of $2.8 million, representing a 13% profit. Financial
comparisons to last year and last quarter are quite favorable. I thank all of
our shareholders for their support while we have positioned the company for
future growth. I look forward to capitalizing on our current market position."

ABOUT PLATINUM SOFTWARE CORPORATION

         Platinum Software Corporation develops client/server enterprise
resource planning software, including customer service and support, financial
accounting, budgeting, manufacturing and distribution for midmarket corporations
worldwide. According to International Data Corporation's (IDC's) September 1997
research based on worldwide customer sites, Platinum Software leads all
providers of accounting




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                            PLATINUM SOFTWARE ANNOUNCES QUARTERLY RESULTS - P.3

software for midmarket companies on Microsoft SQL Server. Founded in 1984,
Platinum Software is based in Irvine, California. More information about
Platinum Software Corporation and its products and services is available at the
Platinum World Wide Web site (http://www.platsoft.com).

                                       ###

Platinum and Clientele are registered trademarks of Platinum Software
Corporation. FocusSoft is a trademark of FocusSoft, Inc., a subsidiary of
Platinum Software Corporation. All other company and product names mentioned in
this document are trademarks of the respective companies with which they are
associated and are acknowledged.

Except for the historical information contained herein, the matters discussed in
this press release are forward looking statements that involve risks and
uncertainties. As discussed in the Company's Form 10-Q for the three months
ended September 30, 1997, the Company's operating results are uncertain and may
be impacted by the following factors, among others: the timely availability and
market acceptance of new products and upgrades, the impact of competitive
products and pricing; the ability of the Company to expand ERP product
offerings, and the discovery of undetected software errors.






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                            PLATINUM SOFTWARE ANNOUNCES QUARTERLY RESULTS - P.4



                         PLATINUM SOFTWARE CORPORATION
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)


<TABLE>
<CAPTION>
                                                               DECEMBER 31,      JUNE 30,
                                                                   1997            1997
                                                               ------------     ---------
<S>                                                           <C>              <C>
ASSETS

Current assets:
   Cash and cash equivalents                                    $   4,466       $   6,724
   Short-term investments                                           8,061           9,542
   Accounts receivable, net                                        16,375          12,880
   Inventories                                                        694             481
   Prepaid expenses and other                                       2,076           1,473
                                                                ---------       ---------
        Total current assets                                       31,672          31,100

Property and equipment, net                                         7,779           8,587
Software development costs, net                                     2,358           2,660
Acquired intangible assets, net                                       233             278
Other assets                                                          573             531
                                                                ---------       ---------
                                                                $  42,615       $  43,156
                                                                =========       =========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable                                             $   3,368       $   4,752
   Accrued expenses                                                 6,578           8,293
   Accrued restructuring costs                                      1,973           2,609
   Deferred revenue                                                11,580          11,638
                                                                ---------       ---------
        Total current liabilities                                  23,499          27,292
                                                                ---------       ---------

   Long-term liabilities                                               60             277
                                                                ---------       ---------

Stockholders' equity:
   Preferred stock                                                 30,292          30,292
   Common stock                                                        21              20
   Additional paid-in capital                                     117,518         116,747
   Less: notes receivable from officers                           (11,563)        (11,563)
   Accumulated foreign currency translation adjustments               532             393
   Accumulated deficit                                           (117,744)       (120,302)
                                                                ---------       ---------
        Total stockholders' equity                                 19,056          15,587
                                                                ---------       ---------
                                                                $  42,615       $  43,156
                                                                =========       =========
</TABLE>










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                            PLATINUM SOFTWARE ANNOUNCES QUARTERLY RESULTS - P.5



                         PLATINUM SOFTWARE CORPORATION
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


<TABLE>
<CAPTION>
                                                  THREE MONTHS ENDED                SIX MONTHS ENDED
                                                     DECEMBER 31,                     DECEMBER 31,
                                                  1997            1996            1997            1996
                                                -------         -------         -------         -------
<S>                                             <C>             <C>             <C>             <C>
Revenues:
   License fees                                 $11,660         $ 7,710         $21,747         $13,696
   Consulting and professional services           5,604           2,643           9,656           4,996
   Support services                               4,290           3,791           8,317           7,407
   Royalty income                                    96             138             195             273
                                                -------         -------         -------         -------                       
                                                 21,650          14,282          39,915          26,372
Cost of revenues                                  7,179           5,039          13,247           9,442
                                                -------         -------         -------         -------                       
        Gross profit                             14,471           9,243          26,668          16,930
                                                -------         -------         -------         -------                       
Operating expenses:
   Sales and marketing                            7,846           5,965          14,999          11,464
   General and administrative                     2,143*          1,586           3,406*          3,637
   Software development                           3,025           2,416           6,075           4,828
                                                -------         -------         -------         -------                       
                                                 13,014           9,967          24,480          19,929
                                                -------         -------         -------         -------                       
        Income (loss) from operations             1,457            (724)          2,188          (2,999)

Other income, net                                   565             143           1,139             342
                                                -------         -------         -------         -------                       
        Income (loss) before provision
           for income taxes                       2,022            (581)          3,327          (2,657)

Provision for income taxes                           --              --              --              --
                                                -------         -------         -------         -------                       
        Net income (loss)                       $ 2,022         $  (581)        $ 3,327         $(2,657)
                                                =======         =======         =======         =======

Basic net income (loss) per share               $  0.09         $ (0.03)        $  0.15         $ (0.12)
                                                =======         =======         =======         =======

Shares used in computing basic
   net income (loss) per share                   22,770          21,740          22,727          21,618
                                                =======         =======         =======         =======

Diluted net income (loss) per share             $  0.07         $ (0.03)        $  0.11         $ (0.12)
                                                =======         =======         =======         =======

Shares used in computing diluted net
   net income (loss) per share                   29,374          21,740          29,147          21,618
                                                =======         =======         =======         =======

</TABLE>

*   Includes $800,000 of FocusSoft acquisition expenses




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