Form 8-K
0001092699 False 0001092699 2020-04-30 2020-04-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
 

UNITED STATES

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

                           April 30, 2020                           

Date of report (Date of earliest event reported)

                    SPS COMMERCE, INC.                    

(Exact Name of Registrant as Specified in its Charter)

Delaware    001-34702    41-2015127
(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

333 South Seventh Street, Suite 1000

Minneapolis, Minnesota

           

55402

(Address of Principal Executive Offices)

 

(Zip Code)

 

                                   (612) 435-9400                                   

(Registrant's Telephone Number, Including Area Code)

                                         Not Applicable                                         

(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.001 per shareSPSCThe Nasdaq Stock Market LLC
(Nasdaq Global Market)

     Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

     If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act

 
 
Item 2.02. Results of Operations and Financial Condition.

        On April 30, 2020, we issued a press release disclosing our results of operations and financial condition for our three months ended March 31, 2020. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in that filing.

Item 9.01. Financial Statements and Exhibits.
  
(d)Exhibit
  
            99 Press Release dated April 30, 2020Filed Electronically
 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)Filed Electronically
 
 

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.

 SPS COMMERCE, INC.
   
  
Date: April 30, 2020By: /s/ KIMBERLY K. NELSON                                       
  Kimberly K. Nelson
  Executive Vice President and Chief Financial Officer
  
 
 

EXHIBIT INDEX

 

No. DescriptionManner of Filing
99 Press Release dated April 30, 2020Filed Electronically
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)Filed Electronically

 

EdgarFiling

EXHIBIT 99

SPS Commerce Reports First Quarter 2020 Financial Results

Company delivers 77th consecutive quarter of topline growth, with 12% growth in recurring revenue over 2019

MINNEAPOLIS, April 30, 2020 (GLOBE NEWSWIRE) -- SPS Commerce, Inc. (Nasdaq: SPSC), a leader in retail cloud services, today announced financial results for the first quarter ended March 31, 2020.

Revenue was $74.2 million in the first quarter of 2020, compared to $66.9 million in the first quarter of 2019, reflecting 11% growth in revenue from the first quarter of 2019. Recurring revenue grew 12% from the first quarter of 2019. 

Net income in the first quarter of 2020 was $9.5 million or $0.26 per diluted share, compared to net income of $6.8 million or $0.19 per diluted share, in the first quarter of 2019. Non-GAAP income per diluted share was $0.38 compared to non-GAAP income per diluted share of $0.30 in the first quarter of 2019.

Adjusted EBITDA for the first quarter of 2020 increased 24% to $20.4 million compared to the first quarter of 2019.

“SPS Commerce plays a mission-critical role in the global supply chain.  Our solutions are keeping trading partners connected, especially now during this time of crisis and disruption,” said Archie Black, President and CEO of SPS Commerce. “We’d like to thank our employees and our partners who delivered world class service as they responded to the needs of retailers impacted by macroeconomic effects of the pandemic, executing remote retail automation better and faster than ever.  We remain fully committed to provide unwavering support to the suppliers and retailers that serve our communities in these challenging times.”

“We are pleased with our first quarter results as we continued to deliver uninterrupted, full-service solutions remotely, to new and existing customers worldwide.  With proven operational leverage and a strong balance sheet, we are confident that SPS Commerce is positioned to overcome near term uncertainties. We expect the current supply chain dynamics to amplify the need for e-commerce and EDI solutions in the long term, and we believe SPS Commerce is uniquely positioned to expand on its market leadership.” said Kim Nelson, CFO of SPS Commerce.

Guidance

For the second quarter of 2020, revenue is expected to be in the range of $73.8 million to $74.8 million.  Second quarter net income per diluted share is expected to be in the range of $0.17 to $0.19 with fully diluted weighted average shares outstanding of approximately 36.2 million shares.  Non-GAAP income per diluted share is expected to be in the range of $0.29 to $0.31.  Adjusted EBITDA is expected to be in the range of $19.0 million to $20.0 million.  Non-cash, share-based compensation expense is expected to be approximately $5.1 million, depreciation expense is expected to be approximately $3.5 million and amortization expense is expected to be approximately $1.4 million.

Due to uncertainties related to the macroeconomic impact of the COVID-19 pandemic, we are withdrawing 2020 guidance until we can ascertain the scale of the impact on retail dynamics, and our business.  However, given our history of strong operating leverage and the resilience of our SaaS business model, we remain confident in our ability to expand adjusted EBITDA margin in 2020. 

For modeling purposes, we expect stock based compensation expense for the year of approximately $19.7 million, depreciation expense of approximately $13.8 million, and amortization expense of approximately $5.6 million.

We will continue to monitor the macroeconomic impact on retail dynamics and reassess our visibility for the full year at the end of the second quarter.

Quarterly Conference Call

SPS Commerce will discuss its quarterly results today via teleconference at 3:30 p.m. CT (4:30 p.m. ET). To access the call, please dial (877) 312-7508, or outside the U.S. (253) 237-1184, with Conference ID #5367429 at least five minutes prior to the 3:30 p.m. CT start time. A live webcast of the call will also be available at http://investors.spscommerce.com under the Events and Presentations menu.  The replay will also be available on our website at http://investors.spscommerce.com.

About SPS Commerce

SPS Commerce is the world’s leading retail network, connecting trading partners around the globe to optimize supply chain operations for all retail partners. We support data-driven partnerships with innovative cloud technology, customer-obsessed service and accessible experts so our customers can focus on what they do best. To date, more than 90,000 companies in retail, distribution, grocery and e-commerce have chosen SPS as their retail network. SPS has achieved 77 consecutive quarters of revenue growth and is headquartered in Minneapolis. For additional information, contact SPS at 866-245-8100 or visit www.spscommerce.com.

SPS COMMERCE, SPS, SPS logo, RETAIL UNIVERSE, 1=INFINITY logo, AS THE NETWORK GROWS, SO DOES YOUR OPPORTUNITY, INFINITE RETAIL POWER, RETAIL UNIVERSE are marks of SPS Commerce, Inc. and Registered in the U.S. Patent and Trademark Office. RSX, IN:FLUENCE, and others are further marks of SPS Commerce, Inc. These marks may be registered or otherwise protected in other countries.

SPS-F

Use of Non-GAAP Financial Measures

To supplement its financial statements, SPS Commerce also provides investors with Adjusted EBITDA and non-GAAP net income per share, which are non-GAAP financial measures. SPS Commerce believes that these non-GAAP measures provide useful information to management and investors regarding certain financial and business trends relating to its financial condition and results of operations. SPS Commerce's management uses these non-GAAP measures to compare the company's performance to that of prior periods for trend analyses and planning purposes. It uses Adjusted EBITDA for purposes of determining executive and senior management incentive compensation. These measures are also presented to the company's board of directors.

Adjusted EBITDA consists of net income adjusted for depreciation and amortization, interest expense, interest income, income tax expense, stock-based compensation expense, realized loss from foreign currency on cash and investments held, and other adjustments as necessary for a fair presentation. SPS Commerce uses Adjusted EBITDA as a measure of operating performance because it assists the company in comparing performance on a consistent basis, as it removes from operating results the impact of the company's capital structure. SPS Commerce believes Adjusted EBITDA is useful to an investor in evaluating the company's operating performance because it is widely used to measure a company's operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, and to present a meaningful measure of corporate performance exclusive of the company's capital structure and the method by which assets were acquired.

Non-GAAP income per share consists of net income plus stock-based compensation expense, amortization expense related to intangible assets, realized loss from foreign currency on cash and investments held, and other adjustments as necessary for a fair presentation, divided by the weighted average number of shares of common stock outstanding during each period.  SPS Commerce includes an adjustment to non-GAAP income to reflect the income tax effects of the adjustments to GAAP net income. To quantify these tax effects, SPS Commerce recalculates income tax expense excluding the direct book and tax effects of the specific items constituting the non-GAAP adjustments (e.g., stock-based compensation expense). The difference between this recalculated income tax expense and GAAP income tax expense is presented as the income tax effect of the non-GAAP adjustments.

SPS Commerce believes non-GAAP income per share is useful to an investor because it is widely used to measure a company's operating performance.  These non-GAAP measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with generally accepted accounting principles in the United States. These non-GAAP financial measures exclude significant expenses and income that are required by GAAP to be recorded in the company's financial statements and are subject to inherent limitations. SPS Commerce urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures that are included in this press release.

Forward-Looking Statements

This press release contains forward-looking statements, including information about management's view of SPS Commerce's future expectations, plans and prospects, including our views regarding future execution within our business, the opportunity we see in the retail supply chain world, our positioning for the future, our performance for the second quarter and full year of 2020, and any statements about the future effect of the COVID-19 pandemic on our business, customers or the global economy and our business prospects, all of which fall within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of SPS Commerce to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents SPS Commerce files with the Securities and Exchange Commission, including but not limited to, SPS Commerce's Annual Report on Form 10-K for the year ended December 31, 2019, as well as subsequent reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could have material adverse effects on SPS Commerce's future results. The forward-looking statements included in this press release are made only as of the date hereof. SPS Commerce cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, SPS Commerce expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contact:
Investor Relations
The Blueshirt Group
Irmina Blaszczyk
Lisa Laukkanen
SPSC@blueshirtgroup.com
415-217-4962  


SPS COMMERCE, INC. 
CONDENSED CONSOLIDATED BALANCE SHEETS 
(Unaudited; in thousands, except share and per share amounts)
         
  March 31,  December 31, 
  2020  2019 
ASSETS       
CURRENT ASSETS        
Cash and cash equivalents $184,484  $179,252 
Short-term investments  30,074   34,284 
Accounts receivable  33,275   33,001 
Allowance for credit losses  (2,939)  (1,469)
Accounts receivable, net  30,336   31,532 
Deferred costs  35,543   35,274 
Other assets  9,417   11,279 
Total current assets  289,854   291,621 
PROPERTY AND EQUIPMENT, less accumulated depreciation of $53,458 and $50,574, respectively  24,035   23,752 
OPERATING LEASE RIGHT-OF-USE ASSET  15,170   15,744 
GOODWILL  74,463   76,845 
INTANGIBLE ASSETS, net  20,857   22,668 
OTHER ASSETS        
Deferred costs, non-current  11,393   11,667 
Deferred income tax assets  1,837   2,630 
Other assets, non-current  2,210   2,513 
Total assets $439,819  $447,440 
LIABILITIES AND STOCKHOLDERS’ EQUITY        
CURRENT LIABILITIES        
Accounts payable $4,602  $4,274 
Accrued compensation  13,132   22,303 
Accrued expenses  5,374   6,207 
Deferred revenue  34,929   31,463 
Operating lease liabilities  3,866   3,783 
Total current liabilities  61,903   68,030 
OTHER LIABILITIES        
Deferred revenue, non-current  2,781   2,851 
Operating lease liabilities, non-current  18,957   20,085 
Deferred income tax liabilities  990   1,193 
Other liabilities, non-current     405 
Total liabilities  84,631   92,564 
COMMITMENTS and CONTINGENCIES        
STOCKHOLDERS’ EQUITY        
Preferred stock, $0.001 par value; 5,000,000 shares authorized; 0 shares issued and outstanding      
Common stock, $0.001 par value; 55,000,000 shares authorized; 36,474,448 and 36,104,619 shares issued; and 34,992,825 and 34,863,271 outstanding, respectively  36   36 
Treasury stock, at cost; 1,481,623 and 1,241,348 shares, respectively  (58,297)  (46,297)
Additional paid-in capital  361,853   354,115 
Retained earnings  57,419   48,973 
Accumulated other comprehensive loss  (5,823)  (1,951)
Total stockholders’ equity  355,188   354,876 
Total liabilities and stockholders’ equity $439,819  $447,440 
         

 

SPS COMMERCE, INC. 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME 
(Unaudited; in thousands, except per share amounts)
         
  Three Months Ended 
  March 31, 
  2020  2019 
Revenues $74,192  $66,934 
Cost of revenues  23,544   21,367 
Gross profit  50,648   45,567 
Operating expenses        
Sales and marketing  18,299   17,922 
Research and development  7,568   6,192 
General and administrative  11,909   12,770 
Amortization of intangible assets  1,336   1,304 
Total operating expenses  39,112   38,188 
Income from operations  11,536   7,379 
Other income (expense)        
Interest income, net  640   577 
Other expense, net  (1,241)  (47)
Change in earn-out liability  (72)  (56)
Total other income (expense), net  (673)  474 
Income before income taxes  10,863   7,853 
Income tax expense  1,348   1,040 
Net income $9,515  $6,813 
         
Net income per share        
Basic $0.27  $0.19 
Diluted $0.26  $0.19 
         
Weighted average common shares used to compute net income per share        
Basic  35,072   34,942 
Diluted  35,926   35,984 

Shares and per share data have been adjusted for all periods presented to reflect a two-for-one stock split effective August 22, 2019.  

SPS COMMERCE, INC. 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
(Unaudited; in thousands)
         
  Three Months Ended 
  March 31, 
  2020  2019 
Cash flows from operating activities        
Net income $9,515  $6,813 
Reconciliation of net income to net cash provided by operating activities        
Deferred income taxes  668   838 
Change in earn-out liability  72   56 
Depreciation and amortization of property and equipment  3,138   2,637 
Amortization of intangible assets  1,336   1,304 
Provision for credit losses  1,285   655 
Stock-based compensation  4,344   5,294 
Other, net  (105)  (240)
Changes in assets and liabilities        
Accounts receivable  (1,053)  (1,328)
Deferred costs  (256)  (414)
Other current and non-current assets  2,041   (337)
Accounts payable  655   353 
Accrued compensation  (9,302)  (8,843)
Accrued expenses  (615)  60 
Deferred revenue  3,396   3,698 
Operating leases  (452)  (345)
Net cash provided by operating activities  14,667   10,201 
Cash flows from investing activities        
Purchases of property and equipment  (3,965)  (2,899)
Purchases of investments  (12,460)  (12,447)
Maturities of investments  15,875   15,225 
Net cash used in investing activities  (550)  (121)
Cash flows from financing activities        
Repurchases of common stock  (12,000)  (2,966)
Net proceeds from exercise of options to purchase common stock  3,683   2,472 
Net proceeds from employee stock purchase plan  87    
Payment for earn-out liability  (688)   
Net cash used in financing activities  (8,918)  (494)
Effect of foreign currency exchange rate changes  33   270 
Net increase in cash and cash equivalents  5,232   9,856 
Cash and cash equivalents at beginning of period  179,252   133,859 
Cash and cash equivalents at end of period $184,484  $143,715 
         

 

SPS COMMERCE, INC. 
NON-GAAP RECONCILIATION 
(Unaudited; in thousands, except per share amounts)
         
  Three Months Ended 
  March 31, 
  2020  2019 
Net income $9,515  $6,813 
Depreciation and amortization of property        
  and equipment  3,138   2,637 
Amortization of intangible assets  1,336   1,304 
Interest income, net  (640)  (577)
Income tax expense  1,348   1,040 
Stock-based compensation expense  4,344   5,294 
Realized loss from foreign currency on cash and investments held  1,243   - 
Other  72   (61)
Adjusted EBITDA $20,356  $16,450 
         
Net income $9,515  $6,813 
Stock-based compensation expense  4,344   5,294 
Amortization of intangible assets  1,336   1,304 
Realized loss from foreign currency on cash and investments held  1,243   - 
Other  72   (61)
Income tax effects of adjustments  (3,026)  (2,643)
Non-GAAP income $13,484  $10,707 
         
Shares used to compute non-GAAP income per share        
Basic  35,072   34,942 
Diluted  35,926   35,984 
         
Non-GAAP income per share        
Basic $0.38  $0.31 
Diluted $0.38  $0.30 

Shares and per share data have been adjusted for all periods presented to reflect a two-for-one stock split effective August 22, 2019.