SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended Commission File Number:
March 31, 2000 0-22065
RADIANT SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Georgia 11-2749765
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(State or other jurisdiction of incorporation (I.R.S. Employer Identification No.)
or organization)
3925 Brookside Parkway, Alpharetta, Georgia 30022
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (770) 576-6000
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(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No______________
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The number of the registrant's shares outstanding as of May 10, 2000 was
27,364,073.
1
RADIANT SYSTEMS, INC. AND SUBSIDIARIES
FORM 10-Q
TABLE OF CONTENTS
PART I: FINANCIAL INFORMATION PAGE NO.
Item 1: Financial Statements
Condensed Consolidated Balance Sheets as of March 31, 2000 and 3
December 31, 1999
Condensed Consolidated Statements of Operations for the Three 4
Months Ended March 31, 2000 and 1999
Condensed Consolidated Statements of Cash Flows for the Three 5
Months Ended March 31, 2000 and 1999
Notes to Condensed Consolidated Financial Statements 6-8
Item 2: Management's Discussion and Analysis of Financial Condition and 9-13
Results of Operations
Item 3: Quantitative and Qualitative Disclosures About Market Risks 13
PART II: OTHER INFORMATION
Item 6: Exhibits and Reports on Form 8-K 14
Signature 14
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
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RADIANT SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
March 31, December 31,
2000 1999
--------------- -----------------
(unaudited)
ASSETS
Current assets
Cash and cash equivalents $ 57,595 $ 53,435
Accounts receivable, net 20,239 17,929
Inventories 12,977 13,141
Other short-term assets 3,696 3,256
-------------- ----------------
Total current assets 94,507 87,761
Property and equipment, net 10,904 7,857
Software development costs, net 5,921 5,394
Other long-term assets 6,529 10,987
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$ 117,861 $ 111,999
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities $ 10,702 $ 14,466
Client deposits and unearned revenue 5,753 7,243
Current portion of long-term debt 1 105
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Total current liabilities 16,456 21,814
Long-term debt, less current portion -- 4,250
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Total liabilities 16,456 26,064
Shareholders' equity
Common stock, no par value; 30,000,000 shares authorized;
17,532,832 and 16,983,925 shares issued and outstanding 0 0
Additional paid-in capital 112,210 100,872
Accumulated deficit (10,805) (14,937)
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Total shareholders' equity 101,405 85,935
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$ 117,861 $ 111,999
============== ================
The accompanying notes are an integral part of these condensed consolidated
financial statements
3
RADIANT SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
Unaudited
For the three months ended
March 31,
2000 1999
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Revenues:
System sales $ 21,130 $ 17,235
Client support, maintenance and other services 11,286 7,039
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Total revenues 32,416 24,274
Cost of revenues:
System sales 9,989 8,484
Client support, maintenance and other services 8,712 5,886
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Total cost of revenues 18,701 14,370
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Gross profit 13,715 9,904
Operating Expenses:
Product development 2,191 2,575
Sales and marketing 2,901 2,927
Depreciation and amortization 1,605 1,379
General and administrative 3,379 3,159
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Income (loss) from operations 3,639 (136)
Interest income, net 707 343
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Income before income tax and extraordinary item 4,346 207
Income tax provision 1,734 83
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Income before extraordinary item 2,612 124
Extraordinary item:
Gain on early extinguishment of debt, net of taxes 1,520 -
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Net income $ 4,132 $ 124
============ ============
Basic income per share:
Income before extraordinary item $ 0.15 $ 0.01
Extraordinary income on early extinguishment of debt 0.08 -
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Total basic income per share $ 0.23 $ 0.01
============ ============
Diluted income per share:
Income before extraordinary item $ 0.13 $ 0.01
Extraordinary income on early extinguishment of debt 0.08 -
------------ ------------
Total diluted income per share $ 0.21 $ 0.01
============ ============
Weighted average shares outstanding:
Basic 17,625 16,078
============ ============
Diluted 19,807 17,491
============ ============
The accompanying notes are an integral part of these condensed consolidated
financial statements
4
RADIANT SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Unaudited
For the three months ended
March 31,
2000 1999
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 4,132 $ 124
Adjustments to reconcile net income to net cash (used in)
provided by operating activities:
Gain on early extinguishment of debt (1,518) --
Amortization of deferred compensation 13 25
Depreciation and amortization 2,075 1,557
Imputed interest on shareholder note 57 57
Changes in assets and liabilities:
Accounts receivable (2,310) (758)
Inventories 164 994
Other assets 1,083 382
Accounts payable and accrued liabilities (3,736) 2,231
Client deposits and deferred revenue (1,491) 1,793
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Net cash (used in) provided by operating activities (1,531) 6,405
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (4,333) (728)
Capitalized software development costs (997) (854)
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Net cash used in investing activities (5,330) (1,582)
CASH FLOWS FROM FINANCING ACTIVITIES:
Exercise of employee stock options 1,325 1,340
Repurchase of common stock -- (514)
Issuance of common stock 10,000 --
Principal payments under capital lease obligations -- (12)
Principal payments under long-term debt (304) (4)
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Net cash provided by financing activities 11,021 810
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Increase in cash and cash equivalents 4,160 5,633
Cash and cash equivalents at beginning of year 53,435 25,536
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Cash and cash equivalents at end of period $ 57,595 $ 31,169
============ =============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ -- $ 3
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Income taxes $ 30 $ --
============ =============
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles applicable
to interim financial statements. Accordingly, they do not include all of the
information and notes required by generally accepted accounting principles for
complete financial statements. In the opinion of Radiant Systems, Inc. (the
"Company") management, these condensed consolidated financial statements contain
all adjustments (which comprise only normal and recurring accruals) necessary
for fair presentation of the consolidated financial condition and results of
operations for these periods. The interim results for the three months ended
March 31, 2000 are not necessarily indicative of the results to be expected for
the full year. These statements should be read in conjunction with the Company's
consolidated financial statements as filed in its Annual Report on Form 10-K for
the year ended December 31, 1999.
2. Net Income Per Share
Basic net income per common share is computed by dividing net income by the
weighted-average number of shares outstanding. Diluted net income per share
includes the dilutive effect of stock options.
A reconciliation of the weighted average number of common shares outstanding
assuming dilution is as follows (in thousands):
For the three months ended
March 31,
---------------------------
2000 1999
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Average common shares outstanding 17,625 16,078
Dilutive effect of outstanding stock options 2,182 1,413
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Average common shares outstanding assuming dilution 19,807 17,491
========== ===========
For the quarter ended March 31, 2000 and 1999, options with an antidilutive
impact of approximately 20,000 and 83,000 shares of common stock were excluded
from the above reconciliation.
3. Segment Reporting Data
Prior to January 1, 2000 the Company operated through two primary reportable
segments (i) Global Solutions and (ii) Regional Solutions. Effective January 1,
2000, the Company restructured its business units and as a result, currently
operates under one segment, providing enterprise technology solutions to
businesses that serve the consumer. To date, the Company's product
applications have been focused on the convenience store, food service,
entertainment and convenient automotive service center markets, as these markets
require many of the same product features and functionality. Revenues from
these markets for the first quarter ended March 31, 2000 and 1999 are as follows
(in thousands):
6
2000 1999
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Convenience store $ 16,079 $ 12,077
Entertainment and cinema 7,900 5,457
Food service 7,860 6,250
Automotive service centers 577 490
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Total revenues $ 32,416 $ 24,274
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The Company distributes it's technology both within the United States and
internationally, however, to date, international sales have not been material.
4. Significant Events
On March 1, 2000, the Company and Microsoft Corporation jointly announced,
subject to execution of a definitive agreement, that both companies have joined
forces to develop and market an integrated Web-enabled management system and
supply chain solution to enable retailers to conduct business to business e-
commerce over the Internet. In addition, Microsoft agreed to make an equity
investment in the Company and committed to support the Company's solution
through joint marketing programs, funding for product development, consulting
services, developer support, and distribution via the Microsft(R) bCentral(TM)
small-business portal. Further, Microsoft and the Company have created an open
structure that allows for other strategic and equity participants.
On March 3, 2000, the Company finalized an agreement with America Online, Inc.
("AOL") and MovieFone, Inc., a subsidiary of AOL ("MF"), to form a strategic
relationship in the retail point of sale business. This relationship, among
other aspects, entails a ten-year marketing and development agreement whereby
the Company will develop and manufacture point of sale systems and services for
sale to the entertainment industry pursuant to MF's specifications, which will
make such point of sale systems interoperable with MF's remote entertainment and
event ticketing services. The relationship also contemplates future
collaborative efforts between the companies. As part of this relationship, AOL
purchased $10.0 million of the Company's common stock at a price of $15 per
share. In addition, AOL has agreed to invest $25.0 million in a to be formed
subsidiary of the Company to engage in consumer interactive businesses other
than in the entertainment industry (e.g., interactive fuel and dispenser
business and interactive restaurant self-ordering business). In return for its
investment, AOL will receive a 15% equity interest in the form of preferred
stock of this subsidiary. To the extent AOL does not invest $25.0 million in the
to be formed subsidiary, AOL has agreed to invest the balance in another to be
formed subsidiary of the Company or purchase common stock of the Company at the
then current market price.
On March 30, 2000 the Company and the former sole shareholder of RapidFire
reached an agreement whereby the Company paid to the former shareholder $200,000
and forgave a $1.5 million note receivable, and in return, was relieved in full
of its indebtedness to the shareholder. This indebtedness consisted of a
noninterest-bearing note with a lump-sum payment of $6.0 million due October 31,
2005 ($4.3 million at December 31, 1999) and was issued October 31, 1997 as part
of the Company's acquisition of RapidFire. As a result of this early
extinguishment of debt, the Company recorded an
7
extraordinary gain of approximately $1.5 million, net of tax, during the first
quarter ended March 31, 2000.
5. Accounting Pronouncements
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard No. 133, "Accounting for Derivative Instruments
and Hedging Activities" (FAS 133). This statement establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. The
Company will be required to adopt FAS 133 for the quarter ended March 31, 2001.
The Company does not expect the adoption to have a material impact on its
results of operations.
In December 1999, the Securities and Exchange Commission (the "SEC") issued
Staff Accounting Bulletin ("SAB") No. 101, "Revenue Recognition." SAB No. 101
does not change existing accounting literature on revenue recognition, but
rather explains the SEC staff's general framework for revenue recognition. SAB
No. 101 states that changes in accounting to apply the guidance in SAB No. 101
may be accounted for as a change in accounting principle and must be recorded in
the second quarter of 2000. The Company is currently reviewing its revenue
recognition policy but does not expect the adoption of SAB No. 101 to have a
material impact on the Company results of operations.
8
Item 2. Management's Discussion and Analysis of Financial Condition and Results
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of Operations
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Overview
Radiant Systems, Inc. (the "Company" or "Radiant") provides enterprise-wide
technology solutions to businesses that serve the consumer. The Company offers
fully integrated retail automation solutions including point of sale systems,
consumer-activated ordering systems, back office management systems,
headquarters-based management systems and Web-enabled decision support systems.
The Company's products provide integrated, end-to-end solutions that span from
the consumer to the supply chain. The Company's products enable retailers to
interact electronically with consumers, capture data at the point of sale,
manage site operations, analyze data, communicate electronically with their
sites, and interact with vendors through electronic data interchange and Web-
based marketplaces. The Company also develops and markets a variety of
intelligent, Windows CE based devices that are specific to the retail industry.
In addition, the Company offers professional services focusing on technical
implementation, process improvement and change management as well as hardware
maintenance services and 24-hour help desk support.
The Company derives its revenues primarily from the sale of integrated systems,
including software, hardware and related support and consulting services. In
addition, the Company offers implementation and integration services which are
billed on a per diem basis. The Company's revenues from its various technology
solutions are, for the most part, dependent on the number of installed sites a
client has. Accordingly, while the typical sale is the result of a long,
complex process, the Company's clients usually continue installing additional
sites over an extended period of time. Revenues from software and systems sales
are recognized as products are shipped, provided that collection is probable and
no significant post shipment vendor obligations remain. Revenues from client
support, maintenance and other services are generally recognized as the service
is performed.
In 1999, the Company began developing its new generation of management systems
products-- WAVE. This product architecture is designed to combine and expand the
functionality of its Site Management Systems and Headquarter-Based Management
Systems. The Company's architecture and platforms for these products are
entirely web-based, which the Company believes will enable it to increase the
functionality while decreasing the costs of implementing and maintaining
technology solutions for retailers. Additionally, the Company has extended its
WAVE technology to include web-enabled, centrally hosted management software and
integrated purchasing software built around industry-specific marketplaces.
Management believes that these products will strengthen its product offerings by
providing integrated, end-to-end solutions that span from the consumer to the
supply chain.
The Company intends to offer its WAVE software through the application service
provider, or "ASP", delivery model. In the ASP delivery model, the Company
would remotely host applications from an offsite central server that users can
access over dedicated lines, virtual private networks or the Internet.
Additionally, the Company plans to offer the product through installations
directly in client locations as "client-hosted" systems. The Company also
intends to offer Internet solutions that will allow its clients to utilize the
Internet to enhance site management and conduct business-to-business e-commerce.
The Company is continuing to develop its WAVE solution and to establish
strategic relationships to facilitate these product offerings.
In connection with its strategy to develop ASP-delivered products, the Company
announced in April 2000 that it plans to begin converting certain new and
existing products to a subscription-based pricing model. Under this
subscription-pricing model, clients will pay a fixed, monthly fee for use of the
Company's site
9
and headquarters solutions and the computer hardware necessary to utilize those
applications and solutions. This represents a change in the Company historical
pricing model in which clients were charged an initial licensing fee for use of
the Company's products and continuing maintenance and support over the license
period. The Company intends to begin offering its products and services on the
subscription-pricing model in the second quarter of 2000. The Company will
initially continue to derive a majority of its revenue from its traditional
sales model of one-time software license revenues, hardware sales and software
maintenance and support fees that will be paid by its existing clients. However,
as a result of the transition to the subscription-pricing model, the Company
expects to see a decline in the one-time revenues from software license fees and
hardware sales, replaced over time by monthly subscription fees. In addition,
the Company expects revenue from maintenance and support from existing clients
to decline and to be replaced by subscription fees as existing clients convert
to the subscription-pricing model. The Company expects the percentage of revenue
that is recurring in nature to increase substantially as a result of the change
to a subscription-pricing model.
This change in the Company's product strategy to develop and offer ASP-delivered
and Internet solutions and the transition to a subscription-pricing model
involve certain risks and assumptions. There can be no assurance that the
Company will successfully implement these changes in its organization, product
strategy or pricing model or that the changes will not have a material adverse
effect on the Company's business, financial condition or results of operations.
Subsequent to March 31, 2000 the Company effected a 3-for-2 stock split. This
split was effective April 1, 2000 and had no effect on the accompanying
financial statements.
Results of Operations
Three months ended March 31, 2000 compared to three months ended March 31, 1999
System Sales. The Company derives the majority of its revenues from sales and
licensing fees for its headquarters, back office management and point of sale
solutions. Systems sales increased 22.6% to $21.1 million for the quarter ended
March 31, 2000 (the "first quarter 2000"), compared to $17.2 million for the
quarter ended March 31, 1999 (the "first quarter 1999"). The increase related to
sales and license fees from new and existing clients.
Client Support, Maintenance and Other Services. The Company also derives
revenues from client support, maintenance and other services, which increased
60.3% to $11.3 million for the first quarter 2000, compared to $7.0 million for
the first quarter 1999. The increase was due to increased support, maintenance
and other services revenues within its existing markets resulting from increased
system sales. Additionally, increased client demand for professional services
such as training, custom software development, project management and
implementation services contributed to this increase.
Cost of Systems Sales. Cost of systems sales consists primarily of hardware and
peripherals for site-based systems and labor. These costs are expensed as
products are shipped. Cost of system sales increased 17.7% to $10.0 million for
the first quarter 2000, compared to $8.5 million for the first quarter 1999. The
increase was attributable to the increase in systems sales. Cost of systems
sales as a percentage of systems revenues decreased to 47.3% from 49.2%. The
decrease was due primarily to increases in software sales as a percentage of
total system revenues and increased efficiencies associated with the manufacture
of site-based systems. Additionally, amortization of capitalized software
development costs increased 61.9% to $470,000 for the first quarter 2000,
compared to $179,000 during the first quarter 1999.
10
Cost of Client Support, Maintenance and Other Services. Cost of client support,
maintenance and other services consists primarily of personnel and other costs
associated with the Company's services operations. Cost of client support,
maintenance and other services increased 48.0% to $8.7 million for the first
quarter 2000 from $5.9 million for the first quarter 1999. The increase was due
primarily to the Company's expansion of its professional service offerings and
the related increase in wages associated with this effort. Cost of client
support, maintenance and other services as a percentage of client support,
maintenance and other services revenues decreased to 77.2% from 83.6%, due to
increased efficiencies and staff utilization.
Product Development Expenses. Product development expenses consist primarily of
wages and materials expended on product development efforts. Product
development expenses decreased 14.9% to $2.2 million for the first quarter 2000,
compared to $2.6 million for the first quarter 1999. The decrease was due
primarily to higher capitalization of software costs associated with the
Company's development of its WAVE and Lighthouse generation of products. In the
first quarter 2000, software development costs of $1.0 million, or 31.3% of its
total product development costs were capitalized by the Company as compared to
$853,000, or 24.9% of its total product development costs for the first quarter
1999. Product development expenses as a percentage of total revenues decreased
to 6.8% from 10.6%, as total revenues increased at a faster pace than associated
product development expenses.
Sales and Marketing Expenses. Sales and marketing expenses was virtually
unchanged at $2.9 million during both the first quarter 2000 and the first
quarter 1999. Sales and marketing expenses as a percentage of total revenues
decreased to 8.9% from 12.1% as revenues grew at a faster pace than associated
sales and marketing expenses.
Depreciation and Amortization. Depreciation and amortization expenses increased
16.4% to $1.6 million for the first quarter 2000, compared to $1.4 million for
the first quarter 1999. The increase resulted from an increase in computer
equipment and other assets required to support an increased number of employees.
Depreciation and amortization as a percentage of total revenues decreased to
5.0% from 5.7% during the period, as total revenues increased at a pace higher
than associated personnel costs.
General and Administrative Expenses. General and administrative expenses
increased 7.0% to $3.4 million for the first quarter 2000, compared to $3.2
million for the first quarter 1999. The increase was due primarily to personnel
increases needed to support additional revenues. General and administrative
expenses as a percentage of total revenues decreased to 10.4% from 13.0% as
revenues increased a faster rate than associated personnel and related expenses.
Interest Income, Net. Interest income, net increased 106.1% to $707,000 for the
first quarter 2000, compared to $343,000 for the first quarter 1999. The
Company's interest income is derived from the investment of its cash and cash
equivalents. The increase in net interest income resulted primarily as a
result of an increase in cash and cash equivalents from an average cash balance
of $28.4 million during the first quarter 1999 to an average cash balance of
$55.5 million during the first quarter 2000. See--"Liquidity and Capital
Resources".
Income Tax Provision. The Company recorded a tax provision of 40.0% in both
the first quarter 1999 and the first quarter 2000.
Extraordinary Item. On March 30, 2000, the Company and the former sole
shareholder of RapidFire reached an agreement whereby the Company paid to the
former shareholder $200,000 and forgave a $1.5 million note receivable, and in
return, was relieved in full of its indebtedness to the shareholder. This
indebtedness consisted of a noninterest-bearing note with a lump-sum payment of
$6.0 million due
11
October 31, 2005 ($4.3 million at December 31, 1999) and was issued October 31,
1997 as part of the Company's acquisition of RapidFire. As a result of this
early extinguishment of debt, the Company recorded an extraordinary gain of
approximately $1.5 million, net of tax, during the first quarter 2000. No such
item was recorded in the first quarter 1999.
Net Income. Net income for the first quarter 2000 was approximately $4.1
million, or $0.21 per diluted share compared to $124,000, or $0.01 per diluted
share in the first quarter 1999. Excluding the extraordinary gain described
above, net income for the first quarter 2000 was approximately $2.6 million, or
$0.15 per diluted share compared to $124,000, or $0.01 per diluted share, in the
first quarter 1999.
Liquidity and Capital Resources
As of March 31, 2000, the Company had $57.6 million in cash and cash equivalents
and working capital of $78.1 million. As more fully described in Note 4 of the
condensed consolidated financial statements, on March 3, 2000 AOL purchased
$10.0 million of the Company's stock at a price of $15 per share and may invest
an additional $25.0 million in a to be formed subsidiary of the Company at a
later date. Additionally, on March 1, 2000, the Company and Microsoft
Corporation jointly announced, subject to execution of a definitive agreement,
that both companies have joined forces to develop and market an integrated Web-
enabled management system and supply chain solution to enable retailers to
conduct business-to-business e-commerce over the Internet. In addition to
agreeing to make an equity investment in the Company, Microsoft committed to
support the Company's technology solution through joint marketing programs,
funding for product development, consulting services, developer support, and
distribution via the Microsoft(R) bCentral(TM) small-business portal.
Cash used in operating activities in the first quarter 2000 was $1.5 million
compared to cash provided by operating activities of $6.4 million during the
first quarter 1999. In the first quarter 2000, cash used in operating activities
was primarily due to increases in accounts receivables as well as decreased
accounts payable and accrued liabilities due to timing of certain vendor
payments. Additionally, client deposits and unearned revenues decreased during
the first quarter 2000 as the Company delivered products and or services
previously paid by clients. In the first quarter 1999, the Company provided cash
from operating activities primarily due to decreased accounts receivables and
inventories along with increased accounts payable and accrued liabilities due to
timing of certain vendor payments. Additionally, client deposits and unearned
revenues increased during the first quarter 1999 as the Company received cash in
advance of delivering products and/or services.
Cash used in investing activities during the first quarter 2000 was $5.3 million
due primarily to the purchases of property and equipment of $4.3 million. This
purchase was comprised primarily from the Company's exercise of an option to
purchase land adjacent to its Alpharetta, Georgia headquarters for approximately
$4.1 million. A portion of this land was then resold to a developer for
approximately $800,000 in order to begin construction on a multi-story office
building scheduled for occupancy by the Company in early 2001. Additionally,
during the first quarter 2000, the Company capitalized software costs of $1.0
million associated primarily with its continued development of its WAVE
products. The uses of cash in investing activities for the first quarter 1999
consisted primarily of the purchases of property and equipment for approximately
$729,000 and capitalized software costs of $853,000.
Cash of $11.0 million was provided by financing activities during the first
quarter 2000 due primarily to cash received from AOL's purchase of $10.0 million
of the Company's stock at a price of $15 per share, as more fully described in
Note 4 of the condensed consolidated financial statements, and from the exercise
of employee stock options of $1.3 million. Cash of $810,000 was provided by
financing activities during the first quarter 1999 due primarily to cash
received from the exercise of employee stock
12
options of $1.3 million offset by the Company's purchase of common stock from
shareholders for approximately $514,000.
Forward-Looking Statements
Certain statements contained in this filing are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995, such
as statements relating to financial results and plans for future business
development activities, and are thus prospective. These statements appear in a
number of places in this filing and include all statements that are not
statements of historical fact regarding intent, belief or current expectations
of the Company, its directors or its officers with respect to, among other
things: (i) the Company's financing plans; (ii) trends affecting the Company's
financial condition or results of operations; (iii) the Company's growth
strategy and operating strategy (including the development of its products and
services); and (iv) the declaration and payment of dividends. The words "may,"
"would," "could," "will," "expect," "estimate," "anticipate," "believe,"
"intend," "plans," and similar expressions and variations thereof are intended
to identify forward-looking statements. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties, many of which are beyond the Company's ability to
control. Actual results may differ materially from those projected in the
forward-looking statements as a result of various factors. Among the key risks,
assumptions and factors that may affect operating results, performance and
financial condition are the Company's reliance on a small number of customers
for a larger portion of its revenues, fluctuations in its quarterly results,
ability to continue and manage its growth, liquidity and other capital resources
issues, competition and the other factors discussed in detail in the Company's
Form 10-K filed with the Securities and Exchange Commission, including the "Risk
Factors", therein.
Item 3. Quantitative and Qualitative Disclosures About Market Risks
- --------------------------------------------------------------------
The Company's financial instruments that are subject to market risks are its
cash and cash equivalents. During the first quarter 2000, the weighted average
interest rate on its cash balances was approximately 5.88%. A 10.0% decrease in
this rate would impact interest income by approximately $71,000.
13
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits.
The following exhibit is filed with this Report:
10.1 Securities Purchase Agreement dated as of March 3, 2000 by
and between Radiant Systems, Inc. and American Online, Inc.
10.2 Marketing and Development Agreement dated as of March 3,
2000 by and among Radiant Systems, Inc., American Online,
Inc. and AOL MovieFone, Inc.**
27.1 Financial Data Schedule
** Confidential treatment has been requested for certain
confidential portions of this exhibit pursuant to Rule 24b-2
under the Securities Exchange Act of 1934, as amended. In
accordance with this rule, these confidential portions have
been omitted from this exhibit and filed separately with the
Securities and Exchange Commission.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended
March 31, 2000
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 thereunto duly authorized.
RADIANT SYSTEMS, INC
Dated: May 14, 2000 By: /s/ John H. Heyman
--------------------- --------------------------------------
John H. Heyman, Executive
Vice President and Chief Financial Officer
(Duly authorized officer and principal
financial officer)
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
- -------------- ----------------------
10.1 Securities Purchase Agreement dated as of March 3, 2000
by and between Radiant Systems, Inc. and American
Online, Inc.
10.2 Marketing and Development Agreement dated as of March
3, 2000 by and among Radiant Systems, Inc., American
Online, Inc. and AOL MovieFone, Inc.**
27.1 Financial Data Schedule
** Confidential treatment has been requested for certain confidential portions
of this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of
1934, as amended. In accordance with this rule, these confidential portions
have been omitted from this exhibit and filed separately with the Securities
and Exchange Commission.
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