DATASTREAM SYSTEMS INC
8-K, 1999-02-17
PREPACKAGED SOFTWARE
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                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC 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)      February 4, 1999
                                                      ----------------

 
                           DATASTREAM SYSTEMS, INC.
                           ------------------------

            (Exact name of Registrant as specified in Its Charter)


 DELAWARE                     0-25590                           57-0813674
 --------                     -------                           ----------
(State of                       (Commission                     (IRS Employer
Incorporation)                   File Number)                Identification No.)


50 DATASTREAM PLAZA, GREENVILLE, SC                          29605
- -----------------------------------                          -----
(Address of principle executive offices)                    (Zip Code)


(Telephone number of registrant)        (864) 422-5001
                                        --------------


                               NOT APPLICABLE
                               --------------
 (Former Name, Former Address and Former Fiscal Year, if changed since last
                                   report)


<PAGE>
ITEM 5.  OTHER EVENTS

      On February 4, 1999,  Datastream Systems,  Inc., a Delaware  corporation
(the  "Registrant"),  announced  results for the fourth quarter and year ended
December  31,  1998,  as set forth in a press  release  of the  Company  dated
February 4, 1999 attached  hereto as Exhibit 99.1 and  incorporated  herein by
reference.   In  the  press  release,  the  Company  announced  its  voluntary
restatement of results of operations for the first,  second and third quarters
of  fiscal  year  1998 to  reduce  the  charge  for  in-process  research  and
development  and to increase  the  related  goodwill  amortization  expense in
connection with the acquisitions of Insta  Instandhaltung  Technischer Anlagen
GmbH on March 31, 1998 and  Strategic  Information  Systems PTE.  Ltd. on June
16,  1998.  Although the  Registrant  believes  that its  original  accounting
treatment was in accordance with generally accepted accounting principles,  it
has made the  adjustments to be consistent  with the new methodology set forth
by the Staff of the  Securities  and Exchange  Commission  in its letter dated
September 15, 1998 to the American Institute of Certified Public Accountants.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)Financial Statements.

            Not applicable.

         (b)Pro Forma Financial Information.
 
            Not applicable.
 
         (c)Exhibits.

            The following exhibits are filed herewith in accordance with
the provisions of Item 601 of Regulation S-K:

Exhibit No. Description of Exhibit

99.1           Text of press release of the Registrant, dated February 4,1999.

<PAGE>

                                 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.

                              DATASTREAM SYSTEMS, INC.
 

Date:  February 16, 1998                        By:  /s/ Daniel H. Christie
                                                     ----------------------
                                                       Daniel H. Christie
                                                       Chief Financial Officer 


<PAGE>


                                EXHIBIT INDEX


Exhibit No. Description of Exhibit

99.1           Text of press release of the Registrant, dated February 4, 1999.



<PAGE>
[GRAPHIC OMITTED]

                                                      February 4, 1999
CONTACT:
Dan Christie
Chief Financial Officer
1-864-422-5281


                   DATASTREAM SYSTEMS ANNOUNCES RECORD
                      REVENUE AND EARNINGS FOR 1998

License revenue grows 29% sequentially; increased investments in
Internet applications

GREENVILLE,  SC  (February 4, 1999) - Datastream  Systems,  Inc.  (Nasdaq:
DSTM)  today  announced  record  revenue  and  earnings  for  both  fourth
quarter and year-end 1998.

Total revenue for the quarter ended  December 31, 1998 was $29.8  million,
a 43%  increase  from  $20.9  million  in  the  fourth  quarter  of  1997.
Software  sales rose 22% annually to $12.1  million,  consulting  services
rose  68% to  $12.7  million,  and  technical  support  rose  51% to  $5.0
million from the same quarter a year ago.

Net  income  in the  fourth  quarter  was  $4.4  million  before  one-time
charges related to  restructuring.  Excluding the charges,  fourth quarter
income increased 13% from $3.9 million in the same quarter of 1997.

Diluted earnings per share for the quarter,  before restructuring  related
charges,  were $0.22 based on 20.0 million  weighted average shares, a 16%
gain from $0.19 per share based on 20.0 million  weighted  average  shares
in the fourth quarter of 1997.

For the year,  Datastream's  revenues  increased 41% to $98.6 million from
$69.8  million  in  1997.  Software  sales  rose  23%  to  $38.2  million,
consulting  services  rose 61% to $42.6  million,  and  technical  support
rose 46% to $17.7 million.

Prior to  accounting  for  restructuring  charges and  charges  related to
acquisitions  made during the year,  net income rose 34% to $15.3  million
from $11.4 million in the previous  year.  Diluted  earnings per share for
the year  increased  29% to $0.76 based on 20.3 million  weighted  average
shares,  compared  with  $0.59 last year  based on 19.2  million  weighted
average shares.

"1998  was an  important  year for  Datastream,"  said  Larry  Blackwell,
Datastream's   President  and  CEO.   "During  this  year,   the  Company
successfully  achieved  its  strategy to expand  international  presence,
enhance ERP  integration  capabilities  and initiate  web and  electronic
commerce applications."

"During  the  fourth   quarter,   we   recognized   the   importance   of
streamlining   our  product   offerings  and   increasing  our  focus  on
Internet-centric  product  development.  In  addition,  we looked at ways
to improve  operating  efficiencies  in the  international  businesses we
acquired  during  the  first  three  quarters  of  1998,"  continued  Mr.
Blackwell.  "This  review  culminated  in a  restructuring  plan for 1999
that  includes  (i)  an   aggressive   consolidation   of   non-strategic
products,   both   domestically   and   internationally,   and   (ii)   a
centralization  of  certain  financial  and  operational  aspects  of our
international  offices to  eliminate  redundancies  and enhance  customer
service."  The  restructuring  plan is reflected in a non-cash,  one-time
charge of $8.8 million.

During the first and second  quarter of 1998,  the Company  accounted for
acquired  in-process  R&D  in  accordance  with  established   accounting
practices  and  as  valued  by  an  independent   valuation   expert.  On
September  15,  1998,  several  months  after the  consummation  of these
acquisitions,  the SEC  released a new  methodology  for  accounting  for
acquired    in-process   R&D.   In   response   to   the   SEC's   recent
interpretation  of  the  accounting  of  acquired   in-process  R&D,  the
Company  has  voluntarily  reduced  first  and  second  quarter  one-time
charges by an aggregate $1.96 million.

Information  contained  in this  release  is  adjusted  for a  two-for-one
stock split effective January 30, 1998.

Datastream  Systems,   Inc.  is  the  leading*  provider  of  Computerized
Maintenance  Management  Systems  (CMMS) and Enterprise  Asset  Management
(EAM) systems aimed at improving plant  efficiency,  increasing  equipment
uptime  and  reducing  costs.  The  Company  has sold over  47,000  system
units  worldwide,  accounting  for more than 55 percent of the unit market
share*  in  CMMS/EAM.   Headquartered   in  Greenville,   South  Carolina,
Datastream  has  offices  in 10  countries  and  software  products  in 15
languages.  Datastream's  customers  are  located  in  129  countries  and
include  over  60  percent  of the  Fortune  500.  For  more  information,
please visit our multilingual Web site at http://www.dstm.com.

* Based on number of system units sold, as reported by Automation
Research Corporation, 1998.


                                  # # #


CONSOLIDATED FINANCIAL DATA ARE ATTACHED

<PAGE>
                                                                  Page 3
DATASTREAM SYSTEMS, INC. AND SUBSIDIARIES

Consolidated Statement of Operations

                               Three Months Ended           Twelve Months Ended
                                  December 31,                  December 31,
                                1997         1998            1997         1998
                                ----         ----            ----         ----

Software Product             $9,980,112   12,127,878    $31,174,408   38,226,287
Consulting Services           7,559,208   12,664,883     26,437,697   42,621,294
Technical Support             3,332,847    5,029,522     12,156,190   17,707,276
                              ---------    ---------     ----------   ----------
Total Revenues              $20,872,167   29,822,283    $69,768,295   98,554,857
 
Cost of Software Product        848,464    1,087,284      3,132,996    3,679,607
Cost of Consulting Services   4,180,200    7,064,271     15,160,409   22,401,797
Cost of Technical Support       925,758    1,430,826      3,837,565    4,730,756
Software Write-off                    -    3,345,600              -    3,943,544
                              ---------    ---------      ---------    ---------
Cost of Sales                 5,954,422   12,927,981     22,130,970   34,755,704

Gross Profit                 14,917,745   16,894,302     47,637,325   63,799,153

Operating Expenses:
Sales & Marketing             5,045,114    7,030,334     18,616,981   25,397,349
Research & Development        1,313,669    2,835,604      4,364,234    8,174,226
General & Administration      2,564,654    3,349,655      8,094,762    9,688,883
Write-off in process R&D,
 Restructuring and
 other charges                        -    5,469,281              -    9,990,256
                              ---------    ---------      ---------    ---------
Operating Expenses            8,923,437   18,684,874     31,075,977   53,250,714

Operating Income              5,994,308   (1,790,572)    16,561,348   10,548,439
Other Income, Net               248,104       30,731        986,861      536,264
                                -------       ------        -------      -------
Income Before Provision
 for Income Taxes             6,242,412   (1,759,841)    17,548,209   11,084,703
Provision for Income Taxes    2,359,500     (663,460)     6,110,312    6,384,198
                              ---------     --------      ---------    ---------
Net Income                   $3,882,912   (1,096,381)   $11,437,897    4,700,504

Diluted net income per share  $     .19         (.05)   $       .59          .23

Diluted weighted average
 common shares outstanding   20,028,000   19,987,000     19,246,000   20,279,000
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 
Net Income before one-time
 charges                     $3,882,912    4,395,290    $11,437,897   15,311,094
Diluted net income per share
 before one-time charges      $     .19          .22    $       .59          .76

<PAGE>
                                                                  Page 4
DATASTREAM SYSTEMS, INC. AND SUBSIDIARIES

Balance Sheet


ASSETS

                                              December 31,   December 31,
                                                   1997          1998
                                                   ----          ----

Cash and Cash Equivalents                     $ 2,409,387      6,739,209
Accounts Receivable, Net                       21,968,539     32,440,963
Investments, Current                            9,735,585      2,574,898
Other Current Assets                            4,670,756      9,058,238
                                                ---------      ---------
Total Current Assets                           38,784,267     50,813,308

Investments, Non-current                        6,637,286      2,034,744
Net Property and Equipment                     10,166,101     12,535,165
Goodwill                                        6,545,747     18,272,157
Capitalized Software Development Costs, Net     2,963,842      3,134,779
                                                ---------      ---------
Total Assets                                  $65,097,243     86,790,153


                     LIABILITIES AND STOCKHOLDERS EQUITY

                                               December 31,   December 31,
                                                   1997          1998
                                                   ----          ----

Total Current Liabilities                     $16,494,448     24,597,377
Long Term Debt, less Current Portion              603,098        317,951
Deferred Income Taxes                             892,000      1,268,400
Total Stockholders' Equity                     47,107,697     60,606,425
                                               ----------     ----------
Total Liabilities and Stockholders' Equity    $65,097,243     86,790,153


This news release contains forward-looking  statements which involve a number of
risks and  uncertainties  that could cause actual  results to differ  materially
from historical results or those anticipated.  Potential risks and uncertainties
include,  but are not limited to,  those  described in the  Company's  Quarterly
Report on Form 10-Q,  filed with the Securities and Exchange  Commission for the
quarter  ended  September  30,  1998.  With  respect  to  such   forward-looking
statements,  Datastream seeks the protections afforded by the Private Securities
Litigation Reform Act of 1995.

Datastream  is a trademark of  Datastream  Systems,  Inc. All other  products or
company  names  mentioned are used for  identification  purposes only and may be
trademarks of their respective owners.

                         DATASTREAM SYSTEMS, INC.
          50 Datastream Plaza       Greenville, South Carolina 29605
             1-864-422-5001            Fax 1-864-422-5000



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