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
Date of Report (Date of
earliest event reported): April 9, 2015
______________
Quantum
Corporation
(Exact name of registrant
as specified in its charter)
______________
Delaware
(State or other
jurisdiction of incorporation)
1-13449 |
94-2665054 |
(Commission File No.) |
(IRS Employer Identification
No.) |
224 Airport
Parkway, San Jose, CA 95110
(Address of principal
executive offices and zip code)
Registrants telephone
number, including area code: (408) 944-4000
______________
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)) |
Item 2.02. Results of
Financial Operations and Financial Condition
On April 9, 2015, Quantum
Corporation issued a press release announcing preliminary earnings for its
fourth quarter of fiscal 2015, a copy of which is attached as Exhibit 99.1
hereto and incorporated by reference.
This information shall not
be deemed filed for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the Exchange Act), or incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act, except as
shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial
Statements and Exhibits
(d) Exhibits
99.1 Press
Release, dated April 9, 2015.
SIGNATURE
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.
QUANTUM CORPORATION |
|
|
/s/ SHAWN D.
HALL |
Shawn D. Hall |
Senior Vice President, General Counsel and |
Secretary |
Dated: April 9, 2015
EXHIBIT INDEX
Exhibit |
|
Description |
99.1 |
|
Press Release, dated April 9, 2015. |
Exhibit
99.1
|
|
News
Release |
Contact: |
For Release: |
Brad
Cohen |
April 9, 2015 |
Public Relations |
2:05 p.m. PDT |
Quantum Corp. |
|
(408) 944-4044 |
|
brad.cohen@quantum.com |
|
Brinlea Johnson or Allise
Furlani
Investor Relations
The Blueshirt Group
(212) 331-8424 or (212)
331-8433
brinlea@blueshirtgroup.com or allise@blueshirtgroup.com
QUANTUM CORPORATION
ANNOUNCES POSITIVE PRELIMINARY FISCAL
FOURTH QUARTER RESULTS, WITH STRONG
REVENUE GROWTH AND PROFIT
● |
Total Revenue in Excess of $145 Million, Up Approximately
15% Year-over-Year |
● |
GAAP and
Non-GAAP Diluted Earnings per Share of $0.04 and $0.06, Respectively, Up
Significantly Year-over-Year |
● |
Branded
Revenue of More Than $120 Million, Up Approximately 20% Year-over-Year
|
● |
Scale-out
Storage Revenue of More Than $30 Million, Up over 100% Year-over-Year
|
● |
DXi Revenue
of Approximately $25 million, Up Nearly 30% Year-over-Year
|
SAN JOSE,
Calif. April 9, 2015 Quantum Corp. (NYSE: QTM)
today announced positive preliminary results for the fiscal fourth quarter 2015
ended March 31, 2015 (unless otherwise noted, all comparisons are relative to
the fiscal fourth quarter 2014):
● |
Total revenue was in
excess of $145 million, significantly above the companys January guidance
range of $130 million to $135 million. This was also up from $128 million
in the prior year period. |
● |
Total branded revenue
was more than $120 million, up from $102 million, as Quantum completed
fiscal 2015 with year-over-year branded revenue growth in all four
quarters. |
● |
Scale-out storage and
related service revenue was over $30 million, an increase of more than $15
million. |
-more-
● |
DXi and related
service revenue was approximately $25 million, up nearly 30 percent.
|
● |
GAAP operating income
was approximately $2 million, compared to a GAAP operating loss of $12
million. |
● |
GAAP net income was
approximately $12 million, or approximately $0.04 per diluted share. This
included approximately $13 million from the gain on sale of Quantums
investment in a privately held company. In the prior year, Quantum
reported a GAAP net loss of $14 million, or $0.06 per diluted share.
|
● |
Non-GAAP operating income was approximately $6 million, up from an
operating loss of $159,000. |
● |
Non-GAAP net income
was approximately $17 million, or approximately $0.06 per diluted share.
This was up from a net loss of $2 million, or $0.01 per diluted share, and
again included approximately $13 million resulting from the gain on sale
of Quantums investment in a privately held company. |
● |
Total cash and cash
equivalents were approximately $70 million as of March 31, 2015, and
reflected the early repurchase of $50 million of convertible notes due
November 2015 in an all-cash transaction during the quarter.
|
Our positive preliminary
fourth quarter results demonstrate our success in continuing to build on the
momentum weve had throughout this past year, said Jon Gacek, president and CEO
of Quantum. This was our fourth consecutive quarter of year-over-year branded
growth, and our leadership in scale-out storage was again a key driver. With
more than 100 percent year-over-year growth in scale-out storage revenue, we
significantly increased our scale-out storage growth rate over the prior
quarter, as weve done each quarter this year, and ended fiscal 2015 up more
than 70 percent over the prior year. In addition, total DXi revenue grew
approximately 10 percent for the year and reflected the actions weve taken over
the last two years to drive DXi growth and profit.
We also increased our
fourth quarter operating profit year-over-year, even after accounting for
additional compensation expense in the quarter due to our strong revenue and
operating profit performance.
-more-
Heading into fiscal 2016, we expect continued strong performance in both our scale-out storage and DXi product lines to deliver another year of growth for Quantum. Due to typical seasonality, Q1 will likely show the most modest year-over-year comparison, and we plan to provide more detailed guidance when we report our final Q4 results in early May.
Quantum will provide more
details on its fourth quarter fiscal 2015 results and guidance for fiscal 2016
in its earnings announcement on May 6, 2015 (see conference call information
below).
Earnings Conference Call
and Audio Webcast Notification
Quantum will issue a news release on its fourth quarter and full year
2015 financial results on Wednesday, May 6, 2015, after the close of the market.
The company will also hold a conference call and live audio webcast to discuss
these results that same day at 2:00 p.m. PDT. Press and industry analysts are
invited to attend in listen-only mode.
Dial-in number:
719-457-2645 (U.S. and International); Access Code 6066999
Replay number:
719-457-0820 (U.S. and International); Access Code 6066999
Replay
expiration: Monday, May 11, 2015, at 5:00 p.m. PDT
Webcast site: www.quantum.com/investors
About
Quantum
Quantum is a leading
expert in scale-out storage, archive and data protection, providing solutions
for capturing, sharing and preserving digital assets over the entire data
lifecycle. From small businesses to major enterprises, more than 100,000
customers have trusted Quantum to address their most demanding data workflow
challenges. With Quantum, customers can Be Certain they have the end-to-end
storage foundation to maximize the value of their data by making it accessible
whenever and wherever needed, retaining it indefinitely and reducing total cost
and complexity. See how at www.quantum.com/customerstories.
###
Quantum, the Quantum logo,
Be Certain, DXi and StorNext are either registered trademarks or trademarks of
Quantum Corporation and its affiliates in the United States and/or other
countries. All other trademarks are the property of their respective owners.
Safe Harbor Statement
under the U.S. Private Securities Litigation Reform Act of 1995: This press
release contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Specifically, without limitation, our
statements regarding our expected preliminary results for the fourth quarter of
fiscal 2015 and our expected results for fiscal 2016, including the first quarter of fiscal 2016, are forward-looking statements within the meaning of the Safe
Harbor. All forward-looking statements in this press release are based on
information available to Quantum on the date hereof. These statements involve
known and unknown risks, uncertainties and other factors that may cause
Quantums actual results to differ materially from those implied by the
forward-looking statement. More detailed information about these risk factors,
and additional risk factors are set forth in Quantums periodic filings with the
Securities and Exchange Commission, including, but not limited to, those risks
and uncertainties listed in the section entitled Risk Factors in Quantums
Annual Report on Form 10-K filed with the Securities and Exchange Commission on
June 6, 2014 and in Quantums Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on February 6, 2015. Quantum expressly
disclaims any obligation to update or alter its forward-looking statements,
whether as a result of new information, future events or
otherwise.
-more-
Use of Non-GAAP
Financial Measures
Quantum believes that the
non-GAAP financial measures disclosed above provide useful and supplemental
information to investors regarding its quarterly financial performance. Quantum
management and Board of Directors use these non-GAAP financial measures
internally to understand, manage and evaluate the companys business results and
make operating decisions. For instance, Quantum management often makes decisions
regarding staffing, future management priorities and how the company will direct
future operating expenses on the basis of non-GAAP financial measures. In
addition, compensation of our employees is based in part on the performance of
our business based on non-GAAP operating income.
The non-GAAP financial
measures used in this press release exclude the impact of the items below for
the following reasons:
Amortization of
Intangible Assets
This
includes acquired intangibles such as purchased technology and customer
relationships in connection with prior acquisitions. These expenses are not
factored into managements evaluation of potential acquisitions or Quantums
performance after completion of the acquisitions because they are not related to
Quantums core operating performance. In addition, the frequency and amount of
such charges can vary significantly based on the size and timing of acquisitions
and the maturities of the businesses being acquired. Excluding
acquisition-related charges from non-GAAP measures provides investors with a
basis to compare Quantum against the performance of other companies without the
variability caused by purchase accounting.
Share-Based Compensation
Expense
Share-based
compensation expense relates primarily to equity awards such as stock options
and restricted stock units. Share-based compensation is a non-cash expense that
varies in amount from period to period and is dependent on market forces that
are often beyond Quantums control. Management believes that non-GAAP measures
adjusted for share-based compensation provide investors with a basis to measure
Quantums core performance against the performance of other companies without
the variability created by share-based compensation as a result of the variety
of equity awards used by other companies and the varying methodologies and
assumptions used.
Restructuring
Charges
Restructuring charges
primarily relate to expenses associated with changes to Quantums operating
structure. Restructuring charges are excluded from non-GAAP financial measures
because they are not considered core operating activities. Although Quantum has
engaged in various restructuring activities in the past, each has been a
discrete event based on a unique set of business objectives. Management believes
that it is appropriate to exclude restructuring charges from Quantums non-GAAP
financial measures, as it enhances the ability of investors to compare Quantums
period-over-period operating results from continuing operations.
Outsourcing Transition
Costs
Outsourcing transition
costs are expenses attributable to transitioning our manufacturing to an
outsourced model. These costs are excluded from non-GAAP financial measures
because they are not considered core operating activities, and management
believes that it is appropriate to exclude these costs in order to provide
investors the ability to compare Quantums period-over-period operating results
from continuing operations.
Crossroads Patent
Litigation Costs
Crossroads
patent litigation costs are expenses incurred to defend ourselves and perform
other activities related to a patent infringement lawsuit filed by Crossroads
Systems, Inc. These costs are excluded from non-GAAP financial measures because
they are not considered core operating activities, and management believes that
it is appropriate to exclude these costs in order to provide investors the
ability to compare Quantums period-over-period operating results from
continuing operations.
Symform Expenses,
Net
Quantum acquired a cloud
storage services platform from Symform, Inc. (Symform) in July 2014. Symform
revenue comprises revenue generated from the Symform cloud storage services
platform. Symform expenses consist of costs related to running, maintaining and
further developing the Symform cloud storage services platform as well as the
costs of integrating Symform into Quantums business. Net Symform expenses
represent Symform expenses less Symform revenue, and non-GAAP gross margin
excludes both Symform revenue and cost of revenue. Management believes that it
is appropriate to exclude these amounts in order to provide investors with a
view of Quantums results consistent with how management views and is running
the business.
-more-
Loss on Debt
Extinguishment
The loss on
debt extinguishment relates to a specific debt repurchase action undertaken in
January 2015. The loss is excluded from non-GAAP financial measures because it
is not considered a core operating activity and management believes that it is
appropriate to exclude the loss in order to provide investors the ability to
compare Quantums period-over-period results from continuing operations.
Non-GAAP financial measures
should not be considered as a substitute for, or superior to, measures of
financial performance prepared in accordance with GAAP. They are limited in
value because they exclude charges that have a material impact on the companys
reported financial results and, therefore, should not be relied upon as the sole
financial measures to evaluate the company. The non-GAAP financial measures are
meant to supplement, and be viewed in conjunction with, GAAP financial measures.
Investors are encouraged to review the reconciliation of the non-GAAP financial
measures to their most directly comparable GAAP financial measures as provided
in the tables accompanying this press release.
-more-
QUANTUM
CORPORATION
GAAP TO NON-GAAP RECONCILIATION
(In thousands, except per share
amounts)
(Unaudited)
|
|
Three Months Ended
March 31, 2015 |
|
|
Income From
Operations |
|
Net
Income |
|
Per Share Net
Income,
Basic |
|
Per Share Net
Income,
Diluted |
GAAP |
|
$ |
2,200 |
|
$ |
11,900 |
|
$ |
0.05 |
|
$ |
0.04 |
Non-GAAP Reconciling Items: |
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangibles |
|
|
200 |
|
|
200 |
|
|
|
|
|
|
Share-based compensation |
|
|
2,900 |
|
|
2,900 |
|
|
|
|
|
|
Restructuring charges |
|
|
0 |
|
|
0 |
|
|
|
|
|
|
Loss on
debt extinguishment |
|
|
- |
|
|
1,300 |
|
|
|
|
|
|
Crossroads
patent litigation costs |
|
|
400 |
|
|
400 |
|
|
|
|
|
|
Symform
expenses, net |
|
|
300 |
|
|
300 |
|
|
|
|
|
|
Non-GAAP |
|
$ |
6,000 |
|
$ |
17,000 |
|
$ |
0.07 |
|
$ |
0.06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Computation of basic and diluted net income per share: |
|
|
|
|
|
|
|
GAAP |
|
Non-GAAP |
Net income |
|
|
|
|
|
|
|
$
|
11,900 |
|
$
|
17,000 |
Interest on dilutive convertible notes |
|
|
|
|
|
|
|
|
902 |
|
|
1,968 |
Income for purposes of computing income per diluted share |
|
|
|
|
|
|
|
$ |
12,802 |
|
$ |
18,968 |
|
Weighted average shares: |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
|
|
|
|
|
|
257,391 |
|
|
257,391 |
Dilutive shares from stock plans |
|
|
|
|
|
|
|
|
7,172 |
|
|
7,172 |
Dilutive shares from convertible notes |
|
|
|
|
|
|
|
|
42,502 |
|
|
65,675 |
Diluted |
|
|
|
|
|
|
|
|
307,065 |
|
|
330,238 |
|
|
Three Months Ended March
31, 2014 |
|
|
Loss
From Operations |
|
Net Loss |
|
Per Share Net Loss,
Basic |
|
Per Share Net Loss,
Diluted |
GAAP |
|
$ |
(12,489 |
) |
|
$ |
(14,404 |
) |
|
$ |
(0.06 |
) |
|
$ |
(0.06 |
) |
Non-GAAP Reconciling Items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangibles |
|
|
2,229 |
|
|
|
2,229 |
|
|
|
|
|
|
|
|
|
Share-based
compensation |
|
|
3,191 |
|
|
|
3,191 |
|
|
|
|
|
|
|
|
|
Restructuring charges |
|
|
6,312 |
|
|
|
6,312 |
|
|
|
|
|
|
|
|
|
Outsourcing transition
costs |
|
|
598 |
|
|
|
598 |
|
|
|
|
|
|
|
|
|
Non-GAAP |
|
$ |
(159 |
) |
|
$ |
(2,074 |
) |
|
$ |
(0.01 |
) |
|
$ |
(0.01 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Computation of basic and diluted net loss per share: |
|
|
|
|
|
|
|
|
|
GAAP |
|
Non-GAAP |
Net loss |
|
|
|
|
|
|
|
|
|
$
|
(14,404 |
) |
|
$
|
(2,074 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
|
|
|
|
|
|
|
|
249,593 |
|
|
|
249,593 |
|
The non-GAAP financial
information set forth in this table is not prepared in accordance with generally
accepted accounting principles and may be different from non-GAAP financial
information used by other companies.
-end-