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8-K - 8-K - CYNERGISTEK, INCctek_8k.htm

CynergisTek Reports Full-Year 2019 Financial Results

Driving Market Demand with Bolstered Sales Team

Austin, Texas – March 30, 2020 – CynergisTek, Inc. (NYSE AMERICAN: CTEK), a leader in healthcare cybersecurity, privacy, and compliance, today announced financial results for the fourth quarter and twelve months ended December 31, 2019.

Recent Operational Highlights Include:

Expanded partnership with a multi-year engagement for Managed Security Services (MSS) as well as remediation services totaling over $1 million in additional business.  

Bolstered sales team by adding six experts in cybersecurity, healthcare IT, and privacy. 

Expanded relationship with one of the world’s leading public research university systems with a six-figure contract with the firm’s Compliance Assist Partnership Program and Medical Device Security Assessment.  

Strengthened board expertise in IT security, healthcare, public company, business development, and C-suite leadership with the addition of three new members. 

Recent Financial Results (Compared to Prior Periods):

 

Revenues for the full-year 2019 increased by $0.1 million to $21.4 million.  

oManaged services, including equipment and software, revenue was $11.9 million, an increase of 10%, compared to $10.8 million for the same period of 2018. This increase was due to new multi-year managed services contracts. 

oProfessional and consulting services revenues were down by $1.0 million to $9.5 million, compared to $10.5 million for the same period of 2018. This decrease was due to $0.6 million from the addition of the Backbone Consultants business offset by $1.6 million in lower revenues from consulting and professional services, primarily due to the completion of a large, non-recurring remediation contract for one of its largest customers.  

Gross margin was 39% for 2019, and 48% for the same period in 2018. The reduction in gross margin is reflective of our investment in attracting talented cybersecurity employees, costs associated with ramping up our new managed services offerings, and the lower than expected consulting and professional services revenue from new and existing customers. 

GAAP net loss from continuing operations for the twelve months ended December 31, 2019 was $(5.4) million, or $(0.55) per basic and diluted share compared to a net loss of $(4.0) million, or $(0.41) per basic and diluted share for the same period of 2018. 

Non-GAAP adjusted EBITDA, was $(1.4) million for the twelve months of 2019, compared to breakeven for the same period in 2018. 

Received a $2.5 million commitment from a current investor for equity financing to support current operations. 

 

“Over the last eight months I have been focused on the fundamentals of the business,” said Caleb Barlow, president and CEO of CynergisTek. “Strengthening the sales team, improving operational


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efficiencies, and positioning the company for growth. The hard work and dedication by our employees has started to pay off as you can see with our recent large contract announcements. We will work to continue this momentum into 2020.”

For the 12 Months Ended December 31, 2019, Compared to the 12 Months Ended December 31, 2018

Financial results are from the company’s continuing operations related to security services unless specifically noted that it includes discontinued operations related to the sale of the managed print services (MPS) business.

 

Revenue was $21.4 million for the year ended December 31, 2019, as compared to $21.3 million for the same period in 2018. Managed services revenue was $11.9 million an increase of 10%, compared to $10.8 million for the same period of 2018. Professional and consulting services revenues were $9.5 million, a decrease of $1.0 million, compared to $10.5 million for the same period of 2018.

Gross margin was 39% of revenue for the year ended December 31, 2019, and 48% for the same period in 2018.

Sales and marketing expenses were $5.3 million for the year ended December 31, 2019, as compared to $5.2 million for the same period in 2018. General and administrative expenses increased by $0.5 million to $6.9 million for the year ended December 31, 2019, as compared to $6.4 million for the same period in 2018. The increase in general and administrative expenses is attributed to 1) $0.9 million in non-recurring expenses related to the onboarding of our new CEO while our outgoing CEO remained as part of the transition, severance related costs associated with targeted cost reductions and transaction fees associated with the Backbone acquisition; and 2) $0.3 million in software subscriptions and support costs for streamlining operations and business tracking. These additional costs were primarily offset by lower costs of $0.6 million in severance paid to a departed executive in 2018. The company is continuing to look at additional areas where it might be able to further reduce costs.

GAAP net loss from continuing operations for the year ended December 31, 2019 was $(5.4) million, or $(0.55) per basic and diluted share compared to a net loss of $(4.0) million, or $(0.41) per basic and diluted share for the same period of 2018. GAAP net income for the year ended December 31, 2019, after adjustment for income from discontinued operations, was $14.9 million, or $1.51 per basic and $1.49 per diluted share compared to $1.9 million, or $0.20 per basic and $0.19 per diluted share for the same period of 2018.

Non-GAAP adjusted EBITDA loss from continuing operations, after adding back stock-based compensation, CEO transition related costs, restructuring costs related to a reduction in workforce at the end of the year, and transaction expenses related to the Backbone Consultants acquisition, was $(1.4) million for the year ended December 31, 2019, compared to breakeven after adding back stock-based compensation, change in valuation of earnout, non-recurring charges related to debt refinancing, and the departure of a senior executive for the same period in 2018.

 

The Company recently received a $2.5 million commitment from a current investor for equity financing to support current operations. The deal has a one-year term. The company is not obligated to sell any shares pursuant to the Equity Commitment. The purchase price of the shares will be at a discount to the market price and will include an initial warrant along with additional warrants if and when the company sells shares to the investor. The company is still finalizing the specific terms related to share purchases.


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CYNERGISTEK, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

As of December 31,

 

2019

2018

ASSETS

 

 

Current assets:

 

 

Cash and cash equivalents 

 $ 5,328,726 

 $ 6,571,381 

Accounts receivable 

  3,210,726 

  5,572,467 

Prepaid and other current assets 

  1,205,769 

  1,425,858 

Refundable income taxes 

472,059    

Current assets held for sale 

  - 

  8,427,408 

Total current assets 

  9,745,221 

  22,469,173 

 

 

 

Property and equipment, net

  946,219 

  1,403,525 

Deposits

  72,486 

  87,778 

Deferred income taxes

  1,836,258 

  2,146,020 

Intangible assets, net

  8,585,882 

  9,089,989 

Goodwill

23,983,483 

  17,008,189 

Noncurrent assets held for sale

  - 

  1,844,349 

Total assets

 $ 45,169,549 

 $ 54,049,023 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

Current liabilities:

 

 

Accounts payable and accrued expenses 

 $ 638,864 

 $ 932,067 

Accrued compensation and benefits 

  1,066,770 

  1,592,765 

Deferred revenue 

  898,324 

  918,165 

Income taxes payable 

31,976 

Note payable 

  - 

  343,750 

Current portion of term loan 

2,464,286 

Current portion of promissory note to related party 

  562,500 

  562,500 

Current portion of operating lease liability 

533,371 

576,082 

Current liabilities held for sale 

  - 

  7,299,561 

Total current liabilities 

  3,731,805 

  14,689,176 

 

 

 

Long-term liabilities:

 

 

Term loan, less current portion 

  - 

  12,851,617 

Promissory notes to related parties, less current portion 

  703,125 

  5,015,625 

Capital lease obligations 

  - 

  1,570 

Earnout liability 

2,400,000 

438,269 

Operating lease liability, less current portion 

  158,995 

  620,640 

Noncurrent liabilities held for sale 

  - 

  58,967 

Total long-term liabilities 

  3,262,120 

  18,986,688 

Commitments and contingencies

 

 

Stockholders’ equity:

 

 

Common stock, par value at $0.001, 33,333,333 shares authorized, 10,359,164 shares issued and outstanding at December 31, 2019 and 9,630,050 shares issued and outstanding at December 31, 2018 

  10,359 

  9,630 

Additional paid-in capital 

  34,821,863 

  31,910,831 

Accumulated earnings (deficit) 

  3,343,402 

  (11,547,302)

Total stockholders’ equity 

  38,175,624 

  20,373,159 

Total liabilities and stockholders’ equity 

 $ 45,169,549 

 $ 54,049,023 


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CYNERGISTEK, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

Year Ended December 31,

 

2019

2018

Net revenues

 $ 21,364,810 

 $ 21,311,717 

Cost of revenues

  13,018,673 

  11,122,433 

Gross profit 

  8,346,137 

  10,189,284 

 

Operating expenses:

 

 

Sales and marketing 

  5,347,822 

  5,185,334 

General and administrative expenses 

  6,891,245 

  6,437,316 

Change in valuation of contingent earnout 

  (178,269)

  438,269 

Depreciation 

  182,198 

  147,553 

Amortization of acquisition-related intangibles 

  1,890,098 

  1,810,935 

Impairment of intangible assets 

 614,010 

  - 

Total operating expenses 

  14,747,104 

  14,019,407 

Loss from operations

  (6,400,967)

  (3,830,123)

 

Other income (expense):

 

 

Other income 

  26 

  53 

      Interest income

  77,248 

  - 

Interest expense 

  (617,310)

  (1,437,862)

Loss on disposition of property and equipment 

  (2,188)

  - 

Total other expense 

  (542,224)

  (1,437,809)

 

 

 

Loss before benefit for income taxes

  (6,943,191)

  (5,267,932)

Income tax benefit

  1,528,808 

  1,305,534 

Net loss from continuing operations

  (5,414,383)

(3,962,398)

Income from discontinued operations, including gain on sale, net of tax

  

20,305,087 

 

  5,855,990 

Net income

 $ 14,890,704 

 $ 1,893,592 

 

 

 

Net income (loss) per share:

 

 

From continuing operations:

 

 

Basic 

 $ (0.55)

 $ (0.41)

Diluted 

 $ (0.55)

 $ (0.41)

 

 

 

From discontinued operations:

 

 

Basic 

 $ 2.06

 $ 0.61

Diluted 

 $ 2.03

 $ 0.59

 

 

 

Net income:

 

 

Basic 

 $ 1.51

 $ 0.20

Diluted 

 $ 1.49

 $ 0.19

 

 

 

Number of weighted average shares outstanding:

 

 

Basic 

  9,858,562 

  9,608,312 

Diluted 

  10,000,507 

  9,873,011 


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CYNERGISTEK, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP LOSS FROM CONTINUING OPERATIONS TO NON-GAAP ADJUSTED EBITDA FROM CONTINUING OPERATIONS

(UNAUDITED)

 

Three Months Ended December 31,

12 Months Ended December 31,

 

2019

2018

2019

2018

GAAP loss from continuing operations

$                (2,352,864)

$     (144,768)

$   (6,400,967)

$        (3,830,123)

Adjustments:

 

 

 

 

Depreciation

                         46,323

          39,720

         182,199

              147,553

Amortization of acquisition-related intangibles

                       531,896

        452,733

      1,890,098

           1,810,935

Impairment of intangible assets

                       614,010

                  -   

         614,010

                        -   

One-time restructuring and legal fees

                       368,157

        438,269

      1,051,568

           1,173,452

Stock-based compensation

                       409,825

        704,352

      1,298,931

              704,352

Non-GAAP adjusted EBITDA (loss)

$                   (382,653)

$   1,490,306

$   (1,364,162)

$                6,169

Non-GAAP adjusted EBITDA (loss) per share

 

 

 

Basic

$                         (0.04)

$            0.15

$            (0.14)

$                  0.00

Diluted

$                         (0.04)

$            0.15

$            (0.14)

$                  0.00

 

 

Conference Call Information
Date: Monday, March 30, 2020

Time: 4:30 pm Eastern Time / 1:30 pm Pacific Time
U.S.: 1-888-204-4368
International: 1-786-789-4797
Conference ID: 9062180
Webcast: http://public.viavid.com/index.php?id=138537

 

A replay of the call will be available from 7:30 pm ET on March 30, 2020 to 11:59 pm ET on April 6, 2020.

To access the replay, please dial 1-844-512-2921 from the U.S. and 1-412-317-6671 from outside the

U.S. The PIN is 9062180.

About CynergisTek, Inc.

CynergisTek is a top-ranked cybersecurity firm dedicated to serving the information assurance needs of the healthcare industry. CynergisTek offers specialized services and solutions to help organizations achieve privacy, security, and compliance goals. Since 2004, the company has served as a partner to hundreds of healthcare organizations and is dedicated to supporting and educating the industry by contributing to relevant industry associations. The company has been recognized by KLAS as a top performing firm in healthcare cybersecurity and was awarded the 2019 Top Healthcare Cybersecurity Consultants in Black Book IT Advisory Outcomes Survey.

Forward Looking Statements


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This release contains certain forward-looking statements relating to the business of CynergisTek that can be identified by the use of forward-looking terminology such as “believes,” “expects,” “anticipates,” “may” or similar expressions. Such forward-looking statements involve known and unknown risks and uncertainties, including uncertainties relating to product/services development, long and uncertain sales cycles, the ability to obtain or maintain proprietary intellectual property protection, market acceptance, future capital requirements, competition from other providers, the ability of our vendors to continue supplying the company with equipment, parts, supplies and services at comparable terms and prices and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our Form 10-K and Form 10-Q filings with the Securities and Exchange Commission, which are available at http://www.sec.gov. CynergisTek is under no obligation (and expressly disclaims any such obligation) to update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

 

Investor Relations Contact:
Bryan Flynn
(949) 382-1419

InvestorRelations@CynergisTek.com

 

 

Media Contact:

Danielle Johns

Senior Account Executive

Aria Marketing

(617) 332-9999 x241

djohns@ariamarketing.com


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