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): March 5, 2015
PFSweb, Inc.
(Exact
name of registrant as specified in its charter)
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| Delaware |
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000-28275 |
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75-2837058 |
| (STATE OR OTHER JURISDICTION
OF INCORPORATION) |
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(COMMISSION
FILE NUMBER) |
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(IRS EMPLOYER
IDENTIFICATION NO.) |
505 MILLENNIUM DRIVE
ALLEN, TX 75013
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES)
(972) 881-2900
(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE )
N/A
(FORMER NAME OR
ADDRESS, IF CHANGED SINCE LAST REPORT)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ |
Written communication 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)) |
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2.02. Results of Operations and Financial Condition
On March 5, 2015, PFSweb, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2014.
Attached to this current report on Form 8-K is a copy of the related press release dated March 5, 2015. The information in this Report on Form 8-K, and the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of
the Exchange Act or otherwise subject to the liability of that Section.
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| Exhibit
No. |
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Description |
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| 99.1 |
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Press Release Issued March 5, 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.
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PFSweb, Inc. |
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| Dated: March 6, 2015 |
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By: |
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/s/ Thomas J. Madden |
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Thomas J. Madden |
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Executive Vice President, Chief Financial
and Accounting Officer |
Exhibit 99.1
PFSweb Reports Record Fourth Quarter and Full Year 2014 Results
Q4 Adjusted EBITDA up 76% to Record $6.8 Million, Full Year up 28% to Record $13.7 million
Allen, TX – March 5, 2015 – PFSweb, Inc. (NASDAQ: PFSW), a global provider of end-to-end eCommerce solutions, reported results for the
fourth quarter and full year ended December 31, 2014.
Fourth Quarter 2014 Highlights
| |
• |
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Service fee equivalent revenue (a non-GAAP measure defined below) increased 38% to a record $49.0 million compared to $35.6 million in the same period of 2013 |
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• |
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Adjusted EBITDA (a non-GAAP measure defined below) increased 76% to a record $6.8 million compared to $3.9 million in the same period of 2013 |
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• |
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Successfully concluded the 2014 holiday season with a high level of client satisfaction. Comparable direct-to-consumer clients experienced more than 20% year-over-year growth in their gross merchandise revenue during
the quarter. |
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• |
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Expanded global sales operations with two additional European sales offices in London and Munich |
Fourth
Quarter 2014 Financial Results
Total revenues in the fourth quarter of 2014 increased 18% to $78.7 million compared to $66.7 million in the same
period of 2013. Service fee revenue in the fourth quarter of 2014 increased 40% to $48.0 million compared to $34.3 million last year. Product revenue decreased to $18.1 million compared to $21.3 million in the same period of 2013, primarily due to
ongoing restructuring activities by the company’s largest client in this segment.
Service fee equivalent revenue in the fourth quarter of 2014
increased 38% to a record $49.0 million compared to $35.6 million in the same period of 2013. The increase was primarily due to new and expanded client relationships, higher seasonal volumes, and the benefit from the acquisitions of REV Solutions
and LiveAreaLabs, both of which occurred in September 2014.
Service fee gross margin in the fourth quarter was 28.2% compared to 30.3% in the same period
in 2013. While each period includes the benefit of higher margin project activity, the 2014 period included an increased level of expenses to prepare for and support certain client operations for the holiday volumes.
Adjusted EBITDA increased 76% to a record $6.8 million in the fourth quarter of 2014 compared to $3.9 million in the same period of 2013.
Net income in the fourth quarter of 2014 was $2.1 million or $0.12 per diluted share, compared to a net loss of $0.4 million or $(0.03) per diluted share in
the same period of 2013. Net income in the fourth quarter of 2014 included $0.6 million in stock-based compensation expense, $0.2 million in acquisition costs, and $0.9 million in restructuring and other charges. The restructuring and other charges
include costs associated with closing the company’s Manila operation and integration of its recent acquisitions. This compares to $1.4 million in stock-based compensation expense and no acquisition or restructuring related costs in the same
period of 2013.
Non-GAAP net income (a non-GAAP measure defined below) in the fourth quarter of 2014 was $3.7 million or $0.21 per diluted share,
compared to non-GAAP net income of $1.0 million or $0.06 per diluted share in the fourth quarter of 2013.
Page 1 of 15
Cash and cash equivalents decreased to $18.1 million compared to $22.4 million at December 31, 2013,
primarily due to cash paid for the acquisitions of REV Solutions and LiveAreaLabs. Total debt decreased to $10.9 million at December 31, 2014 compared to $11.1 million at December 31, 2013.
Full Year 2014 Financial Results
Total revenues in 2014
increased 2% to $247.0 million compared to $241.6 million in 2013. Service fee revenue in 2014 increased 19% to $134.4 million compared to $113.0 million last year, while product revenue was $75.3 million compared to $91.0 million in the prior year.
Service fee equivalent revenue increased 17% to a record $138.7 million compared to $118.7 million in 2013.
Service fee gross margin in 2014 was 29.4%
compared to 31.7% last year.
Adjusted EBITDA increased 28% to a record $13.7 million in 2014 compared to $10.7 million in 2013.
Net loss in 2014 was $4.6 million or $(0.28) per diluted share compared to net loss of $5.9 million or $(0.39) per diluted share in 2013. Net loss in 2014
included $3.1 million in stock-based compensation expense, $1.7 million in acquisition costs, and $1.0 million in restructuring and other charges. This compares to $2.6 million in stock-based compensation expense and $2.5 million in restructuring
and other charges in 2013.
Non-GAAP net income in 2014 was $1.2 million or $0.07 per diluted share, compared to non-GAAP net loss of $0.8 million or
$(0.05) per diluted share in 2013.
Management Commentary
“2014 was highlighted by a number of financial and operational accomplishments,” said Michael Willoughby, CEO of PFSweb. “We generated increases
in nearly every metric of our business, most notably a 17% increase in service fee equivalent revenue and a 28% increase in adjusted EBITDA. In addition to new client wins and the highly-anticipated rollout of the United States Mint eCommerce
solution, we strengthened our agency and technology service offerings with the acquisitions of REV Solutions and LiveAreaLabs.
“As an eCommerce
system integrator, REV Solutions enhances our Demandware practice and adds Oracle Commerce support capabilities. LiveAreaLabs, a digital creative agency and system integrator, strengthens our agency service offering and further supplements our
Demandware related technology services. LiveAreaLabs also broadens our integration capabilities with the additional strategy, creative and user experience design support for hybris, Magento, WebSphere and Drupal, among other leading platforms.”
“Following these acquisitions,” Willoughby continued, “the year culminated in a very strong holiday season, with clients who have been
with us for more than a year realizing, on average, more than 20% year-over-year growth in gross merchandise revenue in Q4. Overall, our strong digital agency, technology and infrastructure performance for our clients during this peak-volume period
positions us well for expanded opportunities in the future.
Page 2 of 15
“For 2015, we remain focused on providing an exceptional omni-channel experience for both new and
existing clients. With our expanded digital agency and technology service capabilities, we believe we are well-positioned to capitalize on the evolving eCommerce marketplace, both in the U.S. and abroad. We will continue to invest in our sales and
marketing efforts, as reflected by our new European sales offices and recently appointed Executive VP of Sales, Travis Hess. We will also continue to target acquisitions that support our geographic growth initiatives and enhance our end-to-end
solution offering, especially within professional services. Our goal is to deliver another year of record performance in 2015.”
2015 Outlook
While the company’s business activity in 2015 is expected to remain at previously communicated levels, the impact of foreign currency exchange
related to the weak Canadian dollar and Euro is expected to partially offset the company’s financial results. Accordingly, PFSweb has adjusted its 2015 service fee equivalent revenue guidance to range between $160 million and $170 million,
which reflects targeted growth of 15% to 23% from 2014. The previously issued 2015 service fee equivalent revenue guidance was $165 million to $175 million. The company is targeting adjusted EBITDA to range between $16 million and $18 million, which
reflects targeted growth of 17% to 32% from 2014. The 2015 guidance excludes the impact of potential future acquisitions.
Conference Call
PFSweb will conduct a conference call today at 11:00 a.m. Eastern time to discuss its results for the fourth quarter and full year ended December 31,
2014.
The company’s CEO Mike Willoughby and CFO Tom Madden will host the conference call, followed by a question and answer period.
Date: Thursday, March 5, 2015
Time: 11:00 a.m. Eastern
time (10:00 a.m. Central time)
Toll-free dial-in number: 1-888-417-8533
International dial-in number: 1-719-325-2329
Conference ID:
9205523
Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you
have any difficulty connecting with the conference call, please contact Liolios Group at 1-949-574-3860.
The conference call will be broadcast live and
available for replay at http://public.viavid.com/index.php?id=113361 and via the investor relations section of the company’s website at www.pfsweb.com.
A replay of the conference call will be available after 2:00 p.m. Eastern time on the same day through March 19, 2015.
Toll-free replay number: 1-877-870-5176
International replay
number: 1-858-384-5517
Replay ID: 9205523
Page 3 of 15
About PFSweb Inc.
PFSweb (NASDAQ: PFSW) is a global provider of end-to-end eCommerce solutions including digital agency and marketing services, technology development services,
business process outsourcing services and a complete omni-channel technology ecosystem. The company provides these solutions and services to major brand names and other companies seeking to optimize every customer experience and enhance their
traditional and online business channels. PFSweb supports organizations across various industries, including Procter & Gamble, L’Oreal, LEGO, Columbia Sportswear, Ricoh, Roots Canada Ltd., Diageo, BCBGMAXAZRIA, T.J. Maxx, the United
States Mint, and many more. PFSweb is headquartered in Allen, TX with additional locations in Tennessee, Mississippi, Minnesota, Washington, New York, Canada, Belgium, London, Munich, and India. For more information, please visit
www.pfsweb.com or download the free PFSweb IR App on your iPhone, iPad or Android device.
Non-GAAP Financial Measures
This news release may contain certain non-GAAP measures, including non-GAAP net income (loss), earnings before interest, income taxes, depreciation and
amortization (EBITDA), Adjusted EBITDA and service fee equivalent revenue.
Non-GAAP net income (loss) represents net income (loss) calculated in
accordance with U.S. GAAP as adjusted for the impact of non-cash stock-based compensation expense, acquisition related costs and restructuring and other charges.
EBITDA represents earnings (or losses) before interest, income taxes, depreciation, and amortization. Adjusted EBITDA further eliminates the effect of
stock-based compensation, acquisition related costs and restructuring and other charges.
Service fee equivalent revenue represents service fee revenue
plus the gross profit earned on product revenue.
Non-GAAP net income (loss), EBITDA, Adjusted EBITDA and service fee equivalent revenue are used by
management, analysts, investors and other interested parties in evaluating our operating performance compared to that of other companies in our industry. The calculation of non-GAAP net income (loss) eliminates the effect of stock-based
compensation, acquisition related costs and restructuring and other charges and EBITDA and adjusted EBITDA further eliminate the effect of financing, income taxes and the accounting effects of capital spending, which items may vary from different
companies for reasons unrelated to overall operating performance. Service fee equivalent revenue allows client contracts with similar operational support models but different financial models to be combined as if all contracts were being operated on
a service fee revenue basis.
PFSweb believes these non-GAAP measures provide useful information to both management and investors by focusing on certain
operational metrics and excluding certain expenses in order to present its core operating performance and results. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute
for, or superior to, GAAP results. The non-GAAP measures included in this press release have been reconciled to the GAAP results in the attached tables.
Page 4 of 15
Forward-Looking Statements
The matters discussed herein consist of forward-looking information under the Private Securities Litigation Reform Act of 1995 and is subject to and involves
risks and uncertainties, which could cause actual results to differ materially from the forward-looking information. PFSweb’s Annual Report on Form 10-K for the year ended December 31, 2013 identifies certain factors that could cause
actual results to differ materially from those projected in any forward looking statements made and investors are advised to review the Annual Report of the Company and the Risk Factors described therein. PFSweb undertakes no obligation to update
publicly any forward-looking statement for any reason, even if new information becomes available or other events occur in the future. There may be additional risks that we do not currently view as material or that are not presently known.
Page 5 of 15
PFSweb, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets (A)
(In Thousands, Except Share Data)
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| |
|
December 31,
2014 |
|
|
December 31,
2013 |
|
| ASSETS |
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|
|
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|
| CURRENT ASSETS: |
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|
|
|
|
|
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| Cash and cash equivalents |
|
$ |
18,128 |
|
|
$ |
22,418 |
|
| Restricted cash |
|
|
521 |
|
|
|
130 |
|
| Accounts receivable, net of allowance for doubtful accounts of $447 and $382 at December 31, 2014 and December 31, 2013,
respectively |
|
|
59,126 |
|
|
|
55,292 |
|
| Inventories, net of reserves of $768 and $962 at December 31, 2014 and December 31, 2013, respectively |
|
|
10,534 |
|
|
|
14,169 |
|
| Other receivables |
|
|
5,638 |
|
|
|
5,241 |
|
| Prepaid expenses and other current assets |
|
|
7,103 |
|
|
|
4,713 |
|
|
|
|
|
|
|
|
|
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| Total current assets |
|
|
101,050 |
|
|
|
101,963 |
|
|
|
|
| PROPERTY AND EQUIPMENT, net |
|
|
26,604 |
|
|
|
27,190 |
|
| INTANGIBLE ASSETS, net |
|
|
2,170 |
|
|
|
— |
|
| GOODWILL |
|
|
8,366 |
|
|
|
— |
|
| OTHER ASSETS |
|
|
2,556 |
|
|
|
2,883 |
|
|
|
|
|
|
|
|
|
|
| Total assets |
|
|
140,746 |
|
|
|
132,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
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| CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
| Current portion of long-term debt and capital lease obligations |
|
$ |
6,850 |
|
|
$ |
8,231 |
|
| Trade accounts payable |
|
|
38,842 |
|
|
|
34,096 |
|
| Deferred revenue |
|
|
9,098 |
|
|
|
8,181 |
|
| Accrued expenses |
|
|
28,473 |
|
|
|
25,045 |
|
|
|
|
|
|
|
|
|
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| Total current liabilities |
|
|
83,263 |
|
|
|
75,553 |
|
|
|
|
| LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion |
|
|
4,062 |
|
|
|
2,876 |
|
| DEFERRED REVENUE |
|
|
5,355 |
|
|
|
7,491 |
|
| DEFERRED RENT |
|
|
4,870 |
|
|
|
5,191 |
|
| OTHER LONG-TERM LIABILITIES |
|
|
3,091 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
| Total liabilities |
|
|
100,641 |
|
|
|
91,111 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
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| SHAREHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
| Preferred stock, $1.00 par value; 1,000,000 shares authorized; none issued and outstanding |
|
|
— |
|
|
|
— |
|
| Common stock, $.001 par value; 35,000,000 shares authorized; 17,047,093 and 16,540,904 shares issued at December 31, 2014 and
December 31, 2013, respectively; and 17,013,626 and 16,507,437 shares outstanding as of December 31, 2014 and December 31, 2013, respectively |
|
|
17 |
|
|
|
17 |
|
| Additional paid-in capital |
|
|
129,457 |
|
|
|
124,522 |
|
| Accumulated deficit |
|
|
(89,926 |
) |
|
|
(85,300 |
) |
| Accumulated other comprehensive income |
|
|
682 |
|
|
|
1,811 |
|
| Treasury stock at cost, 33,467 shares |
|
|
(125 |
) |
|
|
(125 |
) |
|
|
|
|
|
|
|
|
|
| Total shareholders’ equity |
|
|
40,105 |
|
|
|
40,925 |
|
|
|
|
|
|
|
|
|
|
| Total liabilities and shareholders’ equity |
|
$ |
140,746 |
|
|
$ |
132,036 |
|
|
|
|
|
|
|
|
|
|
| (A) |
The financial data above should be read in conjunction with the audited consolidated financial statements of PFSweb, Inc. included in its Form 10-K for the year ended December 31, 2013. |
Page 6 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Condensed Consolidated Statements of Operations (A)
(In Thousands, Except Per Share Data)
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| |
|
Three Months Ended
December 31, |
|
|
Twelve Months Ended
December 31, |
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| |
|
2014 |
|
|
2013 |
|
|
2014 |
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|
2013 |
|
| REVENUES: |
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|
|
|
|
|
|
|
|
|
|
|
|
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| Product revenue, net |
|
$ |
18,102 |
|
|
$ |
21,322 |
|
|
$ |
75,284 |
|
|
$ |
90,982 |
|
| Service fee revenue |
|
|
47,992 |
|
|
|
34,269 |
|
|
|
134,385 |
|
|
|
112,977 |
|
| Pass-thru revenue |
|
|
12,587 |
|
|
|
11,133 |
|
|
|
37,379 |
|
|
|
37,644 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total revenues |
|
|
78,681 |
|
|
|
66,724 |
|
|
|
247,048 |
|
|
|
241,603 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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| COSTS OF REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of product revenue |
|
|
17,067 |
|
|
|
20,022 |
|
|
|
71,019 |
|
|
|
85,237 |
|
| Cost of service fee revenue |
|
|
34,471 |
|
|
|
23,895 |
|
|
|
94,858 |
|
|
|
77,160 |
|
| Cost of pass-thru revenue |
|
|
12,587 |
|
|
|
11,133 |
|
|
|
37,379 |
|
|
|
37,644 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total costs of revenues |
|
|
64,125 |
|
|
|
55,050 |
|
|
|
203,256 |
|
|
|
200,041 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross profit |
|
|
14,556 |
|
|
|
11,674 |
|
|
|
43,792 |
|
|
|
41,562 |
|
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
12,387 |
|
|
|
11,840 |
|
|
|
47,658 |
|
|
|
46,235 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) from operations |
|
|
2,169 |
|
|
|
(166 |
) |
|
|
(3,866 |
) |
|
|
(4,673 |
) |
| INTEREST EXPENSE (INCOME), NET |
|
|
323 |
|
|
|
115 |
|
|
|
813 |
|
|
|
679 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) before income taxes |
|
|
1,846 |
|
|
|
(281 |
) |
|
|
(4,679 |
) |
|
|
(5,352 |
) |
| INCOME TAX PROVISION (BENEFIT) |
|
|
(258 |
) |
|
|
128 |
|
|
|
(53 |
) |
|
|
539 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
2,104 |
|
|
$ |
(409 |
) |
|
$ |
(4,626 |
) |
|
$ |
(5,891 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
3,744 |
|
|
$ |
970 |
|
|
$ |
1,216 |
|
|
$ |
(772 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) PER SHARE: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.12 |
|
|
$ |
(0.03 |
) |
|
$ |
(0.28 |
) |
|
$ |
(0.39 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Diluted |
|
$ |
0.12 |
|
|
$ |
(0.03 |
) |
|
$ |
(0.28 |
) |
|
$ |
(0.39 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
16,905 |
|
|
|
16,345 |
|
|
|
16,737 |
|
|
|
14,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Diluted |
|
|
18,258 |
|
|
|
16,345 |
|
|
|
16,737 |
|
|
|
14,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
5,195 |
|
|
$ |
2,511 |
|
|
$ |
7,809 |
|
|
$ |
5,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
6,835 |
|
|
$ |
3,890 |
|
|
$ |
13,651 |
|
|
$ |
10,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (A) |
The financial data above should be read in conjunction with the audited consolidated financial statements of PFSweb, Inc. included in its Form 10-K for the year ended December 31, 2013. |
Page 7 of 15
PFSweb, Inc. and Subsidiaries
Reconciliation of certain Non-GAAP Items to GAAP
(In Thousands, Except Per Share Data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Three Months Ended
December 31, |
|
|
Twelve Months Ended
December 31, |
|
| |
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
| NET INCOME (LOSS) |
|
$ |
2,104 |
|
|
$ |
(409 |
) |
|
$ |
(4,626 |
) |
|
$ |
(5,891 |
) |
| Income tax expense (benefit) |
|
|
(258 |
) |
|
|
128 |
|
|
|
(53 |
) |
|
|
539 |
|
| Interest expense, net |
|
|
323 |
|
|
|
115 |
|
|
|
813 |
|
|
|
679 |
|
| Depreciation and amortization |
|
|
3,026 |
|
|
|
2,677 |
|
|
|
11,675 |
|
|
|
10,210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
5,195 |
|
|
$ |
2,511 |
|
|
$ |
7,809 |
|
|
$ |
5,537 |
|
| Stock-based compensation |
|
|
550 |
|
|
|
1,379 |
|
|
|
3,059 |
|
|
|
2,574 |
|
| Acquisition related costs |
|
|
229 |
|
|
|
— |
|
|
|
1,749 |
|
|
|
— |
|
| Restructuring and other charges |
|
|
861 |
|
|
|
— |
|
|
|
1,034 |
|
|
|
2,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
6,835 |
|
|
$ |
3,890 |
|
|
$ |
13,651 |
|
|
$ |
10,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Three Months Ended
December 31, |
|
|
Twelve Months Ended
December 31, |
|
| |
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
2,104 |
|
|
$ |
(409 |
) |
|
$ |
(4,626 |
) |
|
$ |
(5,891 |
) |
| Stock-based compensation |
|
|
550 |
|
|
|
1,379 |
|
|
|
3,059 |
|
|
|
2,574 |
|
| Acquisition related costs |
|
|
229 |
|
|
|
— |
|
|
|
1,749 |
|
|
|
— |
|
| Restructuring and other charges |
|
|
861 |
|
|
|
— |
|
|
|
1,034 |
|
|
|
2,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
3,744 |
|
|
$ |
970 |
|
|
$ |
1,216 |
|
|
$ |
(772 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) PER SHARE: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.12 |
|
|
$ |
(0.03 |
) |
|
$ |
(0.28 |
) |
|
$ |
(0.39 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Diluted |
|
$ |
0.12 |
|
|
$ |
(0.03 |
) |
|
$ |
(0.28 |
) |
|
$ |
(0.39 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) Per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.22 |
|
|
$ |
0.06 |
|
|
$ |
0.07 |
|
|
$ |
(0.05 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Diluted |
|
$ |
0.21 |
|
|
$ |
0.06 |
|
|
$ |
0.07 |
|
|
$ |
(0.05 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Three Months Ended
December 31, |
|
|
Twelve Months Ended
December 31, |
|
| |
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
| TOTAL REVENUES |
|
$ |
78,681 |
|
|
$ |
66,724 |
|
|
$ |
247,048 |
|
|
$ |
241,603 |
|
| Pass-thru revenue |
|
|
(12,587 |
) |
|
|
(11,133 |
) |
|
|
(37,379 |
) |
|
|
(37,644 |
) |
| Cost of product revenue |
|
|
(17,067 |
) |
|
|
(20,022 |
) |
|
|
(71,019 |
) |
|
|
(85,237 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| SERVICE FEE EQUIVALENT REVENUE |
|
$ |
49,027 |
|
|
$ |
35,569 |
|
|
$ |
138,650 |
|
|
$ |
118,722 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 8 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended December 31, 2014
(In Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product revenue, net |
|
$ |
— |
|
|
$ |
18,102 |
|
|
$ |
— |
|
|
$ |
18,102 |
|
| Service fee revenue |
|
|
42,634 |
|
|
|
5,358 |
|
|
|
— |
|
|
|
47,992 |
|
| Service fee revenue - affiliate |
|
|
4,642 |
|
|
|
292 |
|
|
|
(4,934 |
) |
|
|
— |
|
| Pass-thru revenue |
|
|
12,587 |
|
|
|
— |
|
|
|
— |
|
|
|
12,587 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total revenues |
|
|
59,863 |
|
|
|
23,752 |
|
|
|
(4,934 |
) |
|
|
78,681 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COSTS OF REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of product revenue |
|
|
— |
|
|
|
17,067 |
|
|
|
— |
|
|
|
17,067 |
|
| Cost of service fee revenue |
|
|
33,855 |
|
|
|
5,328 |
|
|
|
(4,712 |
) |
|
|
34,471 |
|
| Cost of pass-thru revenue |
|
|
12,587 |
|
|
|
— |
|
|
|
— |
|
|
|
12,587 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total costs of revenues |
|
|
46,442 |
|
|
|
22,395 |
|
|
|
(4,712 |
) |
|
|
64,125 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross profit |
|
|
13,421 |
|
|
|
1,357 |
|
|
|
(222 |
) |
|
|
14,556 |
|
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
12,025 |
|
|
|
584 |
|
|
|
(222 |
) |
|
|
12,387 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) from operations |
|
|
1,396 |
|
|
|
773 |
|
|
|
— |
|
|
|
2,169 |
|
| INTEREST EXPENSE (INCOME), NET |
|
|
196 |
|
|
|
127 |
|
|
|
— |
|
|
|
323 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) before income taxes |
|
|
1,200 |
|
|
|
646 |
|
|
|
— |
|
|
|
1,846 |
|
| INCOME TAX PROVISION (BENEFIT) |
|
|
(497 |
) |
|
|
239 |
|
|
|
— |
|
|
|
(258 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
1,697 |
|
|
$ |
407 |
|
|
$ |
— |
|
|
$ |
2,104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
3,337 |
|
|
$ |
407 |
|
|
$ |
— |
|
|
$ |
3,744 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
4,409 |
|
|
$ |
786 |
|
|
$ |
— |
|
|
$ |
5,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
6,049 |
|
|
$ |
786 |
|
|
$ |
— |
|
|
$ |
6,835 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
1,697 |
|
|
$ |
407 |
|
|
$ |
— |
|
|
|
2,104 |
|
| Income tax expense (benefit) |
|
|
(497 |
) |
|
|
239 |
|
|
|
— |
|
|
|
(258 |
) |
| Interest expense (income), net |
|
|
196 |
|
|
|
127 |
|
|
|
— |
|
|
|
323 |
|
| Depreciation and amortization |
|
|
3,013 |
|
|
|
13 |
|
|
|
— |
|
|
|
3,026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
4,409 |
|
|
$ |
786 |
|
|
$ |
— |
|
|
$ |
5,195 |
|
| Stock-based compensation |
|
|
550 |
|
|
|
— |
|
|
|
— |
|
|
|
550 |
|
| Acquisition related costs |
|
|
229 |
|
|
|
— |
|
|
|
— |
|
|
|
229 |
|
| Restructuring and other charges |
|
|
861 |
|
|
|
— |
|
|
|
— |
|
|
|
861 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
6,049 |
|
|
$ |
786 |
|
|
$ |
— |
|
|
$ |
6,835 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
1,697 |
|
|
$ |
407 |
|
|
$ |
— |
|
|
$ |
2,104 |
|
| Stock-based compensation |
|
|
550 |
|
|
|
— |
|
|
|
— |
|
|
|
550 |
|
| Acquisition related costs |
|
|
229 |
|
|
|
— |
|
|
|
— |
|
|
|
229 |
|
| Restructuring and other charges |
|
|
861 |
|
|
|
— |
|
|
|
— |
|
|
|
861 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
3,337 |
|
|
$ |
407 |
|
|
$ |
— |
|
|
$ |
3,744 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate
similar financial models on behalf of our client relationships.
Page 9 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended December 31, 2013
(In Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product revenue, net |
|
$ |
— |
|
|
$ |
21,322 |
|
|
$ |
— |
|
|
$ |
21,322 |
|
| Service fee revenue |
|
|
30,580 |
|
|
|
3,689 |
|
|
|
— |
|
|
|
34,269 |
|
| Service fee revenue - affiliate |
|
|
3,779 |
|
|
|
338 |
|
|
|
(4,117 |
) |
|
|
— |
|
| Pass-thru revenue |
|
|
11,133 |
|
|
|
— |
|
|
|
— |
|
|
|
11,133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total revenues |
|
|
45,492 |
|
|
|
25,349 |
|
|
|
(4,117 |
) |
|
|
66,724 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COSTS OF REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of product revenue |
|
|
— |
|
|
|
20,022 |
|
|
|
— |
|
|
|
20,022 |
|
| Cost of service fee revenue |
|
|
24,028 |
|
|
|
3,547 |
|
|
|
(3,680 |
) |
|
|
23,895 |
|
| Cost of pass-thru revenue |
|
|
11,133 |
|
|
|
— |
|
|
|
— |
|
|
|
11,133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total costs of revenues |
|
|
35,161 |
|
|
|
23,569 |
|
|
|
(3,680 |
) |
|
|
55,050 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross profit |
|
|
10,331 |
|
|
|
1,780 |
|
|
|
(437 |
) |
|
|
11,674 |
|
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
11,036 |
|
|
|
1,241 |
|
|
|
(437 |
) |
|
|
11,840 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) from operations |
|
|
(705 |
) |
|
|
539 |
|
|
|
— |
|
|
|
(166 |
) |
| INTEREST EXPENSE (INCOME), NET |
|
|
(29 |
) |
|
|
144 |
|
|
|
— |
|
|
|
115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) before income taxes |
|
|
(676 |
) |
|
|
395 |
|
|
|
— |
|
|
|
(281 |
) |
| INCOME TAX PROVISION (BENEFIT) |
|
|
(15 |
) |
|
|
143 |
|
|
|
— |
|
|
|
128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(661 |
) |
|
$ |
252 |
|
|
$ |
— |
|
|
$ |
(409 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
718 |
|
|
$ |
252 |
|
|
$ |
— |
|
|
$ |
970 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
1,929 |
|
|
$ |
582 |
|
|
$ |
— |
|
|
$ |
2,511 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
3,308 |
|
|
$ |
582 |
|
|
$ |
— |
|
|
$ |
3,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(661 |
) |
|
$ |
252 |
|
|
$ |
— |
|
|
|
(409 |
) |
| Income tax expense (benefit) |
|
|
(15 |
) |
|
|
143 |
|
|
|
— |
|
|
|
128 |
|
| Interest expense (income), net |
|
|
(29 |
) |
|
|
144 |
|
|
|
— |
|
|
|
115 |
|
| Depreciation and amortization |
|
|
2,634 |
|
|
|
43 |
|
|
|
— |
|
|
|
2,677 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
1,929 |
|
|
$ |
582 |
|
|
$ |
— |
|
|
$ |
2,511 |
|
| Stock-based compensation |
|
|
1,379 |
|
|
|
— |
|
|
|
— |
|
|
|
1,379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
3,308 |
|
|
$ |
582 |
|
|
$ |
— |
|
|
$ |
3,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(661 |
) |
|
$ |
252 |
|
|
$ |
— |
|
|
$ |
(409 |
) |
| Stock-based compensation |
|
|
1,379 |
|
|
|
— |
|
|
|
— |
|
|
|
1,379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
718 |
|
|
$ |
252 |
|
|
$ |
— |
|
|
$ |
970 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate
similar financial models on behalf of our client relationships.
Page 10 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Twelve Months Ended December 31, 2014
(In Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product revenue, net |
|
$ |
— |
|
|
$ |
75,284 |
|
|
$ |
— |
|
|
$ |
75,284 |
|
| Service fee revenue |
|
|
119,573 |
|
|
|
14,812 |
|
|
|
— |
|
|
|
134,385 |
|
| Service fee revenue - affiliate |
|
|
14,556 |
|
|
|
1,138 |
|
|
|
(15,694 |
) |
|
|
— |
|
| Pass-thru revenue |
|
|
37,379 |
|
|
|
— |
|
|
|
|
|
|
|
37,379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total revenues |
|
|
171,508 |
|
|
|
91,234 |
|
|
|
(15,694 |
) |
|
|
247,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COSTS OF REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of product revenue |
|
|
— |
|
|
|
71,019 |
|
|
|
— |
|
|
|
71,019 |
|
| Cost of service fee revenue |
|
|
94,301 |
|
|
|
15,182 |
|
|
|
(14,625 |
) |
|
|
94,858 |
|
| Cost of pass-thru revenue |
|
|
37,379 |
|
|
|
— |
|
|
|
— |
|
|
|
37,379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total costs of revenues |
|
|
131,680 |
|
|
|
86,201 |
|
|
|
(14,625 |
) |
|
|
203,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross profit |
|
|
39,828 |
|
|
|
5,033 |
|
|
|
(1,069 |
) |
|
|
43,792 |
|
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
45,779 |
|
|
|
2,948 |
|
|
|
(1,069 |
) |
|
|
47,658 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) from operations |
|
|
(5,951 |
) |
|
|
2,085 |
|
|
|
— |
|
|
|
(3,866 |
) |
| INTEREST EXPENSE (INCOME), NET |
|
|
264 |
|
|
|
549 |
|
|
|
— |
|
|
|
813 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) before income taxes |
|
|
(6,215 |
) |
|
|
1,536 |
|
|
|
— |
|
|
|
(4,679 |
) |
| INCOME TAX PROVISION (BENEFIT) |
|
|
(625 |
) |
|
|
572 |
|
|
|
— |
|
|
|
(53 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(5,590 |
) |
|
$ |
964 |
|
|
$ |
— |
|
|
$ |
(4,626 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
252 |
|
|
$ |
964 |
|
|
$ |
— |
|
|
$ |
1,216 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
5,669 |
|
|
$ |
2,140 |
|
|
$ |
— |
|
|
$ |
7,809 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
11,511 |
|
|
$ |
2,140 |
|
|
$ |
— |
|
|
$ |
13,651 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(5,590 |
) |
|
$ |
964 |
|
|
$ |
— |
|
|
|
(4,626 |
) |
| Income tax expense (benefit) |
|
|
(625 |
) |
|
|
572 |
|
|
|
— |
|
|
|
(53 |
) |
| Interest expense (income), net |
|
|
264 |
|
|
|
549 |
|
|
|
— |
|
|
|
813 |
|
| Depreciation and amortization |
|
|
11,620 |
|
|
|
55 |
|
|
|
— |
|
|
|
11,675 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
5,669 |
|
|
$ |
2,140 |
|
|
$ |
— |
|
|
$ |
7,809 |
|
| Stock-based compensation |
|
|
3,059 |
|
|
|
— |
|
|
|
— |
|
|
|
3,059 |
|
| Acquisition related costs |
|
|
1,749 |
|
|
|
— |
|
|
|
— |
|
|
|
1,749 |
|
| Restructuring and other charges |
|
|
1,034 |
|
|
|
— |
|
|
|
— |
|
|
|
1,034 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
11,511 |
|
|
$ |
2,140 |
|
|
$ |
— |
|
|
$ |
13,651 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(5,590 |
) |
|
$ |
964 |
|
|
$ |
— |
|
|
$ |
(4,626 |
) |
| Stock-based compensation |
|
|
3,059 |
|
|
|
— |
|
|
|
— |
|
|
|
3,059 |
|
| Acquisition related costs |
|
|
1,749 |
|
|
|
— |
|
|
|
— |
|
|
|
1,749 |
|
| Restructuring and other charges |
|
|
1,034 |
|
|
|
— |
|
|
|
— |
|
|
|
1,034 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
252 |
|
|
$ |
964 |
|
|
$ |
— |
|
|
$ |
1,216 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate
similar financial models on behalf of our client relationships.
Page 11 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Twelve Months Ended December 31, 2013
(In Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product revenue, net |
|
$ |
— |
|
|
$ |
90,982 |
|
|
$ |
— |
|
|
$ |
90,982 |
|
| Service fee revenue |
|
|
104,448 |
|
|
|
8,529 |
|
|
|
— |
|
|
|
112,977 |
|
| Service fee revenue - affiliate |
|
|
10,246 |
|
|
|
1,448 |
|
|
|
(11,694 |
) |
|
|
— |
|
| Pass-thru revenue |
|
|
37,644 |
|
|
|
— |
|
|
|
— |
|
|
|
37,644 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total revenues |
|
|
152,338 |
|
|
|
100,959 |
|
|
|
(11,694 |
) |
|
|
241,603 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COSTS OF REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of product revenue |
|
|
— |
|
|
|
85,237 |
|
|
|
— |
|
|
|
85,237 |
|
| Cost of service fee revenue |
|
|
78,843 |
|
|
|
8,708 |
|
|
|
(10,391 |
) |
|
|
77,160 |
|
| Cost of pass-thru revenue |
|
|
37,644 |
|
|
|
— |
|
|
|
— |
|
|
|
37,644 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total costs of revenues |
|
|
116,487 |
|
|
|
93,945 |
|
|
|
(10,391 |
) |
|
|
200,041 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross profit |
|
|
35,851 |
|
|
|
7,014 |
|
|
|
(1,303 |
) |
|
|
41,562 |
|
| SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
41,709 |
|
|
|
5,829 |
|
|
|
(1,303 |
) |
|
|
46,235 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) from operations |
|
|
(5,858 |
) |
|
|
1,185 |
|
|
|
— |
|
|
|
(4,673 |
) |
| INTEREST EXPENSE (INCOME), NET |
|
|
84 |
|
|
|
595 |
|
|
|
— |
|
|
|
679 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (loss) before income taxes |
|
|
(5,942 |
) |
|
|
590 |
|
|
|
— |
|
|
|
(5,352 |
) |
| INCOME TAX PROVISION (BENEFIT) |
|
|
185 |
|
|
|
354 |
|
|
|
— |
|
|
|
539 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(6,127 |
) |
|
$ |
236 |
|
|
$ |
— |
|
|
$ |
(5,891 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
(1,008 |
) |
|
$ |
236 |
|
|
$ |
— |
|
|
$ |
(772 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
4,193 |
|
|
$ |
1,344 |
|
|
$ |
— |
|
|
$ |
5,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
9,312 |
|
|
$ |
1,344 |
|
|
$ |
— |
|
|
$ |
10,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(6,127 |
) |
|
$ |
236 |
|
|
$ |
— |
|
|
|
(5,891 |
) |
| Income tax expense (benefit) |
|
|
185 |
|
|
|
354 |
|
|
|
— |
|
|
|
539 |
|
| Interest expense (income), net |
|
|
84 |
|
|
|
595 |
|
|
|
— |
|
|
|
679 |
|
| Depreciation and amortization |
|
|
10,051 |
|
|
|
159 |
|
|
|
— |
|
|
|
10,210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EBITDA |
|
$ |
4,193 |
|
|
$ |
1,344 |
|
|
$ |
— |
|
|
$ |
5,537 |
|
| Stock-based compensation |
|
|
2,574 |
|
|
|
— |
|
|
|
— |
|
|
|
2,574 |
|
| Restructuring and other charges |
|
|
2,545 |
|
|
|
— |
|
|
|
— |
|
|
|
2,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ADJUSTED EBITDA |
|
$ |
9,312 |
|
|
$ |
1,344 |
|
|
$ |
— |
|
|
$ |
10,656 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows: |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
(6,127 |
) |
|
$ |
236 |
|
|
$ |
— |
|
|
$ |
(5,891 |
) |
| Stock-based compensation |
|
|
2,574 |
|
|
|
— |
|
|
|
— |
|
|
|
2,574 |
|
| Restructuring and other charges |
|
|
2,545 |
|
|
|
— |
|
|
|
— |
|
|
|
2,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NON-GAAP NET INCOME (LOSS) |
|
$ |
(1,008 |
) |
|
$ |
236 |
|
|
$ |
— |
|
|
$ |
(772 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate
similar financial models on behalf of our client relationships.
Page 12 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Condensed Consolidating Balance Sheets
as of December 31, 2014
(In
Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CURRENT ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash and cash equivalents |
|
$ |
6,671 |
|
|
$ |
11,457 |
|
|
$ |
— |
|
|
$ |
18,128 |
|
| Restricted cash |
|
|
— |
|
|
|
521 |
|
|
|
— |
|
|
|
521 |
|
| Accounts receivable, net |
|
|
42,081 |
|
|
|
18,415 |
|
|
|
(1,370 |
) |
|
|
59,126 |
|
| Inventories, net |
|
|
— |
|
|
|
10,534 |
|
|
|
— |
|
|
|
10,534 |
|
| Other receivables |
|
|
— |
|
|
|
5,638 |
|
|
|
— |
|
|
|
5,638 |
|
| Prepaid expenses and other current assets |
|
|
6,141 |
|
|
|
962 |
|
|
|
— |
|
|
|
7,103 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total current assets |
|
|
54,893 |
|
|
|
47,527 |
|
|
|
(1,370 |
) |
|
|
101,050 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| PROPERTY AND EQUIPMENT, net |
|
|
26,478 |
|
|
|
126 |
|
|
|
— |
|
|
|
26,604 |
|
| RECEIVABLE/INVESTMENT IN AFFILIATES |
|
|
9,938 |
|
|
|
— |
|
|
|
(9,938 |
) |
|
|
— |
|
| INTANGIBLE ASSETS, net |
|
|
2,170 |
|
|
|
|
|
|
|
|
|
|
|
2,170 |
|
| GOODWILL |
|
|
8,366 |
|
|
|
— |
|
|
|
— |
|
|
|
8,366 |
|
| OTHER ASSETS |
|
|
2,527 |
|
|
|
29 |
|
|
|
— |
|
|
|
2,556 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total assets |
|
|
104,372 |
|
|
|
47,682 |
|
|
|
(11,308 |
) |
|
|
140,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Current portion of long-term debt and capital lease obligations |
|
$ |
3,583 |
|
|
$ |
3,267 |
|
|
$ |
— |
|
|
$ |
6,850 |
|
| Trade accounts payable |
|
|
13,001 |
|
|
|
27,211 |
|
|
|
(1,370 |
) |
|
|
38,842 |
|
| Deferred revenue |
|
|
9,098 |
|
|
|
— |
|
|
|
— |
|
|
|
9,098 |
|
| Accrued expenses |
|
|
21,338 |
|
|
|
7,135 |
|
|
|
— |
|
|
|
28,473 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total current liabilities |
|
|
47,020 |
|
|
|
37,613 |
|
|
|
(1,370 |
) |
|
|
83,263 |
|
|
|
|
|
|
| LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion |
|
|
4,062 |
|
|
|
— |
|
|
|
— |
|
|
|
4,062 |
|
| PAYABLE TO AFFILIATES |
|
|
— |
|
|
|
22,045 |
|
|
|
(22,045 |
) |
|
|
— |
|
| DEFERRED REVENUE |
|
|
5,355 |
|
|
|
— |
|
|
|
— |
|
|
|
5,355 |
|
| DEFERRED RENT |
|
|
4,870 |
|
|
|
|
|
|
|
|
|
|
|
4,870 |
|
| OTHER LONG TERM LIABILITIES |
|
|
3,091 |
|
|
|
— |
|
|
|
— |
|
|
|
3,091 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total liabilities |
|
|
64,398 |
|
|
|
59,658 |
|
|
|
(23,415 |
) |
|
|
100,641 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| SHAREHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common stock |
|
|
17 |
|
|
|
19 |
|
|
|
(19 |
) |
|
|
17 |
|
| Capital contributions |
|
|
— |
|
|
|
1,000 |
|
|
|
(1,000 |
) |
|
|
— |
|
| Additional paid-in capital |
|
|
129,457 |
|
|
|
28,060 |
|
|
|
(28,060 |
) |
|
|
129,457 |
|
| Retained earnings (accumulated deficit) |
|
|
(90,061 |
) |
|
|
(42,711 |
) |
|
|
42,846 |
|
|
|
(89,926 |
) |
| Accumulated other comprehensive income |
|
|
686 |
|
|
|
1,656 |
|
|
|
(1,660 |
) |
|
|
682 |
|
| Treasury stock |
|
|
(125 |
) |
|
|
— |
|
|
|
— |
|
|
|
(125 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total shareholders’ equity |
|
|
39,974 |
|
|
|
(11,976 |
) |
|
|
12,107 |
|
|
|
40,105 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total liabilities and shareholders’ equity |
|
$ |
104,372 |
|
|
$ |
47,682 |
|
|
$ |
(11,308 |
) |
|
$ |
140,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 13 of 15
PFSweb, Inc. and Subsidiaries
Unaudited Condensed Consolidating Balance Sheets
as of December 31, 2013
(In
Thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
PFSweb |
|
|
Business &
Retail Connect |
|
|
Eliminations |
|
|
Consolidated |
|
| ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CURRENT ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash and cash equivalents |
|
$ |
15,028 |
|
|
$ |
7,390 |
|
|
$ |
— |
|
|
$ |
22,418 |
|
| Restricted cash |
|
|
— |
|
|
|
130 |
|
|
|
— |
|
|
|
130 |
|
| Accounts receivable, net |
|
|
37,857 |
|
|
|
18,697 |
|
|
|
(1,262 |
) |
|
|
55,292 |
|
| Inventories, net |
|
|
— |
|
|
|
14,169 |
|
|
|
— |
|
|
|
14,169 |
|
| Other receivables |
|
|
— |
|
|
|
5,241 |
|
|
|
— |
|
|
|
5,241 |
|
| Prepaid expenses and other current assets |
|
|
3,552 |
|
|
|
1,161 |
|
|
|
— |
|
|
|
4,713 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total current assets |
|
|
56,437 |
|
|
|
46,788 |
|
|
|
(1,262 |
) |
|
|
101,963 |
|
|
|
|
|
|
| PROPERTY AND EQUIPMENT, net |
|
|
26,945 |
|
|
|
245 |
|
|
|
— |
|
|
|
27,190 |
|
| RECEIVABLE/INVESTMENT IN AFFILIATES |
|
|
12,563 |
|
|
|
— |
|
|
|
(12,563 |
) |
|
|
— |
|
| OTHER ASSETS |
|
|
2,800 |
|
|
|
83 |
|
|
|
— |
|
|
|
2,883 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total assets |
|
|
98,745 |
|
|
|
47,116 |
|
|
|
(13,825 |
) |
|
|
132,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Current portion of long-term debt and capital lease obligations |
|
$ |
4,419 |
|
|
$ |
3,812 |
|
|
$ |
— |
|
|
$ |
8,231 |
|
| Trade accounts payable |
|
|
11,602 |
|
|
|
23,756 |
|
|
|
(1,262 |
) |
|
|
34,096 |
|
| Deferred revenue |
|
|
8,181 |
|
|
|
— |
|
|
|
— |
|
|
|
8,181 |
|
| Accrued expenses |
|
|
18,114 |
|
|
|
6,931 |
|
|
|
— |
|
|
|
25,045 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total current liabilities |
|
|
42,316 |
|
|
|
34,499 |
|
|
|
(1,262 |
) |
|
|
75,553 |
|
|
|
|
|
|
| LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion |
|
|
2,876 |
|
|
|
— |
|
|
|
— |
|
|
|
2,876 |
|
| PAYABLE TO AFFILIATES |
|
|
— |
|
|
|
23,045 |
|
|
|
(23,045 |
) |
|
|
— |
|
| DEFERRED REVENUE |
|
|
7,491 |
|
|
|
— |
|
|
|
— |
|
|
|
7,491 |
|
| DEFERRED RENT |
|
|
5,191 |
|
|
|
— |
|
|
|
— |
|
|
|
5,191 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total liabilities |
|
|
57,874 |
|
|
|
57,544 |
|
|
|
(24,307 |
) |
|
|
91,111 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| SHAREHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Common stock |
|
|
17 |
|
|
|
19 |
|
|
|
(19 |
) |
|
|
17 |
|
| Capital contributions |
|
|
— |
|
|
|
1,000 |
|
|
|
(1,000 |
) |
|
|
— |
|
| Additional paid-in capital |
|
|
124,522 |
|
|
|
28,060 |
|
|
|
(28,060 |
) |
|
|
124,522 |
|
| Retained earnings (accumulated deficit) |
|
|
(85,360 |
) |
|
|
(41,850 |
) |
|
|
41,910 |
|
|
|
(85,300 |
) |
| Accumulated other comprehensive income |
|
|
1,817 |
|
|
|
2,343 |
|
|
|
(2,349 |
) |
|
|
1,811 |
|
| Treasury stock |
|
|
(125 |
) |
|
|
— |
|
|
|
— |
|
|
|
(125 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total shareholders’ equity |
|
|
40,871 |
|
|
|
(10,428 |
) |
|
|
10,482 |
|
|
|
40,925 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total liabilities and shareholders’ equity |
|
$ |
98,745 |
|
|
$ |
47,116 |
|
|
$ |
(13,825 |
) |
|
$ |
132,036 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 14 of 15
Company Contact:
Michael C. Willoughby
Chief Executive Officer
or
Thomas J. Madden
Chief Financial Officer
Tel 972-881-2900
Investor Relations:
Liolios Group Inc.
Scott Liolios or Sean Mansouri
Tel 949-574-3860
PFSW@liolios.com
Page 15 of 15
Pfsweb (NASDAQ:PFSW)
Historical Stock Chart
From Mar 2024 to Apr 2024
Pfsweb (NASDAQ:PFSW)
Historical Stock Chart
From Apr 2023 to Apr 2024
