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8-K - 8-K - CSG SYSTEMS INTERNATIONAL INCcsgs-8k_20170503.htm

Exhibit 99.1

 

PRESS RELEASE

 

For Immediate Release

CSG Systems INTERNATIONAL reports results

for FIRST quarter 2017

ENGLEWOOD, COLO. (May 3, 2017) — CSG Systems International, Inc. (Nasdaq: CSGS), the trusted global partner to launch and monetize digital services, today reported results for the quarter ended March 31, 2017.

Key Highlights:

First quarter 2017 financial results:

 

Total revenues were $192.5 million.

 

GAAP operating income was $27.0 million, or 14.0% of total revenues and non-GAAP operating income was $34.6 million, or 18.0% of total revenues.

 

GAAP earnings per diluted share (EPS) was $0.62. Non-GAAP EPS was $0.62.

 

Cash flows from operations were $30.0 million.

CSG declared its quarterly cash dividend of $0.1975 per share of common stock, or a total of approximately $7 million, to shareholders.

 

“We are off to a good start to the year,” said Bret Griess, chief executive officer and president for CSG International.  “We are executing well against our plan, which includes driving top-line revenue growth, expanding our footprint around the world and within our existing clients’ operations, and investing in our people, our products and our clients.  We’ve grown our top-line revenues three percent over last year’s first quarter.  We’ve doubled the revenues generated from our global managed services offering year-over-year.  We’ve added new clients like iFlix, TalkTalk and DISH AirTV to our Ascendon next generation, digital services platform.  And, early in April, we converted another 975,000 Comcast customers onto our platform, bringing the total Comcast residential customers converted onto our solutions since mid-2014 to approximately 8 million.  I’m pleased with our ability to execute in a challenging and competitive business environment.”  

 

 

 

 

 


 


CSG Systems International, Inc.

May 3, 2017

Page 2

Financial Overview (unaudited)

(in thousands, except per share amounts and percentages):

 

 

 

Quarter Ended March 31,

 

 

 

 

 

 

 

 

 

 

 

 

Percent

 

 

 

 

2017

 

 

2016

 

 

Changed

 

 

Revenues

 

$

192,470

 

 

$

186,226

 

 

 

3

%

 

GAAP Results:

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

$

27,013

 

 

$

41,291

 

 

 

(35

%)

 

Operating Margin

 

 

14.0

%

 

 

22.2

%

 

 

 

EPS

 

$

0.62

 

 

$

0.64

 

 

 

(3

%)

 

Non-GAAP Results:

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

$

34,645

 

 

$

44,272

 

 

 

(22

%)

 

Operating Margin

 

 

18.0

%

 

 

23.8

%

 

 

 

EPS

 

$

0.62

 

 

$

0.77

 

 

 

(19

%)

 

For additional information and reconciliations regarding CSG’s use of non-GAAP financial measures, please refer to the attached Exhibit 2 and the Investor Relations section of CSG’s website at www.csgi.com.

Results of Operations

Revenues: Total revenues for the first quarter of 2017 were $192.5 million, a 3% increase when compared to revenues of $186.2 million for the first quarter of 2016, and a 1% decrease when compared to revenues of $195.2 million for the fourth quarter of 2016. The year-over-year increase in revenues is attributed to the growth of CSG’s cloud and related solutions revenues, resulting primarily from higher revenues from our recurring managed services arrangements and the conversion of customer accounts onto ACP over the past year, reduced by lower software and services revenues generated during the quarter.  The sequential quarterly decrease can be attributed to the attributed to the seasonally higher level of software and services revenues CSG typically experiences in the fourth quarter, offset to a certain degree by the continued growth in CSG’s cloud and related solutions revenues.   

 

GAAP Results: GAAP operating income for the first quarter of 2017 was $27.0 million, or 14.0% of total revenues, compared to $41.3 million, or 22.2% of total revenues, for the first quarter of 2016, and $25.4 million, or 13.0% of total revenues, for the fourth quarter of 2016.  GAAP EPS for the first quarter of 2017 was $0.62, as compared to $0.64 for the first quarter of 2016, and $0.38 for the fourth quarter of 2016.  The year-over-year decreases in both GAAP operating margin and GAAP EPS is primarily due to lower operating results, driven mainly by the increase in planned investments aimed at generating future long-term growth in our business.  Partially off-setting the decrease in the first quarter 2017 GAAP EPS is a lower effective income tax rate of 9% for the current quarter, compared to 35% for the first quarter 2016. The GAAP EPS benefit related to this lower income tax rate for the current quarter is approximately $0.18.

 


 


CSG Systems International, Inc.

May 3, 2017

Page 3

The lower first quarter 2017 income tax rate of 9% is primarily the result of an approximate $5 million net income tax benefit resulting from Comcast’s exercise of 1.4 million vested stock warrants in January 2017.  CSG net share settled Comcast’s exercise by issuing approximately 649,000 of its common shares from treasury stock, which had a market value of approximately $32 million. The stock warrants, issued and earned as an incentive for Comcast to convert new customer accounts on to our ACP cloud solution, have appreciated in value since their vesting resulting in the income tax benefit to CSG when exercised.

 

Non-GAAP Results: Non-GAAP operating income for the first quarter of 2017 was $34.6 million, or 18.0% of total revenues, compared to $44.3 million, or 23.8% of total revenues, for the first quarter of 2016, and $33.8 million, or 17.3% of total revenues for the fourth quarter of 2016. Non-GAAP EPS for the first quarter of 2017 was $0.62, compared to $0.77 for the first quarter of 2016, and $0.57 for the fourth quarter of 2016. The year-over-year decreases in both non-GAAP operating margin and non-GAAP EPS is primary due to lower operating results, driven mainly by the increase in planned investments aimed at generating future long-term growth in our business.  Partially off-setting the decrease in the first quarter 2017 non-GAAP EPS is a lower effective income tax rate of 34% for the current quarter, compared to 37% for the first quarter 2016. The non-GAAP EPS benefit related to this lower income tax rate for the current quarter is approximately $0.03.

 

The difference between the 9% GAAP and 34% non-GAAP effective income tax rates for the first quarter of 2017 relates primarily to the timing treatment of the net income tax benefit from Comcast’s exercise of their vested stock warrants in January 2017, as discussed above.  The net income tax benefit from this item is spread ratably across 2017 in the non-GAAP effective income tax rate; however, the entire amount of the benefit is recorded as a discrete item in the first quarter 2017 GAAP effective income tax rate, as required by GAAP.  

Balance Sheet and Cash Flows

Cash, cash equivalents and short-term investments at March 31, 2017 were $237.9 million, compared to $276.5 million at December 31, 2016.  The quarterly decrease can be mainly attributed to the final settlement of our 2010 Convertible Notes during the quarter.   We settled our final obligation for these convertible notes as follows: (i) we paid cash of approximately $35 million for the remaining par value of the notes; and (ii) delivered approximately 694,000 of our common shares to settle the approximately $29 million value of the conversion obligation in excess of the par value. CSG generated cash flows from operations for the first quarters ended March 31, 2017 and 2016 of $30.0 million and $10.7 million, respectively, and had non-GAAP free cash flow of $20.4 million and $5.4 million, respectively.  

 


CSG Systems International, Inc.

May 3, 2017

Page 4

2017 Financial Guidance

CSG is adjusting its financial guidance for the full year 2017 as follows:

 

 

As of

May 3, 2017

 

Previous

Revenues

 

$765 - $785 million

 

$760 - $785 million

GAAP EPS

 

$1.93 - $2.09

 

$1.85 - $2.03

Non-GAAP EPS

 

$2.45 - $2.59

 

$2.33 - $2.49

GAAP Net Income

 

$64 - $69 million

 

$61 - $67 million

Non-GAAP Adjusted EBITDA

 

$171 - $179 million

 

$170 - $179 million

Cash Flows From Operating Activities

 

$105 - $125 million

 

$100 - $120 million

For additional information and reconciliations regarding CSG’s use of non-GAAP financial measures, please refer to the attached Exhibit 2 and the Investor Relations section of CSG’s website at www.csgi.com.

Conference Call

CSG will host a conference call on Wednesday, May 3, 2017, at 5:00 p.m. Eastern Time, to discuss CSG’s first quarter results for 2017. The call will be carried live and archived on the Internet. A link to the conference call is available at http://ir.csgi.com. In addition, to reach the conference by phone, dial 1-877-741-4244 and ask the operator for the CSG conference call and Liz Bauer, chairperson.

Additional Information

For information about CSG, please visit CSG’s web site at www.csgi.com. Additional information can be found in the Investor Relations section of the web site.

About CSG International

CSG International (NASDAQ: CSGS) is the trusted global partner to help clients launch and monetize communications and entertainment services in the digital age. Leveraging 30 years of experience and expertise in voice, video, data and content services, CSG delivers market-leading revenue management and customer interaction solutions in licensed and managed service models.  The company drives business transformation initiatives for the majority of the top 100 global communications service providers, including AT&T, Charter Communications, Comcast, DISH, ESPN, Media-Saturn, Orange, Reliance, SingTel Optus, Telefonica, Telstra, Vodafone, Vivo and Verizon. For more information, visit our website at www.csgi.com.

Forward-Looking Statements

This news release contains forward-looking statements as defined under the Securities Act of 1933, as amended, that are based on assumptions about a number of important factors and involve risks and uncertainties that could cause actual results to differ materially from what appears in this news release. Some of these key factors include, but are not limited to the following items:

 

CSG derives approximately sixty percent of its revenues from its three largest clients;

 

Continued market acceptance of CSG’s products and services;

 

Timing and success of previously announced client customer account migrations to CSG’s billing platform;

 

CSG’s ability to continuously develop and enhance products in a timely, cost-effective, technically-advanced and competitive manner;

 


CSG Systems International, Inc.

May 3, 2017

Page 5

 

CSG’s ability to deliver its solutions in a timely fashion within budget, particularly large and complex software implementations;

 

CSG’s dependency on the global telecommunications industry, and in particular, the North American telecommunications industry;

 

CSG’s ability to meet its financial expectations as a result of its dependency on software sales, which are subject to greater volatility;

 

Increasing competition in CSG’s market from companies of greater size and with broader presence in the communications sector;

 

CSG’s ability to successfully integrate and manage acquired businesses or assets to achieve expected strategic, operating and financial goals;

 

CSG’s ability to protect its intellectual property rights;

 

CSG’s ability to maintain a reliable, secure computing environment;

 

CSG’s ability to conduct business in the international marketplace;

 

CSG’s ability to comply with applicable U.S. and International laws and regulations; and

 

Fluctuations in credit market conditions, general global economic and political conditions, and foreign currency exchange rates.

This list is not exhaustive and readers are encouraged to review the additional risks and important factors described in CSG’s reports on Forms 10-K and 10-Q and other filings made with the SEC.

For more information, contact:

Liz Bauer, Chief Communications and Investor Relations Officer

(303) 804-4065

E-mail: liz.bauer@csgi.com

 

 


CSG Systems International, Inc.

May 3, 2017

Page 6

CSG SYSTEMS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS-UNAUDITED

(in thousands, except per share amounts)  

 

 

March 31,

 

 

December 31,

 

 

 

2017

 

 

2016

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

107,422

 

 

$

126,351

 

Short-term investments

 

 

130,450

 

 

 

150,147

 

Total cash, cash equivalents and short-term investments

 

 

237,872

 

 

 

276,498

 

Trade accounts receivable:

 

 

 

 

 

 

 

 

Billed, net of allowance of $2,824 and $3,080

 

 

195,311

 

 

 

208,930

 

Unbilled

 

 

40,191

 

 

 

30,828

 

Income taxes receivable

 

 

17,874

 

 

 

11,931

 

Other current assets

 

 

29,270

 

 

 

31,751

 

Total current assets

 

 

520,518

 

 

 

559,938

 

Non-current assets:

 

 

 

 

 

 

 

 

Property and equipment, net of depreciation of $126,230 and $122,866

 

 

36,418

 

 

 

33,116

 

Software, net of amortization of $101,689 and $99,316

 

 

29,451

 

 

 

30,427

 

Goodwill

 

 

202,750

 

 

 

201,094

 

Client contracts, net of amortization of $89,935 and $96,723

 

 

38,566

 

 

 

40,675

 

Deferred income taxes

 

 

12,328

 

 

 

14,218

 

Other assets

 

 

12,371

 

 

 

12,411

 

Total non-current assets

 

 

331,884

 

 

 

331,941

 

Total assets

 

$

852,402

 

 

$

891,879

 

LIABILITIES, CURRENT PORTION OF LONG-TERM DEBT CONVERSION OBLIGATION AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Current portion of long-term debt, net of unamortized discounts of zero and $296

 

$

16,875

 

 

$

49,426

 

Client deposits

 

 

33,006

 

 

 

33,916

 

Trade accounts payable

 

 

31,803

 

 

 

35,118

 

Accrued employee compensation

 

 

48,716

 

 

 

65,341

 

Deferred revenue

 

 

50,435

 

 

 

45,064

 

Income taxes payable

 

 

547

 

 

 

822

 

Other current liabilities

 

 

18,897

 

 

 

22,342

 

Total current liabilities

 

 

200,279

 

 

 

252,029

 

Non-current liabilities:

 

 

 

 

 

 

 

 

Long-term debt, net of unamortized discounts of $21,834 and $23,007

 

 

322,541

 

 

 

326,993

 

Deferred revenue

 

 

7,595

 

 

 

6,694

 

Income taxes payable

 

 

2,405

 

 

 

2,245

 

Deferred income taxes

 

 

3,643

 

 

 

99

 

Other non-current liabilities

 

 

12,208

 

 

 

12,618

 

Total non-current liabilities

 

 

348,392

 

 

 

348,649

 

Total liabilities

 

 

548,671

 

 

 

600,678

 

Current portion of long-term debt conversion obligation

 

 

-

 

 

 

39,841

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred stock, par value $.01 per share; 10,000 shares authorized; zero shares issued and outstanding

 

 

-

 

 

 

-

 

Common stock, par value $.01 per share; 100,000 shares authorized; 33,825 and 32,261 shares outstanding

 

 

689

 

 

 

672

 

Common stock warrants; zero and 1,426 warrants vested; 1,425 and 2,851 issued

 

 

-

 

 

 

16,007

 

Additional paid-in capital

 

 

415,450

 

 

 

391,209

 

Treasury stock, at cost; 33,702 and 34,919 shares

 

 

(799,605

)

 

 

(826,002

)

Accumulated other comprehensive income (loss):

 

 

 

 

 

 

 

 

Unrealized loss on short-term investments, net of tax

 

 

(115

)

 

 

(159

)

Cumulative foreign currency translation adjustments

 

 

(40,874

)

 

 

(45,213

)

Accumulated earnings

 

 

728,186

 

 

 

714,846

 

Total stockholders' equity

 

 

303,731

 

 

 

251,360

 

Total liabilities, current portion of long-term debt conversion obligation and stockholders' equity

 

$

852,402

 

 

$

891,879

 

 


CSG Systems International, Inc.

May 3, 2017

Page 7

CSG SYSTEMS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME-UNAUDITED

(in thousands, except per share amounts)

 

 

 

Quarter Ended

 

 

 

March 31, 2017

 

 

March 31, 2016

 

Revenues:

 

 

 

 

 

 

 

 

Cloud and related solutions

 

$

158,777

 

 

$

149,814

 

Software and services

 

 

15,058

 

 

 

19,178

 

Maintenance

 

 

18,635

 

 

 

17,234

 

Total revenues

 

 

192,470

 

 

 

186,226

 

Cost of revenues (exclusive of depreciation, shown separately below):

 

 

 

 

 

 

 

 

Cloud and related solutions

 

 

76,052

 

 

 

66,233

 

Software and services

 

 

11,274

 

 

 

13,366

 

Maintenance

 

 

10,382

 

 

 

9,884

 

Total cost of revenues

 

 

97,708

 

 

 

89,483

 

Other operating expenses:

 

 

 

 

 

 

 

 

Research and development

 

 

26,840

 

 

 

23,626

 

Selling, general and administrative

 

 

37,346

 

 

 

34,051

 

Depreciation

 

 

3,315

 

 

 

3,516

 

Restructuring and reorganization charges

 

 

248

 

 

 

(5,741

)

Total operating expenses

 

 

165,457

 

 

 

144,935

 

Operating income

 

 

27,013

 

 

 

41,291

 

Other income (expense):

 

 

 

 

 

 

 

 

Interest expense

 

 

(4,306

)

 

 

(3,005

)

Amortization of original issue discount

 

 

(888

)

 

 

(1,658

)

Interest and investment income, net

 

 

806

 

 

 

468

 

Loss on repurchase of convertible notes

 

 

-

 

 

 

(3,211

)

Other, net

 

 

(275

)

 

 

(791

)

Total other

 

 

(4,663

)

 

 

(8,197

)

Income before income taxes

 

 

22,350

 

 

 

33,094

 

Income tax provision

 

 

(2,113

)

 

 

(11,590

)

Net income

 

$

20,237

 

 

$

21,504

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

Basic

 

 

32,016

 

 

 

30,762

 

Diluted

 

 

32,594

 

 

 

33,672

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

Basic

 

$

0.63

 

 

$

0.70

 

Diluted

 

 

0.62

 

 

 

0.64

 

 

 

 

 

 

 

 

 

 

 

 


CSG Systems International, Inc.

May 3, 2017

Page 8

CSG SYSTEMS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-UNAUDITED

(in thousands)

 

 

Quarter Ended

 

 

 

March 31, 2017

 

 

March 31, 2016

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

20,237

 

 

$

21,504

 

Adjustments to reconcile net income to net cash provided by operating activities-

 

 

 

 

 

 

 

 

Depreciation

 

 

3,315

 

 

 

3,516

 

Amortization

 

 

7,471

 

 

 

6,415

 

Amortization of original issue discount

 

 

888

 

 

 

1,658

 

(Gain) loss on short-term investments and other

 

 

(57

)

 

 

11

 

Loss on repurchase of convertible notes

 

 

-

 

 

 

3,211

 

Gain on disposition of business operations

 

 

-

 

 

 

(6,614

)

Deferred income taxes

 

 

5,971

 

 

 

3,923

 

Excess tax benefit of stock-based compensation awards

 

 

-

 

 

 

(3,375

)

Stock-based compensation

 

 

5,670

 

 

 

6,506

 

Subtotal

 

 

43,495

 

 

 

36,755

 

Changes in operating assets and liabilities, net of acquired amounts:

 

 

 

 

 

 

 

 

Trade accounts receivable, net

 

 

5,650

 

 

 

35

 

Other current and non-current assets

 

 

2,793

 

 

 

1,597

 

Income taxes payable/receivable

 

 

(5,692

)

 

 

992

 

Trade accounts payable and accrued liabilities

 

 

(21,943

)

 

 

(32,490

)

Deferred revenue

 

 

5,661

 

 

 

3,785

 

Net cash provided by operating activities

 

 

29,964

 

 

 

10,674

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(9,557

)

 

 

(5,262

)

Purchases of short-term investments

 

 

(17,983

)

 

 

(14,100

)

Proceeds from sale/maturity of short-term investments

 

 

37,782

 

 

 

30,067

 

Acquisition of and investments in client contracts

 

 

(4,363

)

 

 

(1,520

)

Proceeds from the disposition of business operations

 

 

-

 

 

 

8,850

 

Net cash provided by investing activities

 

 

5,879

 

 

 

18,035

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Proceeds from issuance of common stock

 

 

385

 

 

 

356

 

Payment of cash dividends

 

 

(7,033

)

 

 

(6,529

)

Repurchase of common stock

 

 

(11,224

)

 

 

(18,990

)

Proceeds from long-term debt

 

 

-

 

 

 

230,000

 

Payments on long-term debt

 

 

(3,750

)

 

 

(1,875

)

Repurchase of convertible notes

 

 

-

 

 

 

(72,619

)

Settlement of convertible notes

 

 

(34,771

)

 

 

-

 

Payments of deferred financing costs

 

 

-

 

 

 

(6,655

)

Excess tax benefit of stock-based compensation awards

 

 

-

 

 

 

3,375

 

Net cash provided by (used in) financing activities

 

 

(56,393

)

 

 

127,063

 

Effect of exchange rate fluctuations on cash

 

 

1,621

 

 

 

1,330

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

 

(18,929

)

 

 

157,102

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, beginning of period

 

 

126,351

 

 

 

132,631

 

Cash and cash equivalents, end of period

 

$

107,422

 

 

$

289,733

 

 

 

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

 

Cash paid during the period for-

 

 

 

 

 

 

 

 

Interest

 

$

6,539

 

 

$

3,339

 

Income taxes

 

 

1,835

 

 

 

6,680

 


 


CSG Systems International, Inc.

May 3, 2017

Page 9

EXHIBIT 1

CSG SYSTEMS INTERNATIONAL, INC.

SUPPLEMENTAL REVENUE ANALYSIS

Revenues by Geography

 

 

 

Quarter Ended

 

 

Quarter Ended

 

 

Quarter Ended

 

 

 

March 31,

 

 

December 31,

 

 

March 31,

 

 

 

2017

 

 

2016

 

 

2016

 

Americas

 

 

86

%

 

 

85

%

 

 

87

%

Europe, Middle East and Africa

 

 

9

%

 

 

10

%

 

 

8

%

Asia Pacific

 

 

5

%

 

 

5

%

 

 

5

%

Total Revenues

 

 

100

%

 

 

100

%

 

 

100

%

 

Revenues by Significant Customers: 10% or more of Revenues

 

 

 

Quarter Ended

 

 

Quarter Ended

 

 

Quarter Ended

 

 

 

March 31,

 

 

December 31,

 

 

March 31,

 

 

 

2017

 

 

2016

 

 

2016

 

Comcast

 

 

27

%

 

 

26

%

 

 

25

%

Charter/Time Warner (for all periods presented)

  

 

21

%

 

 

20

%

 

 

21

%

DISH

 

 

12

%

 

 

12

%

 

 

14

%

 

 

 

 


CSG Systems International, Inc.

May 3, 2017

Page 10

EXHIBIT 2

CSG SYSTEMS INTERNATIONAL, INC.

DISCLOSURES FOR NON-GAAP FINANCIAL MEASURES

Use of Non-GAAP Financial Measures and Limitations

To supplement its condensed consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), CSG uses non-GAAP operating income, non-GAAP EPS, non-GAAP adjusted EBITDA, and non-GAAP free cash flow. CSG believes that these non-GAAP financial measures, when reviewed in conjunction with its GAAP financial measures, provide investors with greater transparency to the information used by CSG’s management in its financial and operational decision making. CSG uses these non-GAAP financial measures for the following purposes:

 

Certain internal financial planning, reporting, and analysis;

 

Forecasting and budgeting;

 

Certain management compensation incentives; and

 

Communications with CSG’s Board of Directors, stockholders, financial analysts, and investors.

These non-GAAP financial measures are provided with the intent of providing investors with the following information:

 

A more complete understanding of CSG’s underlying operational results, trends, and cash generating capabilities;

 

Consistency and comparability with CSG’s historical financial results; and

 

Comparability to similar companies, many of which present similar non-GAAP financial measures to investors.

Non-GAAP financial measures are not measures of performance under GAAP, and therefore should not be considered in isolation or as a substitute for GAAP financial information. Limitations with the use of non-GAAP financial measures include the following items:

 

Non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles;

 

The way in which CSG calculates non-GAAP financial measures may differ from the way in which other companies calculate similar non-GAAP financial measures;

 

Non-GAAP financial measures do not include all items of income and expense that affect CSG’s operations and that are required by GAAP to be included in financial statements;

 

Certain adjustments to CSG’s non-GAAP financial measures result in the exclusion of items that are recurring and will be reflected in CSG’s financial statements in future periods; and

 

Certain charges excluded from CSG’s non-GAAP financial measures are cash expenses, and therefore do impact CSG’s cash position.

CSG compensates for these limitations by relying primarily on its GAAP results and using non-GAAP financial measures as a supplement only. Additionally, CSG provides specific information regarding the treatment of GAAP amounts considered in preparing the non-GAAP financial measures and reconciles each non-GAAP financial measure to the most directly comparable GAAP measure.

 


CSG Systems International, Inc.

May 3, 2017

Page 11

Non-GAAP Financial Measures: Basis of Presentation

The table below outlines the exclusions from CSG’s non-GAAP financial measures:

 

Non-GAAP Exclusions

  

Operating
Income

 

  

EPS

 

Restructuring and reorganization charges

  

 

X

 

 

 

X

 

Acquisition-related charges

  

 

X

 

 

 

X

 

Stock-based compensation

  

 

X

 

 

 

X

 

Amortization of acquired intangible assets

  

 

X

 

 

 

X

 

Amortization of original issue discount (“OID”)

  

 

 

 

 

X

 

Gain (loss) on repurchase of convertible notes

 

 

 

 

 

X

 

Unusual income tax matters

  

 

 

 

 

 X

 

CSG believes that excluding certain items in calculating its non-GAAP financial measures provides meaningful supplemental information regarding CSG’s performance and these items are excluded for the following reasons:

 

Restructuring and reorganization charges are infrequent expenses that result from cost reduction initiatives and/or significant changes to CSG’s business, to include such things as involuntary employee terminations, changes in management structure, divestitures of businesses, facility consolidations and abandonments, and fundamental reorganizations impacting operational focus and direction. These charges are not considered reflective of CSG’s recurring core business operating results. The exclusion of these items in calculating CSG’s non-GAAP financial measures allows management and investors an additional means to compare CSG’s current financial results with historical and future periods.

 

Acquisition-related charges relate to direct and incremental expenses related to business acquisitions, and thus, are not considered reflective of CSG’s recurring core business operating results. These charges typically include expenses related to legal, accounting, and other professional services. The exclusion of these charges in calculating CSG’s non-GAAP financial measures allows management and investors an additional means to compare CSG’s current financial results with historical and future periods.

 

Stock-based compensation results from CSG’s issuance of equity awards to its employees under incentive compensation programs. The amount of this incentive compensation in any period is not generally linked to the level of performance by employees or CSG, but instead is more dependent on CSG’s stock price at the date the equity award is granted, and the employee service period over which the equity awards vest. The exclusion of these expenses in calculating CSG’s non-GAAP financial measures allows management and investors an additional means to evaluate the non-cash expense related to compensation included in CSG’s results of operations, and therefore, the exclusion of this item allows investors to further evaluate the cash generating capabilities of CSG’s business.

 

Amortization of acquired intangible assets is the result of business acquisitions. A portion of the purchase price in an acquisition is allocated to acquired intangible assets (e.g., software, client relationships, etc.), which are then amortized to expense over their estimated useful lives. This annual amortization expense is generally unchanged from the initial estimates, regardless of performance of the acquired business in any one period. Also, the value assigned to acquired intangible assets in a business combination is based

 


CSG Systems International, Inc.

May 3, 2017

Page 12

 

on various estimates and valuation techniques, and does not necessarily represent the costs CSG would incur to develop such capabilities internally. Additionally, amortization of acquired intangible assets can be inconsistent in amount and frequency, and can be significantly affected by the timing and size of an acquisition. The exclusion of these expenses in calculating CSG’s non-GAAP financial measures allows management and investors an additional means to evaluate the non-cash expense related to acquisitions included in CSG’s results of operations, and therefore, the exclusion of this item allows investors to further evaluate the cash generating capabilities of CSG’s business.

 

The convertible notes OID is the result of allocating a portion of the principal balance of the debt at issuance to the equity component of the instrument, as required under current accounting rules. This OID is then amortized to interest expense over the life of the respective convertible debt instrument. The interest expense related to the amortization of the OID is a non-cash expense, and therefore, the exclusion of this item allows investors to further evaluate the cash interest costs of CSG’s convertible notes for cash flow, liquidity, and debt service purposes.

 

Gains and losses related to the repurchase of CSG’s convertible notes are not considered reflective of CSG’s recurring core business operating results.  Any resulting gain or loss on the repurchase of CSG’s convertible notes is non-cash income or expense, and therefore, the exclusion of this item allows investors to further evaluate the cash impact of these repurchases for cash flow and liquidity purposes.  In addition, the exclusion of these gains and losses in calculating CSG’s non-GAAP EPS allows management and investors an additional means to compare CSG’s current operating results with historical and future periods.  

 

Unusual items within CSG’s quarterly and/or annual income tax expense can occur from such things as income tax accounting timing matters, income taxes related to unusual events, or as a result of different treatment of certain items for book accounting and income tax purposes. Consideration of such items in calculating CSG’s non-GAAP financial measures allows management and investors an additional means to compare CSG’s current financial results with historical and future periods.

CSG also reports non-GAAP adjusted EBITDA and non-GAAP free cash flow. Management believes non-GAAP adjusted EBITDA is a useful measure to investors in evaluating CSG’s operating performance, debt servicing capabilities, and enterprise valuation. CSG defines non-GAAP adjusted EBITDA as income before interest, income taxes, depreciation, amortization, stock-based compensation, foreign currency transaction adjustments, and unusual items, such as restructuring and reorganization charges, and gains and losses related to the repurchase of CSG’s convertible notes, as discussed above. Additionally, management uses non-GAAP free cash flow, among other measures, to assess its financial performance and cash generating capabilities, and believes that it is useful to investors because it shows CSG’s cash available to service debt, make strategic acquisitions and investments, repurchase its common stock, pay cash dividends, and fund ongoing operations. CSG defines non-GAAP free cash flow as net cash flows from operating activities less the purchases of property and equipment.

 


CSG Systems International, Inc.

May 3, 2017

Page 13

Non-GAAP Financial Measures

Non-GAAP Operating Income:

The reconciliations of GAAP operating income to non-GAAP operating income for the indicated periods are as follows (in thousands, except percentages):

 

 

Quarter Ended

 

 

Quarter Ended

 

 

 

March 31, 2017

 

 

March 31, 2016

 

 

 

 

 

 

 

% of

 

 

 

 

 

 

% of

 

 

 

Amounts

 

 

Revenues

 

 

Amounts

 

 

Revenues

 

GAAP operating income

 

$

27,013

 

 

 

14.0

%

 

$

41,291

 

 

 

22.2

%

Restructuring and reorganization charges (1)

 

 

248

 

 

 

0.1

%

 

 

(5,741

)

 

 

(3.1

%)

Stock-based compensation (1)

 

 

5,670

 

 

 

3.0

%

 

 

6,527

 

 

 

3.5

%

Amortization of acquired intangible assets

 

 

1,714

 

 

 

0.9

%

 

 

2,195

 

 

 

1.2

%

Non-GAAP operating income

 

$

34,645

 

 

 

18.0

%

 

$

44,272

 

 

 

23.8

%

(1)

Stock-based compensation included in the table above and following excludes amounts that have been recorded in restructuring and reorganization charges.  In addition, restructuring and reorganization charges include the impact of the gain on disposition of business operations for the first quarter of 2016.

Non-GAAP EPS:

The reconciliations of GAAP EPS to non-GAAP EPS for the indicated periods are as follows (in thousands, except per share amounts):

 

 

Quarter Ended

 

 

Quarter Ended

 

 

 

March 31, 2017

 

 

March 31, 2016

 

 

 

Amounts

 

 

EPS (3)

 

 

Amounts

 

 

EPS (3)

 

GAAP net income

 

$

20,237

 

 

$

0.62

 

 

$

21,504

 

 

$

0.64

 

GAAP income tax provision (2)

 

 

2,113

 

 

 

 

 

 

 

11,590

 

 

 

 

 

GAAP income before income taxes

 

 

22,350

 

 

 

 

 

 

 

33,094

 

 

 

 

 

Restructuring and reorganization charges (1)

 

 

248

 

 

 

 

 

 

 

(5,741

)

 

 

 

 

Stock-based compensation (1)

 

 

5,670

 

 

 

 

 

 

 

6,527

 

 

 

 

 

Amortization of acquired intangible assets

 

 

1,714

 

 

 

 

 

 

 

2,195

 

 

 

 

 

Loss on repurchase of convertible notes

 

 

-

 

 

 

 

 

 

 

3,211

 

 

 

 

 

Amortization of OID

 

 

888

 

 

 

 

 

 

 

1,658

 

 

 

 

 

Non-GAAP income before income taxes

 

 

30,870

 

 

 

 

 

 

 

40,944

 

 

 

 

 

Non-GAAP income tax provision (2)

 

 

(10,588

)

 

 

 

 

 

 

(15,149

)

 

 

 

 

Non-GAAP net income

 

$

20,282

 

 

$

0.62

 

 

$

25,795

 

 

$

0.77

 

 

(2)

For the quarters ended March 31, 2017 and 2016 the GAAP effective income tax rates were approximately 9% and 35%, respectively, and the non-GAAP effective income tax rates were approximately 34% and 37%, respectively.  The difference between the GAAP and non-GAAP effective income tax for the first quarter of 2017 relates primarily to the timing treatment of the net income tax benefit from Comcast’s exercise of their vested stock warrants in January 2017, as previously discussed above.  The net income tax benefit from this item is spread ratably across 2017 in the non-GAAP effective income tax rate; however, the entire amount of the benefit is recorded as a discrete item in the first quarter 2017 GAAP effective income tax rate, as required by GAAP.  

(3)

The outstanding diluted shares for the quarters ended March 31, 2017 and 2016 were 32.6 million 33.7 million, respectively, with the decrease primarily related to our refinancing activities for our 2010 Convertible Notes.

 


CSG Systems International, Inc.

May 3, 2017

Page 14

Non-GAAP Adjusted EBITDA:

CSG’s calculation of non-GAAP adjusted EBITDA and the reconciliation of CSG’s non-GAAP adjusted EBITDA measure to GAAP net income is provided below for the indicated periods (in thousands, except percentages):  

 

 

Quarter Ended

 

 

 

 

March 31,

 

 

 

 

2017

 

 

2016

 

 

GAAP net income

 

$

20,237

 

 

$

21,504

 

 

GAAP income tax provision

 

 

2,113

 

 

 

11,590

 

 

Interest expense (4)

 

 

4,306

 

 

 

3,005

 

 

Amortization of OID

 

 

888

 

 

 

1,658

 

 

Loss on repurchase of convertible notes

 

 

-

 

 

 

3,211

 

 

Interest and investment income and other, net

 

 

(531

)

 

 

323

 

 

GAAP operating income

 

 

27,013

 

 

 

41,291

 

 

Restructuring and reorganization charges (1)

 

 

248

 

 

 

(5,741

)

 

Stock-based compensation (1)

 

 

5,670

 

 

 

6,527

 

 

Amortization of acquired intangible assets (5)

 

 

1,714

 

 

 

2,195

 

 

Amortization of other intangible assets (5)

  

 

5,176

 

 

 

3,725

 

 

Depreciation

 

 

3,315

 

 

 

3,516

 

 

Non-GAAP adjusted EBITDA

 

$

43,136

 

 

$

51,513

 

 

Non-GAAP adjusted EBITDA as a percentage of revenues

 

 

22

%

 

 

28

%

 

(4)

Interest expense includes amortization of deferred financing costs as provided in Note 5 below.

(5)

Amortization on the statement of cash flows is made up of the following items for the indicated periods (in thousands):

 

 

Quarter Ended

 

 

 

 

March 31,

 

 

 

 

2017

 

 

2016

 

 

Amortization of acquired intangible assets

 

$

1,714

 

 

$

2,195

 

 

Amortization of other intangible assets

 

 

5,176

 

 

 

3,725

 

 

Amortization of deferred financing costs

 

 

581

 

 

 

495

 

 

Total amortization

 

$

7,471

 

 

$

6,415

 

 

Non-GAAP Free Cash Flow:

CSG’s calculation of non-GAAP free cash flow and the reconciliation of CSG’s non-GAAP free cash flow measure to cash flows from operating activities are provided below for the indicated periods (in thousands):

 

 

Quarter Ended

 

 

 

 

March 31,

 

 

 

 

2017

 

 

2016

 

 

Cash flows from operating activities

 

$

29,964

 

 

$

10,674

 

 

Purchases of property and equipment

 

 

(9,557

)

 

 

(5,262

)

 

Non-GAAP free cash flow

 

$

20,407

 

 

$

5,412

 

 

 


 


CSG Systems International, Inc.

May 3, 2017

Page 15

Non-GAAP Financial Measures – 2017 Financial Guidance

Non-GAAP Operating Income Margin:

The reconciliation of GAAP operating income margin to non-GAAP operating income margin, as included in CSG’s 2017 full year financial guidance, is as follows:  

 

 

2017

 

 

 

Guidance

 

GAAP operating margin

 

 

14.50

%

Restructuring and reorganization charges (6)

 

 

0.00

%

Stock-based compensation (7)

 

 

2.75

%

Amortization of acquired intangible assets (8)

 

 

1.00

%

Non-GAAP operating margin (“approximately 18%”)

 

 

18.25

%

 

(6)

This represents the pretax impact of restructuring and reorganization charges of an estimated $0.1 million on CSG’s operating income margin as a percentage of the midpoint of 2017 revenue guidance.

(7)

This represents the pretax impact of stock-based compensation expense of an estimated $21 million on CSG’s operating income margin as a percentage of the midpoint of 2017 revenue guidance.

(8)

This represents the pretax impact of amortization of acquired intangible assets expense of an estimated $7 million on CSG’s operating income margin as a percentage of the midpoint of 2017 revenue guidance.

Non-GAAP EPS:

The reconciliation of GAAP EPS to non-GAAP EPS as included in CSG’s 2017 full year financial guidance is as follows (in thousands, except per share amounts):  

 

 

2017 Guidance Range

 

 

 

Low Range

 

 

High Range

 

 

 

Amounts

 

 

EPS (10)

 

 

Amounts

 

 

EPS (10)

 

GAAP net income

 

$

63,800

 

 

$

1.93

 

 

$

69,100

 

 

$

2.09

 

GAAP income tax provision (9)

 

 

28,400

 

 

 

 

 

 

 

30,400

 

 

 

 

 

GAAP income before income taxes

 

 

92,200

 

 

 

 

 

 

 

99,500

 

 

 

 

 

Restructuring and reorganization charges

 

 

100

 

 

 

 

 

 

 

100

 

 

 

 

 

Stock-based compensation

 

 

21,400

 

 

 

 

 

 

 

21,400

 

 

 

 

 

Amortization of acquired intangible assets

 

 

6,800

 

 

 

 

 

 

 

6,800

 

 

 

 

 

Amortization of OID

 

 

2,800

 

 

 

 

 

 

 

2,800

 

 

 

 

 

Non-GAAP income before income taxes

 

 

123,300

 

 

 

 

 

 

 

130,600

 

 

 

 

 

Non-GAAP income tax provision (9)

 

 

(42,200

)

 

 

 

 

 

 

(44,800

)

 

 

 

 

Non-GAAP net income

 

$

81,100

 

 

$

2.45

 

 

$

85,800

 

 

$

2.59

 

 

(9)

For 2017, the estimated effective income tax rate for GAAP and non-GAAP purposes are expected to be approximately 31% and 34%, respectively.

 

(10)

The weighted-average diluted shares outstanding are expected to be 33.1 million.

 


CSG Systems International, Inc.

May 3, 2017

Page 16

Non-GAAP Adjusted EBITDA:

CSG’s calculation of non-GAAP adjusted EBITDA and the reconciliation of CSG’s non-GAAP adjusted EBITDA measure to GAAP net income is provided below for CSG’s 2017 full year financial guidance at the mid-point (in thousands, except percentages):

 

 

2017

 

GAAP net income

 

$

66,500

 

GAAP income tax provision

 

 

29,400

 

Interest expense

 

 

16,000

 

Amortization of OID

 

 

2,800

 

Interest and investment income and other, net

 

 

(2,000

)

GAAP operating income

 

 

112,700

 

Restructuring and reorganization charges

 

 

100

 

Stock-based compensation

 

 

21,400

 

Amortization of acquired intangible assets

 

 

6,800

 

Amortization of other intangible assets

 

 

20,000

 

Depreciation

 

 

14,000

 

Non-GAAP adjusted EBITDA

 

$

175,000

 

Non-GAAP adjusted EBITDA as a percentage of revenues

 

 

23

%

Non-GAAP Free Cash Flow:

CSG’s calculation of non-GAAP free cash flow and the reconciliation of CSG’s non-GAAP free cash flow measure to cash flows from operating activities is provided below for the indicated period (in thousands):

 

 

2017

 

Cash flows from operating activities

 

$

115,000

 

Purchases of property and equipment

 

 

(22,500

)

Non-GAAP free cash flow

 

$

92,500