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): January 22, 2007
CARREKER CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE | | 0-24201 | | 75-1622836 |
(State or Other Jurisdiction of | | (Commission File Number) | | (I.R.S. Employer |
Incorporation or Organization) | | | | Identification No.) |
| | |
4055 VALLEY VIEW LANE | | |
DALLAS, TEXAS | | 75244 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (972) 458-1981
(Former name or former 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 (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
x 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 2.01 Completion of Acquisition or Disposition of Assets
On January 22, 2007, we completed the transfer of our entire interest in Carretek LLC, a Delaware limited liability company and majority-owned subsidiary of Carreker Corporation (“Carreker”). Carretek LLC is the primary entity involved in a joint venture between us and Mastek Limited (“Mastek”), an Indian company engaged in software development and information technology outsourcing services. The Carretek joint venture was formed in 2003 for the purpose of jointly developing offshore outsourcing business opportunities to the US commercial banking industry, pursuant to an Alliance Agreement dated April 10, 2003 between us and Mastek (as subsequently amended, the “Amended Alliance Agreement”). Carretek LLC is the US-based organization responsible for management oversight and sales and marketing activities for the joint venture. Another entity formed for purposes of the joint venture is Mastek Carreker Private Limited (“Mastek Carreker Pvt.”), a private limited company incorporated in India in which we hold a minority interest. Mastek Carreker Pvt. was intended to own and manage the India-based assets and operations once the business achieved certain performance milestones. Because such milestones have not been reached, Mastek Carreker Pvt currently is inactive and has minimal assets. To date, all India-based operations have been conducted by Mastek under subcontract with Carretek LLC.
Carreker and Mastek have jointly determined to terminate the joint venture. In accordance with the exit provisions of the Amended Alliance Agreement, Mastek acquired our 51% ownership interest in Carretek LLC at no cost as our net book value in such ownership interest was zero. Mastek will be responsible for continuing the existing India-based operations to fulfill the contractual obligations of the Carretek business. Our interest in Mastek Carreker Pvt. will be also be transferred to Mastek at minimal cost at a later date, upon satisfaction of Indian regulatory requirements. We also agreed with Mastek to eliminate future sharing of gross profits or losses associated with existing Carretek customer contracts, which sharing would otherwise have been required under the Amended Alliance Agreement.
As part of the exit provisions of the Amended Alliance Agreement, if Mastek enters into a contract for outsourcing services within one year after the transfer with an active prospect then Carreker will receive 3% of all revenues derived from these contracts for a three year period. We have determined Carreker will not have significant continuing involvement nor will these contingent future cash flows be significant; therefore, the classification of the disposition of Carretek LLC as a discontinued operation is appropriate.
Item 2.05 Costs Associated with Exit or Disposal Activities
In connection with the transfer of assets described in Item 2.01 above, Carretek LLC will incur a charge for severance associated with the termination of its chief executive officer and another employee and other professional services equal to $364,000. Such charge will be incurred in the quarter ended January 31, 2007.
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Item 9.01 Financial Statements and Exhibits.
(d) Pro Forma Financial Information
Carreker Corporation
Report Regarding Pro Forma
Condensed Consolidated Financial Statements
(Unaudited)
On January 22, 2007, as described in Items 2.01 and 2.05 above, Carreker completed the transfer of its entire interest in Carretek LLC. Carreker anticipates that no gain or loss on the transfer will be realized. In connection with this business disposition, Carreker terminated two employees under severance arrangements. Charges related to the severance and other related professional services are estimated to be approximately $364,000 (Carreker’s 51% share is $186,000) and such charges will be recorded in the three months ended January 31, 2007.
The accompanying unaudited pro forma condensed consolidated balance sheet gives effect to the business disposition as if it had occurred on October 31, 2006, including the transfer of related assets and the transfer of related liabilities to Mastek. The pro forma balance sheet also reflects nonrecurring charges attributed directly to the transaction, including an accrual of severance costs and professional fees related to the disposition of the business. The unaudited pro forma condensed consolidated statements of operations for the nine months ended October 31, 2006 and for the years ended January 31, 2006, 2005 and 2004 present results of operations as if the business disposition had occurred on February 1st of each respective year. The pro forma condensed consolidated statements of operations do not include the severance charges and professional fees related to the disposition of the business.
Pro forma adjustments include the following:
1. The pro forma condensed consolidated balance sheet includes adjustments reflecting the transfer of assets to and the assumption of liabilities by Mastek as of October 31, 2006 pursuant to the Amended Alliance Agreement. No loss on the transfer of these assets and assumption of liabilities is anticipated. The pro forma condensed consolidated balance sheet also includes adjustments reflecting the accrual of $186,000 (Carreker’s share is 51% of a total of $364,000) of severance charges and estimated professional fees directly attributable to the transaction.
2. The pro forma condensed consolidated statements of operations include adjustments which reflect the elimination of revenues and costs associated with the discontinued operations. Nonrecurring charges, including severance charges and professional fees are not included in the pro forma statements of operations. Such charges will be recorded in our three month period ended January 31, 2007.
The pro forma adjustments are based upon historical information and certain assumptions that management deems appropriate. The unaudited pro forma condensed consolidated financial data presented herein are not necessarily indicative of the results Carreker would have obtained had such events occurred at the dates indicated above or of our future results.
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CARREKER CORPORATION
Pro Forma Condensed Consolidated Balance Sheet
October 31, 2006
(Unaudited)
(In thousands, except per share amounts)
| | As Reported | | Pro Forma Adjustments | | Pro Forma | |
ASSETS | | | | | | | |
Current assets | | | | | | | |
Cash and cash equivalents | | $ | 24,248 | | $ | (151 | )(a) | $ | 24,097 | |
Marketable securities | | 12,965 | | — | | 12,965 | |
Accounts receivable, net of allowance of $695 at October 31, 2006 | | 15,111 | | (171 | )(a) | 14,940 | |
Prepaid expenses and other current assets | | 2,366 | | (9 | )(a) | 2,357 | |
Total current assets | | 54,690 | | (331 | ) | 54,359 | |
| | | | | | | |
Property and equipment, net of accumulated depreciation of $25,037 at October 31, 2006 | | 6,363 | | (186 | )(a) | 6,177 | |
Capitalized software costs, net of accumulated amortization of $14,742 at October 31, 2006 | | 3,214 | | — | | 3,214 | |
Acquired developed technology, net of accumulated amortization of $23,600 at October 31, 2006 | | 2,100 | | — | | 2,100 | |
Goodwill, net of accumulated amortization of $3,405 at October 31, 2006 | | 20,765 | | — | | 20,765 | |
Customer relationships, net of accumulated amortization of $7,583 at October 31, 2006 | | 817 | | — | | 817 | |
Deferred loan costs, net of accumulated amortization of $1,707 at October 31, 2006 | | — | | — | | — | |
Other assets | | 584 | | (5 | )(a) | 579 | |
Total assets | | $ | 88,533 | | $ | (522 | ) | $ | 88,011 | |
| | | | | | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | |
| | | | | | | |
Current liabilities | | | | | | | |
Accounts payable | | $ | 1,206 | | (1 | )(a) | $ | 1,205 | |
Accrued compensation and benefits | | 6,543 | | 186 | (b) | 6,729 | |
Other accrued expenses | | 4,157 | | (477 | )(a) | 3,680 | |
Income tax payable | | 84 | | — | | 84 | |
Deferred revenue | | 17,862 | | (44 | )(a) | 17,818 | |
Accrued merger and restructuring costs | | 212 | | — | | 212 | |
Total current liabilities | | 30,064 | | (336 | ) | 29,728 | |
| | | | | | | |
Commitments and Contingencies | | | | | | | |
| | | | | | | |
Stockholders’ equity | | | | | | | |
Preferred stock, $.01 par value: 2,000 shares authorized; no shares issued or outstanding | | — | | — | | — | |
Common stock, $.01 par value: 100,000 shares authorized; 25,611 shares issued at October 31, 2006 | | 256 | | — | | 256 | |
Additional paid-in capital | | 114,611 | | — | | 114,611 | |
Accumulated deficit | | (53,010 | ) | (186 | )(b) | (53,196 | ) |
Less treasury stock, at cost: 664 common shares at October 31, 2006 | | (3,388 | ) | — | | (3,388 | ) |
Total stockholders’ equity | | 58,469 | | (186 | ) | 58,283 | |
Total liabilities and stockholders’ equity | | $ | 88,533 | | $ | (522 | ) | $ | 88,011 | |
| | | | | | | |
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
5
CARREKER CORPORATION
Pro Forma Condensed Consolidated Statement of Operations
Nine Months Ended October 31, 2006
(Unaudited)
(In thousands, except per share amounts)
| | As Reported | | Pro Forma Adjustments | | Pro Forma | |
Revenues: | | | | | | | |
Consulting | | $ | 24,336 | | $ | — | | $ | 24,336 | |
Software license | | 10,914 | | — | | 10,914 | |
Software maintenance | | 32,849 | | — | | 32,849 | |
Software implementation and other services | | 12,260 | | — | | 12,260 | |
Outsourcing services | | 1,551 | | (1,551 | )(c) | — | |
Out-of-pocket expense reimbursements | | 2,413 | | — | | 2,413 | |
Total revenues | | 84,323 | | (1,551 | ) | 82,772 | |
| | | | | | | |
Cost of revenues: | | | | | | | |
Consulting | | 14,824 | | — | | 14,824 | |
Software license | | 5,710 | | — | | 5,710 | |
Software maintenance | | 9,515 | | — | | 9,515 | |
Software implementation and other services | | 9,181 | | — | | 9,181 | |
Outsourcing services | | 1,404 | | (1,404 | )(c) | — | |
Out-of-pocket expenses | | 2,508 | | — | | 2,508 | |
Total cost of revenues | | 43,142 | | (1,404 | ) | 41,738 | |
Gross profit | | 41,181 | | (147 | ) | 41,034 | |
| | | | | | | |
Operating costs and expenses: | | | | | | | |
Selling, general and administrative | | 33,290 | | (1,121 | )(c) | 32,169 | |
Research and development | | 7,177 | | — | | 7,177 | |
Amortization of customer relationships | | 1,050 | | — | | 1,050 | |
Restructuring and other charges | | — | | — | | — | |
Total operating costs and expenses | | 41,517 | | (1,121 | ) | 40,396 | |
Income (loss) from operations | | (336 | ) | 974 | | 638 | |
| | | | | | | |
Other income (expense): | | | | | | | |
Interest income | | 1,070 | | — | | 1,070 | |
Interest expense | | (211 | ) | — | | (211 | ) |
Other income | | 649 | | (477 | )(c) | 172 | |
Total other income (expense), net | | 1,508 | | (477 | ) | 1,031 | |
Income before provision for income taxes | | 1,172 | | 497 | | 1,669 | |
Provision for income taxes | | 334 | | — | | 334 | |
Income from continuing operations | | 838 | | 497 | | 1,335 | |
Loss from discontinued operations | | — | | (497 | )(c) | (497 | ) |
Net income | | $ | 838 | | $ | — | | $ | 838 | |
| | | | | | | |
Basic income (loss) per share: | | | | | | | |
Continuing operations | | $ | 0.03 | | | | $ | 0.06 | |
Discontinued operations | | — | | | | (0.02 | ) |
Net income | | $ | 0.03 | | | | $ | 0.03 | * |
| | | | | | | |
Diluted income (loss) per share: | | | | | | | |
Continuing operations | | $ | 0.03 | | | | $ | 0.05 | |
Discontinued operations | | — | | | | (0.02 | ) |
Net income | | $ | 0.03 | | | | $ | 0.03 | |
| | | | | | | |
Shares used in computing basic earnings (loss) per share | | 24,029 | | | | 24,029 | |
Shares used in computing diluted earnings (loss) per share | | 24,456 | | | | 24,456 | |
| | | | | | | |
* Figures do not add due to rounding.
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
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CARREKER CORPORATION
Pro Forma Condensed Consolidated Statement of Operations
Year Ended January 31, 2006
(Unaudited)
(In thousands, except per share amounts)
| | As Reported | | Pro Forma Adjustments | | Pro Forma | | |
Revenues: | | | | | | | | |
Consulting | | $ | 33,244 | | $ | — | | $ | 33,244 | | |
Software license | | 18,277 | | — | | 18,277 | | |
Software maintenance | | 42,442 | | — | | 42,442 | | |
Software implementation and other services | | 18,457 | | — | | 18,457 | | |
Outsourcing services | | 1,038 | | (1,038 | )(c) | — | | |
Out-of-pocket expense reimbursements | | 3,126 | | — | | 3,126 | | |
Total revenues | | 116,584 | | (1,038 | ) | 115,546 | | |
| | | | | | | | |
Cost of revenues: | | | | | | | | |
Consulting | | 17,186 | | — | | 17,186 | | |
Software license | | 7,962 | | — | | 7,962 | | |
Software maintenance | | 14,209 | | — | | 14,209 | | |
Software implementation and other services | | 13,334 | | — | | 13,334 | | |
Outsourcing services | | 1,914 | | (1,914 | )(c) | — | | |
Out-of-pocket expenses | | 3,103 | | — | | 3,103 | | |
Total cost of revenues | | 57,708 | | (1,914 | ) | 55,794 | | |
Gross profit | | 58,876 | | 876 | | 59,752 | | |
| | | | | | | | |
Operating costs and expenses: | | | | | | | | |
Selling, general and administrative | | 45,527 | | (1,206 | )(c) | 44,321 | | |
Research and development | | 9,617 | | — | | 9,617 | | |
Amortization of customer relationships | | 1,400 | | — | | 1,400 | | |
Restructuring and other charges | | 918 | | — | | 918 | | |
Total operating costs and expenses | | 57,462 | | (1,206 | ) | 56,256 | | |
Income (loss) from operations | | 1,414 | | 2,082 | | 3,496 | | |
| | | | | | | | |
Other income (expense): | | | | | | | | |
Interest income | | 716 | | — | | 716 | | |
Interest expense | | (440 | ) | — | | (440 | ) | |
Other income | | 814 | | (1,021 | )(c) | (207 | ) | |
Total other income (expense), net | | 1,090 | | (1,021 | ) | 69 | | |
Income before provision for income taxes | | 2,504 | | 1,061 | | 3,565 | | |
Provision for income taxes | | 435 | | — | | 435 | | |
Income from continuing operations | | 2,069 | | 1,061 | | 3,130 | | |
Loss from discontinued operations | | — | | (1,061 | ) | (1,061 | ) | |
Net income | | $ | 2,069 | | $ | — | | $ | 2,069 | | |
| | | | | | | | |
Basic income (loss) per share: | | | | | | | | |
Continuing operations | | $ | 0.09 | | | | $ | 0.13 | | |
Discontinued operations | | — | | | | (0.04 | ) | |
Net income | | $ | 0.09 | | | | $ | 0.09 | | |
| | | | | | | | |
Diluted income (loss) per share: | | | | | | | | |
Continuing operations | | $ | 0.08 | | | | $ | 0.13 | | |
Discontinued operations | | — | | | | (0.04 | ) | |
Net income | | $ | 0.08 | | | | $ | 0.08 | * | |
| | | | | | | | |
Shares used in computing basic earnings (loss) per share | | 24,092 | | | | 24,092 | | |
Shares used in computing diluted earnings (loss) per share | | 24,478 | | | | 24,478 | | |
* Figures do not add due to rounding.
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
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CARREKER CORPORATION
Pro Forma Condensed Consolidated Statement of Operations
Year Ended January 31, 2005
(Unaudited)
(In thousands, except per share amounts)
| | As Reported | | Pro Forma Adjustments | | Pro Forma | |
Revenues: | | | | | | | |
Consulting | | $ | 37,193 | | $ | — | | $ | 37,193 | |
Software license | | 20,429 | | — | | 20,429 | |
Software maintenance | | 43,293 | | — | | 43,293 | |
Software implementation and other services | | 14,799 | | — | | 14,799 | |
Outsourcing services | | 139 | | (139 | )(c) | — | |
Out-of-pocket expense reimbursements | | 3,038 | | — | | 3,038 | |
Total revenues | | 118,891 | | (139 | ) | 118,752 | |
| | | | | | | |
Cost of revenues: | | | | | | | |
Consulting | | 18,989 | | — | | 18,989 | |
Software license | | 7,960 | | — | | 7,960 | |
Software maintenance | | 14,771 | | — | | 14,771 | |
Software implementation and other services | | 14,747 | | — | | 14,747 | |
Outsourcing services | | 616 | | (616 | )(c) | — | |
Out-of-pocket expenses | | 3,087 | | — | | 3,087 | |
Total cost of revenues | | 60,170 | | (616 | ) | 59,554 | |
Gross profit | | 58,721 | | 477 | | 59,198 | |
| | | | | | | |
Operating costs and expenses: | | | | | | | |
Selling, general and administrative | | 46,524 | | (1,121 | )(c) | 45,403 | |
Research and development | | 8,644 | | — | | 8,644 | |
Amortization of customer relationships | | 1,400 | | — | | 1,400 | |
Restructuring and other charges | | 3,682 | | (26 | )(c) | 3,656 | |
Total operating costs and expenses | | 60,250 | | (1,147 | ) | 59,103 | |
Income (loss) from operations | | (1,529 | ) | 1,624 | | 95 | |
| | | | | | | |
Other income (expense): | | | | | | | |
Interest income | | 306 | | — | | 306 | |
Interest expense | | (442 | ) | — | | (442 | ) |
Other income | | 1,037 | | (797 | )(c) | 240 | |
Total other income (expense), net | | 901 | | (797 | ) | 104 | |
Income (loss) before provision for income taxes | | (628 | ) | 827 | | 199 | |
Provision for income taxes | | 568 | | — | | 568 | |
Income (loss) from continuing operations | | (1,196 | ) | 827 | | (369 | ) |
Loss from discontinued operations | | — | | (827 | )(c) | (827 | ) |
Net income | | $ | (1,196 | ) | $ | — | | $ | (1,196 | ) |
| | | | | | | |
Basic income (loss) per share: | | | | | | | |
Continuing operations | | $ | (0.05 | ) | | | $ | (0.02 | ) |
Discontinued operations | | — | | | | (0.03 | ) |
Net (loss) | | $ | (0.05 | ) | | | $ | (0.05 | ) |
| | | | | | | |
Diluted income (loss) per share: | | | | | | | |
Continuing operations | | $ | (0.05 | ) | | | $ | (0.02 | ) |
Discontinued operations | | — | | | | (0.03 | ) |
Net (loss) | | $ | (0.05 | ) | | | $ | (0.05 | ) |
| | | | | | | |
Shares used in computing basic earnings (loss) per share | | 24,295 | | | | 24,295 | |
Shares used in computing diluted earnings (loss) per share | | 24,295 | | | | 24,295 | |
| | | | | | | |
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
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CARREKER CORPORATION
Pro Forma Condensed Consolidated Statement of Operations
Year Ended January 31, 2004
(Unaudited)
(In thousands, except per share amounts)
| | As Reported | | Pro Forma Adjustments | | Pro Forma | |
Revenues: | | | | | | | |
Consulting | | $ | 34,064 | | $ | — | | $ | 34,064 | |
Software license | | 27,365 | | — | | 27,365 | |
Software maintenance | | 43,081 | | — | | 43,081 | |
Software implementation and other services | | 18,103 | | — | | 18,103 | |
Outsourcing services | | — | | — | | — | |
Out-of-pocket expense reimbursements | | 4,254 | | — | | 4,254 | |
Total revenues | | 126,867 | | — | | 126,867 | |
| | | | | | | |
Cost of revenues: | | | | | | | |
Consulting | | 20,470 | | — | | 20,470 | |
Software license | | 8,020 | | — | | 8,020 | |
Software maintenance | | 13,420 | | — | | 13,420 | |
Software implementation and other services | | 17,901 | | — | | 17,901 | |
Outsourcing services | | — | | — | | — | |
Out-of-pocket expenses | | 4,335 | | — | | 4,335 | |
Total cost of revenues | | 64,146 | | — | | 64,146 | |
Gross profit | | 62,721 | | — | | 62,721 | |
| | | | | | | |
Operating costs and expenses: | | | | | | | |
Selling, general and administrative | | 49,733 | | (537 | )(c) | 49,196 | |
Research and development | | 7,471 | | — | | 7,471 | |
Amortization of customer relationships | | 1,400 | | — | | 1,400 | |
Restructuring and other charges | | 1,901 | | — | | 1,901 | |
Total operating costs and expenses | | 60,505 | | (537 | ) | 59,968 | |
Income (loss) from operations | | 2,216 | | 537 | | 2,753 | |
| | | | | | | |
Other income (expense): | | | | | | | |
Interest income | | 266 | | — | | 266 | |
Interest expense | | (1,218 | ) | — | | (1,218 | ) |
Other income (expense) | | 601 | | (263 | )(c) | 338 | |
Total other income (expense), net | | (351 | ) | (263 | ) | (614 | ) |
Income before provision for income taxes | | 1,865 | | 274 | | 2,139 | |
Provision for income taxes | | 200 | | — | | 200 | |
Income from continuing operations | | 1,665 | | 274 | | 1,939 | |
Loss from discontinued operations | | — | | (274 | ) | (274 | ) |
Net income | | $ | 1,665 | | $ | — | | $ | 1,665 | |
| | | | | | | |
Basic income (loss) per share: | | | | | | | |
Continuing operations | | $ | 0.07 | | | | $ | 0.08 | |
Discontinued operations | | — | | | | (0.01 | ) |
Net income | | $ | 0.07 | | | | $ | 0.07 | |
| | | | | | | |
Diluted income (loss) per share: | | | | | | | |
Continuing operations | | $ | 0.07 | | | | $ | 0.08 | |
Discontinued operations | | — | | | | (0.01 | ) |
Net income | | $ | 0.07 | | | | $ | 0.07 | |
| | | | | | | |
Shares used in computing basic earnings (loss) per share | | 23,736 | | | | 23,736 | |
Shares used in computing diluted earnings (loss) per share | | 24,384 | | | | 24,384 | |
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
9
Carreker Corporation
Notes to Pro Forma Condensed Consolidated Financial Statements
(unaudited)
Note (a) | | This adjustment reflects the transfer of the assets to and the assumption of the liabilities of Carretek LLC by Mastek as of October 31, 2006. The cash transferred has been reduced by $247,000, which represents the payment of the intercompany balance due to Carreker of $169,000 plus the book value of the 51% share of the net assets of Carretek LLC. |
| | |
Note (b) | | This adjustment reflects the amount of severance and other professional services directly attributable to this transaction. The total amount of these costs is $364,000 of which Carreker’s share is $186,000. These charges are not reflected in the pro forma condensed consolidated statement of operations. Such charges will be recorded in the Carreker operating results for the three months ended January 31, 2007. |
| | |
Note (c) | | The following adjustment reflects the elimination of revenues and costs associated with the discontinued operation (amounts in thousands): |
| | Nine Months Ended October 31, 2006 | | Year Ended January 31, 2006 | | Year Ended January 31, 2005 | | Year Ended January 31, 2004 | |
Outsourcing Services revenue | | $ | 1,551 | | $ | 1,038 | | $ | 139 | | $ | — | |
Cost of Revenues — Outsourcing Services | | (1,404 | ) | (1,914 | ) | (616 | ) | — | |
Selling, general and administrative | | (1,121 | ) | (1,206 | ) | (1,121 | ) | (537 | ) |
Restructuring and other charges | | — | | — | | (26 | ) | — | |
Minority share of net loss in Carretek LLC (Other income) | | 477 | | 1,021 | | 797 | | 263 | |
Loss from discontinued operations | | $ | (497 | ) | $ | (1,061 | ) | $ | (827 | ) | $ | (274 | ) |
10
SIGNATURES
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.
Date: January 24, 2007
| CARREKER CORPORATION | |
| | | |
| By: | /s/ LISA K. PETERSON | |
| Lisa K. Peterson |
| Executive Vice President and |
| Chief Financial Officer |
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