fds20130617_8k.htm

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): December 16, 2014

 


 

FactSet Research Systems Inc.

(Exact name of Registrant as specified in its charter)

 



Delaware

  

1-11869

  

13-3362547

(State or other jurisdiction of

  

(Commission

  

(I.R.S. Employer

incorporation or organization)

  

File Number)

  

Identification Number)

 

601 Merritt 7

Norwalk, Connecticut 06851

(Address of principal executive offices)

 

(203) 810-1000

(Registrant’s telephone number, including area code)

 


 

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:

 

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 Operations and Financial Condition 

 

On December 16, 2014, FactSet Research Systems Inc. issued a press release announcing its results for the three months ended November 30, 2014. The press release is attached as Exhibit 99.1 to this report on Form 8-K. 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.

 

Exhibit 99.1 to this report contains certain financial measures that are considered non-GAAP financial measures as defined in the SEC rules. Exhibit 99.1 to this report also contains the reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles, as well as the reasons why Registrant’s management believes that presentation of the non-GAAP financial measures provides useful information to investors regarding the Registrant’s results of operations and, to the extent material, a statement disclosing any other additional purposes for which Registrant’s management uses the non-GAAP financial measures.

  

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.

  

Description

  

  

99.1

  

Press Release of FactSet Research Systems Inc., dated December 16, 2014.

 

 
 

 

  

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.

 

  

  

  

  

FACTSET RESEARCH SYSTEMS INC.

(Registrant)

  

  

  

  

Date: December 16, 2014

  

  

  

By:

  

/s/ Maurizio Nicolelli         

  

  

  

  

  

  

Maurizio Nicolelli

  

  

  

  

  

  

Senior Vice President and Chief Financial Officer

  

  

  

  

  

  

(Principal Financial Officer)

 

 
 

 

   

EXHIBIT INDEX

 

Exhibit No.

  

Description of Document

  

  

99.1

  

Press Release of Registrant, dated December  16, 2014 reporting the results of operations for the Registrant’s first fiscal quarter ended November 30, 2014.

 

ex99-1.htm

Exhibit 99.1

 

FactSet Research Systems Inc.

601 Merritt 7

Norwalk, Connecticut 06851
203.810.1000 / 203.810.1001 Fax

 

News Release

 

FOR IMMEDIATE RELEASE

 

FactSet’s Revenue and EPS Growth Rates Accelerate in the First Quarter of Fiscal 2015

 

ASV grew to $970 million, up 8.5% organically

 

Adjusted EPS rose to $1.32, up 11.9%

 

Free cash flow was $66 million, up 25.9% over the prior year

 

NORWALK, Conn., December 16, 2014 - FactSet Research Systems Inc. (NYSE:FDS) (NASDAQ:FDS), a leading provider of integrated global financial information and analytical applications to the investment community, today announced its results for the first quarter of fiscal 2015.

 

For the quarter ended November 30, 2014, revenues advanced to $242.7 million, up 8.8% over the prior year. Included in this total was $2.5 million related to an acquisition completed less than a year ago. Operating income was $80.3 million compared to $74.7 million in the year ago quarter. Net income was $55.9 million versus $52.2 million a year ago. Diluted earnings per share were $1.32 compared to $1.19 in the same period of fiscal 2014.

 

Adjusted diluted EPS grew 11.9% as prior year EPS was adjusted to exclude income tax benefits of $0.01 per share from the U.S. Federal R&D tax credit.

 

A reconciliation between GAAP and adjusted financial measures is presented on page 8 of this press release.

 

Consolidated Statements of Income 


(Condensed and Unaudited)

   

Three Months Ended

November 30,

 

(In thousands, except per share data)

 

2014

   

2013

   

Change

 

Revenues

  $ 242,676     $ 222,975       8.8

%

Operating income

  $ 80,260     $ 74,740       7.4

%

Net income

  $ 55,860     $ 52,178       7.1

%

Adjusted diluted earnings per share

  $ 1.32     $ 1.18       11.9

%

Diluted weighted average shares

    42,340       43,773          
 

“Our first quarter performance was a strong start to the fiscal year,” said Philip Hadley, Chairman and CEO. “The underlying growth rate of our business continues to expand and translated into double digit EPS growth for the 18th consecutive quarter. I was pleased that our growth was broad based across our products and derived from each geographic region. We also added 997 net new users, our best first quarter user addition in 7 years. This healthy performance pushed our user growth rate to 9.0% over the last 12 months.”

 

Annual Subscription Value (“ASV”)

ASV totaled $970.2 million at November 30, 2014, up 8.5% organically over the prior year. Excluding the impact from foreign currency, ASV increased $9.2 million over the last three months. ASV at any given point in time represents the forward-looking revenues for the next 12 months from all services currently being supplied to clients. Buy-side clients account for 82.5% of ASV and the remainder from sell-side firms that perform Mergers & Acquisitions (“M&A”) advisory work, capital markets services and equity research. The buy-side and sell-side ASV growth rates accelerated to 8.9% and 6.7%, respectively. Supplementary tables covering buy-side and sell-side ASV growth rates are presented on page 8 of this press release.

 

Financial Highlights – First Quarter of Fiscal 2015

 

ASV from U.S. operations was $654 million and $316 million was related to international operations.

 

U.S. revenues were $163.7 million, up 7.0% from the year ago first quarter.

 

Non-U.S. revenues rose to $79.0 million. Excluding incremental revenue from the acquisition of Matrix and the impact of foreign currency, the international growth rate was 9.8%.

 

Operating margin was 33.1%.

 

Quarterly free cash flow was $66.4 million, an increase of 25.9% over prior year.

 

The effective tax rate for the first quarter was 30.8%, as compared to 30.5% a year ago.

  

 
Page 1 of 9

 

 

Operational Highlights First Quarter of Fiscal 2015

 

Annual client retention was greater than 95% of ASV and 93% of clients, up from 92% a year ago.

 

Client count rose by 19 and totaled 2,762 at November 30, 2014.

 

Users of the FactSet workstation grew 9.0% and totaled 55,593 professionals at November 30, 2014.

 

Employee count was 6,887 at November 30, 2014, up 7.6% over last year.

 

Capital expenditures were $4.8 million.

 

A regular quarterly dividend of $16.2 million or $0.39 per share was paid on December 16, 2014 to common stockholders of record as of November 28, 2014.

 

Common shares outstanding were 41.6 million at November 30, 2014.

 

FactSet was named as one of the “20 Great Workplaces in Technology” for the first time by Great Place to Work.

 

FactSet opened a new office in Toronto, Canada to meet the needs of its growing Canadian client base.

 

U.S. Federal R&D Tax Credit

The U.S. Federal R&D tax credit expired on December 31, 2013 and was not extended as of November 30, 2014, the end of FactSet’s first quarter. Although a bill including the renewal of the R&D tax credit for calendar year 2014 has been approved by the U.S. House of Representatives, it has not been signed into law. Accordingly, FactSet did not recognize any income tax benefits from the Federal R&D tax credit during the just completed first quarter.

 

The impact of the Federal R&D tax credit to FactSet is estimated to be $8.1 million per year or $0.19 per share. It is important to note that the U.S. Federal R&D tax credit was never made a permanent credit, resulting in 9 expirations and 15 extensions since 1981. Only once in its 33-year history was the tax credit not retroactively re-enacted (from July 1, 1995 through June 30, 1996). However, the timing of FactSet’s ability to recognize the Federal R&D tax credit has been volatile due to the number of lapses and retroactive re-enactments. If FactSet had been able to recognize the full value of income tax benefits from the U.S. Federal R&D tax credit, adjusted EPS would have increased by $0.05 and $0.03 in the first quarter of fiscal 2015 and 2014, respectively, and the effective tax rate would have declined to 29% in both periods.

 

Share Repurchase Program and Authorization

FactSet repurchased 379,854 shares for $48.4 million during the first quarter. On December 15, 2014, the Board of Directors of FactSet approved a $300 million expansion of the existing share repurchase program. Including this expansion, $338.7 million is now available for future share repurchases. In the past 12 months, FactSet has returned $270 million to stockholders in the form of share repurchases, funded entirely by cash generated from operations.

 

Business Outlook

The following forward-looking statements reflect FactSet’s expectations as of today’s date. Given the number of risk factors, uncertainties and assumptions discussed below, actual results may differ materially. FactSet does not intend to update its forward-looking statements until its next quarterly results announcement, other than in publicly available statements.

 

Second Quarter Fiscal 2015 Expectations 

 

Revenues are expected to range between $244 million and $248 million.

 

Operating margin is expected to range between 32.8% and 33.8%.

 

The annual effective tax rate is expected to range between 31.0% and 32.0% and assumes that the U.S. Federal R&D tax credit will not be re-enacted by the end of the second quarter of fiscal 2015.

 

Diluted EPS should range between $1.35 and $1.37. The midpoint of this range represents 12.4% growth over the prior year.

 

Conference Call

The Company will host a conference call today, December 16, 2014, at 11:00 a.m. (Eastern Time) to review the first quarter fiscal 2015 earnings release. To listen, please visit the investor relations section of the Company’s website at www.factset.com.

 

 
Page 2 of 9

 

 

Forward-looking Statements

This news release contains forward-looking statements based on management's current expectations, estimates and projections. All statements that address expectations or projections about the future, including statements about the Company's strategy for growth, product development, market position, subscriptions, expected expenditures and financial results are forward-looking statements. Forward-looking statements may be identified by words like "expects," "anticipates," "plans," "intends," "projects," "should," "indicates," "continues," "subscriptions" and similar expressions. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in FactSet's filings with the Securities and Exchange Commission, particularly its latest annual report on Form 10-K and quarterly reports on Form 10-Q, as well as others, could cause results to differ materially from those stated. These factors include, but are not limited to: the current status of the global economy; the ability to integrate newly acquired companies and businesses; the stability of global securities markets; the ability to hire qualified personnel; the maintenance of the Company's leading technological position; the impact of global market trends on the Company's revenue growth rate and future results of operations; the negotiation of contract terms with corporate vendors, data suppliers and potential landlords; the retention of key clients; the successful resolution of ongoing audits by tax authorities; the continued employment of key personnel; the absence of U.S. or foreign governmental regulation restricting international business; and the sustainability of historical levels of profitability and growth rates in cash flow generation.

 

About Adjusted Diluted Earnings per Share

The generally accepted accounting principles (“GAAP”) financial measure, diluted earnings per share, has been adjusted because the U.S. Federal R&D tax credit expired on December 31, 2013 and was not extended as of November 30, 2014, the end of FactSet’s first quarter of fiscal 2015. Diluted EPS of $1.19 in the year ago quarter was lowered by $0.01 per share to $1.18 to exclude income tax benefits from the U.S. Federal R&D tax credit. FactSet uses this adjusted financial measure, both in presenting its results to stockholders and the investment community, and in its internal evaluation and management of the business. The Company believes that adjusted diluted EPS is useful to investors because it permits investors to view the Company’s performance using the same tools that management uses to gauge progress in achieving its goals. Investors may benefit from referring to adjusted diluted EPS in assessing the Company’s performance and when planning, forecasting and analyzing future periods and may also facilitate comparisons to its historical performance. The presentation of adjusted diluted EPS is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

 

About Non-GAAP Free Cash Flow

The GAAP financial measure, cash flows provided by operating activities, has been adjusted to report non-GAAP free cash flow that includes the cash cost for taxes and changes in working capital, less capital expenditures. Included in the just completed first quarter was $71.2 million of net cash provided by operations and $4.8 million of capital expenditures. The presentation of free cash flow is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. FactSet uses this financial measure, both in presenting its results to stockholders and the investment community, and in the Company’s internal evaluation and management of the business. Management believes that this financial measure is useful to investors because it permits investors to view the Company’s performance using the same metric that management uses to gauge progress in achieving its goals and is an indication of cash flow that may be available to fund further investments in future growth initiatives.

 

About FactSet

FactSet, a leading provider of financial information and analytics, helps the world’s best investment professionals outperform. More than 50,000 users stay ahead of global market trends, access extensive company and industry intelligence, and monitor performance with FactSet’s desktop analytics, mobile applications, and comprehensive data feeds. The Company has been included in FORTUNE's Top 100 Best Companies to Work For, the United Kingdom’s Great Places to Work and France’s Best Workplaces. FactSet is listed on the New York Stock Exchange and NASDAQ (NYSE:FDS) (NASDAQ:FDS). Learn more at www.factset.com, and follow us on Twitter: www.twitter.com/factset.

 

 
Page 3 of 9

 

 

FactSet Research Systems Inc.

Consolidated Statements of Income – Unaudited              

 

   

Three Months Ended
November 30,

 

(In thousands, except per share data)

 

2014

   

2013

 
                 

Revenues

  $ 242,676     $ 222,975  
                 

Operating expenses

               

Cost of services

    97,543       83,250  

Selling, general and administrative

    64,873       64,985  

Total operating expenses

    162,416       148,235  
                 

Operating income

    80,260       74,740  
                 

Other income

    430       341  

Income before income taxes

    80,690       75,081  
                 

Provision for income taxes

    24,830       22,903  

Net income

  $ 55,860     $ 52,178  
                 

Diluted earnings per common share

  $ 1.32     $ 1.19  
                 

Diluted weighted average common shares

    42,340       43,773  

 

 
Page 4 of 9

 

 

FactSet Research Systems Inc.

Consolidated Statements of Comprehensive Income – Unaudited                        

 

    Three Months Ended

November 30,

 

(In thousands)

 

2014

   

2013

 
                 

Net income

  $ 55,860     $ 52,178  
                 

Other comprehensive income (loss), net of tax

               

Net unrealized (loss) gain on cash flow hedges*

    (112 )     2,647  

Foreign currency translation adjustments

    (13,555 )     8,148  

Other comprehensive (loss) income

    (13,667 )     10,795  
                 

Comprehensive income

  $ 42,193     $ 62,973  

 

 

* For the three months ended November 30, 2014, the unrealized loss on cash flow hedges was net tax benefits of $67. The unrealized gain on cash flow hedges disclosed above for the three months ended November 30, 2013, was net tax expense of $1,980.

 

 
Page 5 of 9

 

 

FactSet Research Systems Inc.

Consolidated Balance Sheets - Unaudited

 

   

November 30,

   

August 31,

 

(In thousands)

 

2014

   

2014

 
                 

ASSETS

               

Cash and cash equivalents

  $ 115,235     $ 116,378  

Investments

    24,727       20,008  

Accounts receivable, net of reserves

    88,453       90,354  

Prepaid taxes

    -       6,532  

Deferred taxes

    1,985       1,841  

Prepaid expenses and other current assets

    15,332       14,662  

Total current assets

    245,732       249,775  
                 

Property, equipment, and leasehold improvements, net

    55,908       57,641  

Goodwill

    279,421       285,608  

Intangible assets, net

    38,075       41,855  

Deferred taxes

    21,714       22,377  

Other assets

    5,629       5,956  

TOTAL ASSETS

  $ 646,479     $ 663,212  
                 

LIABILITIES

               

Accounts payable and accrued expenses

  $ 30,996     $ 26,971  

Accrued compensation

    18,989       42,481  

Deferred fees

    34,529       36,504  

Taxes payable

    19,627       5,036  

Deferred taxes

    210       -  

Dividends payable

    16,216       16,299  

Total current liabilities

    120,567       127,291  
                 

Deferred taxes

    2,533       2,921  

Taxes payable

    5,845       5,501  

Deferred rent and other non-current liabilities

    15,901       16,417  

TOTAL LIABILITIES

  $ 144,846     $ 152,130  
                 

STOCKHOLDERS’ EQUITY

               

Common stock

  $ 493     $ 491  

Additional paid-in capital

    428,865       413,754  

Treasury stock, at cost

    (785,286 )     (734,746 )

Retained earnings

    889,149       849,504  

Accumulated other comprehensive loss

    (31,588 )     (17,921 )

TOTAL STOCKHOLDERS’ EQUITY

    501,633       511,082  

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

  $ 646,479     $ 663,212  

  

 
Page 6 of 9

 

  

FactSet Research Systems Inc.

Consolidated Statements of Cash Flows - Unaudited

 

(In thousands)

 

Three Months Ended

November 30,

 
   

2014

   

2013

 

CASH FLOWS FROM OPERATING ACTIVITIES

               

Net income

  $ 55,860     $ 52,178  

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

               

Depreciation and amortization

    8,216       8,763  

Stock-based compensation expense

    5,277       5,116  

Deferred income taxes

    341       (679 )

Loss (gain) on sale of assets

    24       (23 )

Tax benefits from share-based payment arrangements

    (2,458 )     (2,144 )

Changes in assets and liabilities, net of effects of acquisition

               

Accounts receivable, net of reserves

    1,627       (2,612 )

Accounts payable and accrued expenses

    4,548       (316 )

Accrued compensation

    (23,061 )     (21,213 )

Deferred fees

    (1,696 )     (94 )

Taxes payable, net of prepaid taxes

    23,667       19,108  

Prepaid expenses and other assets

    (1,011 )     3,036  

Deferred rent and other non-current liabilities

    (166 )     (3,280 )

Other working capital accounts, net

    -       299  

Net cash provided by operating activities

    71,168       58,139  
                 

CASH FLOWS FROM INVESTING ACTIVITIES

               

Acquisition of business, net of cash acquired

    -       (15,288 )

Purchases of investments

    (12,437 )     (7,172 )

Proceeds from sales of investments

    7,535       6,871  

Purchases of property, equipment and leasehold improvements, net of proceeds from dispositions

    (4,814 )     (5,438 )

Net cash used in investing activities

    (9,716 )     (21,027 )
                 

CASH FLOWS FROM FINANCING ACTIVITIES

         

Dividend payments

    (16,184 )     (15,064 )

Repurchase of common stock

    (50,539 )     (60,062 )

Proceeds from employee stock plans

    7,381       9,484  

Tax benefits from share-based payment arrangements

    2,458       2,144  

Net cash used in financing activities

    (56,884 )     (63,498 )
                 

Effect of exchange rate changes on cash and cash equivalents

    (5,711 )     3,780  
                 

Net decrease in cash and cash equivalents

    (1,143 )     (22,606 )
                 

Cash and cash equivalents at beginning of period

    116,378       196,627  

Cash and cash equivalents at end of period

  $ 115,235     $ 174,021  

 

 
Page 7 of 9

 

 

Reconciliation of GAAP to Adjusted Financial Measures

The U.S. GAAP financial measure, diluted EPS, has been adjusted below. FactSet uses this adjusted financial measure, both in presenting its results to stockholders and the investment community, and in its internal evaluation and management of the business. The Company believes that adjusted diluted EPS is useful to investors because it permits investors to view the Company’s performance using the same tools that management uses to gauge progress in achieving its goals. Investors may benefit from referring to adjusted diluted EPS in assessing the Company’s performance and when planning, forecasting and analyzing future periods and may also facilitate comparisons to its historical performance.


(Unaudited)  

Three Months Ended

November 30,

       
   

2014

   

2013

   

 

 

GAAP Diluted EPS

  $ 1.32     $ 1.19          

U.S. Federal R&D income tax benefit (a)

    -       (0.01 )        

Adjusted Diluted EPS

  $ 1.32     $ 1.18       11.9

%


 

(a)

GAAP diluted EPS in the year ago first quarter was adjusted to exclude income tax benefits of $0.01 per share as the U.S. Federal R&D tax credit was not re-enacted as of November 30, 2014, the end of FactSet’s first quarter of fiscal 2015.

 

 

Supplementary Schedules of Historical ASV by Client Type

The following table presents the percentages and growth rates of ASV by client type, excluding currency, and can be useful to facilitate historical comparisons.

 

 

 

Q1‘15

Q4‘14

Q3’14

Q2‘14

Q1‘14

Q4‘13

Q3’13

% of ASV from buy-side clients

82.5%

82.6%

83.1%

82.7%

82.2%

81.6%

82.0%

% of ASV from sell-side clients

17.5%

17.4%

16.9%

17.3%

17.8%

18.4%

18.0%

               

ASV Growth rate from buy-side clients

8.9%

8.5%

8.0%

6.4%

6.2%

6.4%

7.1%

ASV Growth rate from sell-side clients

6.7%

1.6%

0.0%

(0.5%)

(2.7%)

0.7%

(3.5%)

 

 

The following table presents the calculation of the above-mentioned growth rates by client type for the first quarter of fiscal 2015.

 

(In thousands)

 

November 30, 

   

Q1 2015

 
      2014       2013       ASV Growth Rate  

As reported ASV

  $ 970.2     $ 890.1          

Less acquired ASV*

    (7.3 )     -          

Less currency impact**

    2.6       -          

Organic ASV total

  $ 965.5     $ 890.1       8.5%  

Buy-side

  $ 796.5     $ 731.7       8.9%  

Sell-side

  $ 169.0     $ 158.4       6.7%  

 

*

Acquired ASV from Matrix Data Limited on December 10, 2013

**

Primarily from ASV billed in Japanese Yen, which was negatively impacted by a decline in the Yen vs. the U.S. dollar

 

 
Page 8 of 9

 

 

Reconciliation of Non-GAAP Financial Measures

Financial measures in accordance with U.S. GAAP including operating income, net income and diluted earnings per share have been adjusted below.

 

Three Months Ended November 30, 2014

 

(Condensed and Unaudited)

In thousands, except per share data

 

GAAP

   

Stock-Based

Compensation

   

Amortization of Intangible Assets

   

Non-GAAP

 

Operating Income

  $ 80,260     $ 5,277     $ 2,101     $ 87,638  

Net Income (a)

  $ 55,860     $ 3,652     $ 1,454     $ 60,966  

Diluted EPS (a)

  $ 1.32     $ 0.09     $ 0.03     $ 1.44  

Weighted Average Shares

    42,340                       42,340  

 

 

(a)

For the purposes of calculating non-GAAP net income and non-GAAP diluted EPS, stock-based compensation expense and amortization of intangible assets were taxed at the current year annual effective tax rate of 30.8%.

 

 

Page 9 of 9