UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-18805 ELECTRONICS FOR IMAGING, INC. (Exact name of registrant as specified in its charter) Delaware 94-3086355 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2855 Campus Drive, San Mateo, CA 94403 (Address of principal executive offices, including zip code) (415) 286-8600 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 [ ] The number of shares of Common Stock outstanding as of March 31, 1997 was 51,776,942. An Exhibit Index can be found on Page 13. ELECTRONICS FOR IMAGING, INC. INDEX Page No. PART I - Financial Information Item 1. Condensed Consolidated Financial Statements Condensed Consolidated Statements of Income Three Months Ended March 31, 1997 and 1996 ............................................3 Condensed Consolidated Balance Sheets March 31, 1997 and December 31, 1996 .............................................4 Condensed Consolidated Statements of Cash Flows Three Months Ended March 31, 1997 and 1996 .......................................5 Notes to Condensed Consolidated Financial Statements ..................................6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations .......................................................7 Item 3. Not Applicable............................................................................12 PART II - Other Information Items 1 - 5. Not Applicable ...........................................................................13 Item 6. Exhibits and Reports on Form 8-K .........................................................13 Signatures .................................................................................................15 2 PART I FINANCIAL INFORMATION ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ELECTRONICS FOR IMAGING, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share amounts) (Unaudited) Three Months Ended ----------------------------------------- March 31, March 31, 1997 1996 -------------- ------------- Revenue $ 91,006 $ 63,649 Cost of revenue 41,093 33,243 -------------- ------------- 49,913 30,406 -------------- ------------- Operating expenses: Research, development and contract costs 8,126 4,155 Sales and marketing 9,558 5,860 General and administrative 2,873 2,366 -------------- ------------- 20,557 12,381 -------------- ------------- Income from operations 29,356 18,025 Other income, net 2,563 1,659 -------------- ------------- Income before income taxes 31,919 19,684 Provision for income taxes 11,491 7,087 -------------- ------------- Net income $ 20,428 $ 12,597 ============== ============= Net income per share $ 0.37 $ 0.23 ============== ============= Shares used in computing net income per share 55,740 53,986 ============== ============= <FN> See accompanying notes to condensed consolidated financial statements. </FN> 3 ELECTRONICS FOR IMAGING, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share amounts) (Unaudited) March 31, December 31, 1997 1996 -------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 93,806 $ 71,946 Short-term investments 142,115 140,154 Accounts receivable 47,937 40,875 Inventories 12,955 11,004 Other current assets 32,572 22,970 ---------- --------- Total current assets 329,385 286,949 Property and equipment, net 10,743 10,640 Other assets 1,357 1,364 ---------- --------- Total assets $ 341,485 $ 298,953 ---------- --------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 24,936 $ 16,355 Accrued and other liabilities 28,763 25,980 Income taxes payable 16,282 7,248 ---------- ---------- Total current liabilities 69,981 49,583 ---------- ---------- Stockholders' equity: Preferred Stock, $.01 par value, 5,000,000 shares authorized; none issued and outstanding -- -- Common Stock, $.01 par value, 150,000,000 shares authorized; 51,776,942 and 51,503,314 shares issued and outstanding, respectively 518 515 Additional paid-in capital 114,363 112,660 Retained earnings 156,623 136,195 ---------- ---------- Total stockholders' equity 271,504 249,370 ---------- ---------- Total liabilities and stockholders' equity $ 341,485 $ 298,953 ========== ========== <FN> See accompanying notes to condensed consolidated financial statements. </FN> 4 ELECTRONICS FOR IMAGING, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Three Months Ended March 31, ---------------------------------------- 1997 1996 -------------- ------------- Cash flows from operating activities: Net income $ 20,428 $ 12,597 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,441 786 Changes in operating assets and liabilities: Accounts receivable (7,062) (9,261) Inventories (1,951) 1,132 Other current assets (9,602) (616) Accounts payable and accrued liabilities 11,364 7,675 Income taxes payable 9,034 3,832 -------------- ------------- Net cash provided by operating activities 23,652 16,145 -------------- ------------- Cash flows from investing activities: Purchase of short-term investments (36,097) (73,918) Sales and maturities of short-term investments 34,136 50,004 Purchases of property and equipment, net (1,544) (1,670) Other assets 7 (64) -------------- -------------- Net cash used for investing activities (3,498) (25,648) -------------- ------------- Cash flows from financing activities: Issuance of common stock related to stock plans 1,706 335 -------------- ------------- Net cash provided by financing activities 1,706 335 -------------- ------------- Net change in cash and cash equivalents 21,860 (9,168) Cash and cash equivalents at beginning of period 71,946 46,006 -------------- ------------- Cash and cash equivalents at end of period $ 93,806 $ 36,838 ============== ============= Supplemental disclosure - cash paid for income taxes $ 2,473 $ 3,057 ============== ============= <FN> See accompanying notes to condensed consolidated financial statements. </FN> 5 ELECTRONICS FOR IMAGING, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (In thousands) (Unaudited) 1. Basis of Presentation The unaudited interim condensed consolidated financial statements of Electronics for Imaging, Inc. (the Company) as of and for the interim period ended March 31, 1997, have been prepared on the same basis as the audited consolidated financial statements as of and for the year ended December 31, 1996, contained in the Company's Annual Report to Stockholders, and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of the Company and the results of its operations and cash flows, in accordance with generally accepted accounting principles. The interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto referred to above. The preparation of the interim condensed consolidated financial statements in conformity with generally accepted accounting principles for such financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the interim condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. The interim results of the Company are subject to fluctuation. As a result, the Company believes the results of operations for the interim period ended March 31, 1997 are not necessarily indicative of the results to be expected for any other interim period or the full year. 2. Stock Split The Company effected on February 20, 1997, a two-for-one stock split in the form of a stock dividend payable to stockholders of record as of February 10, 1997. All references in the condensed consolidated financial statements to weighted average numbers of shares outstanding and per share amounts have been restated to reflect the stock split. 6 3. Recent Accounting Pronouncements In February 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 128, "Earnings per Share." This statement is effective for the Company's fiscal year ending December 31, 1997. The Statement redefines earnings per share under generally accepted accounting principles. Under the new standard, primary earnings per share is replaced by basic earnings per share and fully diluted earnings per share is replaced by diluted earnings per share. If the Company had adopted this Statement as of the beginning of 1996, earnings per share for the three month period ended March 31, 1997 and March 31, 1996 would have been as follows: Three Months Ended Three Months Ended March 31, 1996 March 31, 1997 -------------- ------------- Basic earnings per share $0.25 $0.40 Diluted earnings per share $0.23 $0.37 4. Inventory Composition March 31, December 31, 1997 1996 -------------- ------------- Raw materials $ 10,061 $ 6,696 Work-in-process 1,277 3,374 Finished goods 1,617 934 -------------- ------------- $ 12,955 $ 11,004 =============== ============== 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis should be read in conjunction with the audited consolidated financial statements of Electronics for Imaging, Inc. (the Company) and related notes thereto contained in the Company's 1996 Annual Report to Stockholders. All assumptions, anticipations, expectations and forecasts contained herein are forward-looking statements that involve risks and uncertainties. The Company's actual results could differ materially from those discussed here. For a more complete discussion of factors which might impact the Company's results, please see the section entitled "Factors that Could Adversely Affect Performance" below and the section entitled "Risk Factors" in the Company's 1996 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission. The Company periodically reviews such factors to ensure their appropriateness. Results of Operations Revenue The Company's revenue was $91.0 million in the first quarter of 1997, compared to $63.6 million in the corresponding quarter of 1996. The substantial majority of the Company's revenue to date is attributable to the sale of Fiery, Fiery XJ Color Servers and Fiery XJe Controllers. The increase in revenue reflects continued market acceptance of the Company's Fiery XJ Color Server and Fiery XJe Controller products, the expansion of the Company's sales and marketing organizations, and increased revenue from the Company's OEM sales channels due to the above-mentioned market acceptance and an increase in the number of the Company's OEM partners. Substantially all of the Company's sales in the first quarter of 1997 and 1996 were to its OEM partners. No assurance can be given that the Company's relationships with these OEM partners will continue; in the event that any of such relationships is discontinued or scaled back, the Company could experience a significant negative impact on its consolidated financial position and results of operations. The Company completed in the fourth quarter of 1995 an agreement with Canon Inc. for the purchase of Fiery XJ Color Servers. The agreement provides Canon exclusive distribution rights for Fiery XJ Color Servers designed for Canon's proprietary color copiers. The agreement effectively replaced the Company's existing distribution channel through the Canon dealer and distributor network beginning in April 1995 with shipments to Canon under the terms of a letter of intent preceding the agreement. This arrangement has resulted to some extent in lower associated selling and marketing costs. During the first quarter of 1997, the agreement with Canon expired, but the parties have extended the agreement for an additional quarter. The Company expects to finalize the terms of the new agreement in due course and is continuing the relationship with Canon under the terms of the original agreement. No assurance can be given that the Company will be able to successfully complete the agreement under terms considered favorable to the Company. If the agreement with Canon is not signed, the Company's operating results could be adversely affected, as it would have to transition back to sales through Canon dealers and distributors worldwide. The Company sells Fiery XJ Color Server products to each of its significant OEM partners under similar agreements. 8 The Company completed agreements in the first quarter of 1996 with Canon and Digital Equipment Corporation, and in the second quarter of 1996 with IBM Corporation, under which these companies are producing desktop color laser printers using the Company's Fiery XJe Controller. The Fiery XJe Controller is an embedded controller which, when combined with a specified color laser engine, results in a desktop color laser printer with superior speed and output quality. International revenue continued to grow in the first quarter of 1997, and was affected by sales mix and certain OEM product requirements. Direct sales into Japan accounted for approximately 20% and 14% of revenue in the first quarter of 1997 and 1996, respectively. This increase is partly due to a greater level of purchases by the Company's OEM partners of Fiery XJ products and is also a result of sales of Fiery XJe product to Canon in Japan. Sales into Europe accounted for approximately 25% and 24% of revenue in the first quarter of 1997 and 1996, respectively. Further, shipments to some of the Company's OEM partners are made to centralized purchasing and manufacturing locations which in turn sell through to foreign locations. As a result of these factors, the Company believes that sales of its products into Europe and Japan may actually be higher, though accurate data is difficult to obtain. The Company expects that international revenue will continue to represent a significant portion of its total revenue. During 1996, the Company introduced new generations of its Fiery XJ platform, including the Fiery XJ+ series of color servers, and broadened its product lines, including a Fiery XJ+ 500 series of high-speed servers for 40 pages-per-minute color copiers, the Fiery XJ-W, a server for wide-format printers, and a low-end Fiery SI series for the under-$10,000 market. These product offerings were introduced in the latter half of 1996 and, while the initial response has been favorable, it is too soon to assess the extent of market acceptance. The Company continues to work on the development of products utilizing the Fiery XJ architecture and other products and intends to continue to introduce new generations of Fiery Products and other new product lines in 1997. Cost of Revenue The substantial majority of the Company's cost of revenue to date has been attributable to the sale of Fiery and Fiery XJ Color Servers. Fiery XJ Color Servers are manufactured by third-party manufacturers who purchase most of the necessary components. The Company sources directly proprietary memory and certain ASIC components, and software licensed from various sources, including PostScript interpreter software, which the Company licenses from Adobe Systems, Inc. The Company's gross margin was 54.8% in the first quarter of 1997, up from 47.8% in the corresponding quarter of 1996. Overall gross margin in the first quarter of 1997 continued to be supported by low market prices for DRAM components used in the Company's products and other reductions in manufacturing costs. Further, gross margin was favorably impacted by the mix of products sold. 9 The Company's gross margin depends in part on prices it is able to attain on Fiery XJ Color Servers, Fiery XJe Controllers and future products. The lower manufacturing costs of the Fiery XJ Color Servers have given the Company flexibility to offer products with a broad range of prices. In addition, as the Company continues to introduce new Fiery products, it may continue to lower prices on existing products. Embedded Fiery Controllers for desktop color printers will continue to have lower margins than the Company's other products, reflecting the different distribution and marketing practices employed for desktop color laser printers. Accordingly, if embedded Fiery Controllers for desktop color printers increase as a percentage of revenue, the Company's overall gross margin is expected to decline, all other things being equal. In general, gross margin will continue to be impacted by a variety of factors including, among others, the availability and pricing of key components (including DRAMs and PostScript interpreter software), product, channel and geographic mix, the success of the Company's product transitions and new products, competition, and general economic conditions. The Company expects to continue to take steps to reduce product costs, expand product offerings and control operating expenses; however, no assurance can be given that these efforts will be successful. Operating Expenses Research and Development. Expenses for research and development consist primarily of personnel expenses and, to a lesser extent, consulting services, costs of prototype materials and technology, and depreciation. Research and development expenses were $8.1 million or 8.9% of revenue in the first quarter of 1997, compared to $4.2 million or 6.5% of revenue in the corresponding quarter of 1996. Research and development expenses increased primarily due to incremental costs related to the number of engineers employed. The Company believes that the development of new products and enhancement of existing products is essential to its continued success, and management intends to continue to devote substantial resources to research and new products. The Company expects that its research and development expenses may increase in absolute dollars and possibly also as a percentage of revenue. Sales and Marketing. Such expenses include personnel expenses, tradeshows and promotional expenses, sales commissions, travel, public relations, and depreciation and facility costs associated with offices in the United States, Europe and Japan. Sales and marketing expenses were $9.6 million or 10.5% of revenue in the first quarter of 1997, compared to $5.9 million or 9.2% of revenue in the corresponding quarter of 1996. Sales and marketing expenses increased as a percentage of total revenue due primarily to increases in employee headcount and costs required for the promotion and support of the Company's existing and new products. The Company expects that its sales and marketing expenses may increase in absolute dollars and also as a percentage of revenue as it continues to actively promote its products, launch new Fiery models and other products, and continue to build its sales and marketing organization. General and Administrative. Such expenses consist primarily of personnel expenses and, to a lesser extent, professional fees, expenses required of a public company, and depreciation and facility costs. General and administrative expenses were $2.9 million or 3.2% of revenue in the first quarter of 1997, compared to $2.4 million or 3.7% of revenue in the corresponding quarter of 1996. While general and administrative expenses decreased as a percentage of total revenue, these expenses have increased in absolute dollars. The increases were primarily due to the addition of personnel to support the Company's operations. The Company expects that its general and administrative expenses may increase in absolute dollars and possibly also as a percentage of revenue in order to support any growth in operations. 10 Income Taxes The Company's effective tax rate was 36.0% for the first quarter of 1997 and 1996. In each period the Company benefited from increased tax-exempt interest income, increases in foreign sales and to a lesser extent the utilization of research and development credits in achieving a consolidated effective tax rate lower than that prescribed by the respective taxing authorities. The Company anticipates that these benefits will continue to have a favorable impact on the Company's consolidated effective tax rate. Liquidity and Capital Resources Cash, cash equivalents and short-term investments increased to $235.9 million as of March 31, 1997, up from $212.1 million as of December 31, 1996. Working capital increased to $259.4 million as of March 31, 1997, up from $237.4 million as of December 31, 1996. Net cash provided by operating activities was $23.7 million and $16.1 million for the three-month periods ended March 31, 1997 and 1996, respectively, primarily as a result of profitable operations in both periods. The Company purchased approximately $1.5 million of capital equipment and furniture during the three month period ended March 31, 1997, compared to purchases of $1.7 million in the corresponding period of 1996. The Company is working with the City of Foster City to purchase land for a corporate campus on a 35-acre parcel in Foster City. The anticipated purchase price of this parcel is approximately $24.5 million. The Company anticipates funding this purchase during 1997. The Company believes that its existing capital resources together with cash generated from continuing operations will be sufficient to fund its operations and meet capital requirements through at least 1998. Factors That Could Adversely Affect Performance The following may impact the Company's future performance and financial results: Product Transitions. Delays in the launch or availability of new product models could have an adverse effect on the Company's financial results. Product transitions also carry the risk that customers will delay or cancel orders for existing models pending shipments of new models. If the Company is not able to successfully manage future product transitions or cannot guarantee the availability of products, its results of operations could be adversely affected. New Product Introductions. The Company continues to look at opportunities to develop product lines distinct from the Fiery XJ Color Server. Such new products may require the investment of capital for the development of new distribution and marketing channels, at an unknown cost to the Company. There can be no guarantee that the Company would be successful the development of such channels or that any new products will gain market acceptance. Further, new products may directly impact the sales of the Company's Fiery XJ products. If the Company is not able to successfully manage the introduction of new products, its results of operations could be adversely affected. 11 Competition. The Company has seen competition in the market from companies and products that provide similar functionality and believes that such competition will continue and may intensify. There can be no assurance that the Company will be able to continue to successfully compete against other companies' product offerings. Fiery XJe. The Company is currently selling the Fiery XJe Controller to Canon, IBM and Digital under OEM agreements. No assurance can be given that the Company will continue to recognize significant revenue from such sales or that the Company will be successful in further marketing this product to other OEM partners or other parties. Reliance on OEM Partners. No assurance can be given that the Company will continue to supply products to each of its current OEM partners. In the event that an OEM partner discontinues or reduces its level of purchases of Fiery XJ Color Servers, the Company would experience a significant negative impact on its consolidated financial position and results of operations. Fluctuations in Operating Results. Operating results may fluctuate due to factors such as demand for the Company's products, success and timing of the introduction of new products, price reductions by the Company and its competitors, delay, cancellation or rescheduling of orders, product performance, seasonal purchasing patterns of its OEM partners, performance of third-party manufacturers, product inventory levels, availability of key components for the Company's products, the status of the Company's relationships with its OEM partners and Adobe, among others, the Company's ability to develop and market new products, the timing and amount of sales and marketing expenditures, and the general demand for color copiers and color laser printers. Limited Backlog. The Company typically does not obtain long-term volume purchase contracts from its customers, and a substantial portion of the Company's backlog is scheduled for delivery within 90 days or less. Customers may cancel orders and change volume levels or delivery times without penalty. Quarterly sales and operating results therefore depend on the volume and timing of the backlog as well as bookings received during the quarter. A significant portion of the Company's operating expenses are fixed, and planned expenditures are based primarily on sales forecasts and product development programs. If sales do not meet the Company's expectations in any given period, the adverse impact on operating results may be magnified by the Company's inability to adjust operating expenses sufficiently or quickly enough to compensate for such a shortfall. Volatility of Stock Price. Due to various factors, including those noted above, the Company's future earnings and stock price may be subject to significant volatility, particularly on a quarterly basis. Any shortfall in revenue or earnings from levels expected by securities analysts could have an immediate and significant adverse effect on the trading price of the Company's common stock in any given period. The Company participates in a highly dynamic industry, which often results in significant volatility for the Company's common stock price. ITEM 3. NOT APPLICABLE 12 PART II OTHER INFORMATION ITEMS 1 - 5. There is no applicable information to report under Part II, Items 1 - 5 during the period covered by this report. ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 11.1 Statement re Computation of per Share Earnings.............. Page 14 (b) Reports on Form 8-K No reports on Form 8-K were filed by the Company during the three-month period ended March 31, 1997. 13 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. ELECTRONICS FOR IMAGING, INC. Date: May 7, 1997 By /s/ Dan Avida ---------------------------------------- Dan Avida President and Chief Executive Officer and Acting Principal Financial Officer By /s/ Eric Saltzman ---------------------------------------- Eric Saltzman Vice President, Strategic Relations and Duly Authorized Officer 14