Exhibit 99.1
[GRAPHIC OMITTED] PRESS RELEASE
Neoware Reports Fiscal 2004 Third Quarter
Revenue and Earnings
KING OF PRUSSIA, Pa., April 26, 2004 -- Neoware Systems, Inc. (Nasdaq:
NWRE), the leading supplier of award-winning software, services and appliances
for thin client computing, today reported financial results for its fiscal 2004
third quarter and nine months ended March 31, 2004.
Q3 FINANCIAL HIGHLIGHTS
o Revenues for the quarter ended March 31, 2004 increased 17% to
$15,750,000 compared to $13,468,000 in the prior year quarter as a
result of higher sales of thin client appliances and software,
including increased sales through IBM to large enterprise customers.
o Gross margin for the current quarter was 47% compared to 46% in the
prior year quarter as a result of lower product costs on higher revenues
and a larger percentage of revenues from software sales, offset by lower
gross margins as a result of deriving a larger percentage of sales from
large enterprise customers and the effects of the Company's new marketing
initiatives.
o Operating expenses for the current quarter were $5,681,000 compared to
$4,023,000 in the prior year quarter as the Company increased operating
expenses as part of its growth initiatives, as planned.
o Operating income for the current quarter was $1,743,000 compared to
$2,218,000 in the prior year quarter, the result of higher sales and
higher gross margin, offset by higher operating expenses.
o Net income for the current quarter was $1,658,000, or $.10 per diluted
share, compared to net income of $1,281,000, or $.09 per diluted share,
a year ago, on approximately 1.5 million additional shares. Net income
in the current quarter includes an income tax benefit of approximately
$435,000 of recovery of prior year taxes and an adjustment to the
year-to-date effective tax rate, partially offset by approximately
$120,000 of associated G&A expense from the creation of a more
efficient international tax structure. On an ongoing basis, this new
tax structure is expected to reduce the Company's effective tax rate to
approximately 34% from 36%.
4
o Operating results for the current quarter include $278,000 of non-cash
amortization of intangibles as a result of acquisitions, versus
$108,000 in the prior year quarter.
NINE MONTH FINANCIAL HIGHLIGHTS
o Revenues for the nine-month period ended March 31, 2004 were
$46,086,000 compared to $41,699,000 in the prior year nine-month
period.
o Net income for the nine-month period ended March 31, 2004 was
$4,917,000, or $.31 per diluted share, compared to net income of
$4,612,000, or $.31 per diluted share, for the nine-month period a year
ago, on approximately 1.5 million additional shares in the current
period.
o Gross margin for the nine-month period ended March 31, 2004 was 50%
compared to 44% for the nine-month period a year ago.
o Cash and marketable securities increased to $53,008,000 at March 31,
2004 from $29,165,000 at June 30, 2003, primarily as a result of
positive cash flow from operations as well as the net impact of the
issuance of 1.5 million shares of common stock, partially offset by the
cost of the TeemTalk acquisition completed in July 2003.
Customers of note in the quarter included Bed Bath & Beyond, Deaconess
Clinic, Fortis Insurance, Gap, Geodis Logistics, Harrahs, Kroger, Lufthansa,
Macy's, Manpower, Pathmark, Royal Bank of Canada, University of NC Hospitals,
the Veterans Administration Hospitals, and WalMart. During the quarter,
Neoware's strategic alliance with IBM continued to deliver strong results, with
increased sales through IBM and a significant increase in the Company's pipeline
of opportunities with large enterprise customers.
"We are seeing positive initial results from Neoware's new marketing
strategies and while our results will vary in any given quarter based upon the
timing of individual transactions, we are cautiously optimistic that we'll see
an increase in our sales, especially through IBM to large corporate enterprises,
over the next several quarters," stated Michael Kantrowitz, Neoware's Chairman
and CEO. "As we announced in January and demonstrated in subsequent product
introductions, Neoware is leveraging its leadership position in thin client
computing to pursue a more aggressive growth strategy targeted at increasing the
size of the thin client segment of the PC industry. We believe that thin clients
represent approximately 1% of the overall PC market. Our goal is to build that
share by making thin clients more affordable compared to PCs and by promoting
the significant benefits of thin client computing in our target markets," Mr.
Kantrowitz noted.
5
"Neoware's recent product introductions and our new branding campaign are
the first steps in this strategy. By introducing thin client appliances with a
starting price of $199, which is nearly one-fourth the price of the average
business PC, and by making them compatible with industry-standard PC management
software, we are providing a real solution for enterprises seeking to replace
personal computers in server-based environments. One example of our new
marketing strategy is our "Wouldn't It Be Great" campaign that emphasizes that
Neoware's products are more secure, reliable, and manageable than PCs, and
delivers the message that our products save money, and are technically
superior."
"We expect these new marketing strategies to have a positive impact on
the Company's top line and believe that they will enable us to gain market share
in the PC industry. Although we are seeing positive initial results, these new
strategies will take time to fully implement, so we are not changing our revenue
guidance at this time. As we implement this plan over the next year, we expect
our revenues to grow, we will seek to deliver gross margins in the 40% to 45%
range, as our sales to large global enterprises through IBM become a larger
percentage of our overall business and we intend to control our operating
expenses so that they begin to decline as a percentage of revenue as revenues
increase."
"Neoware is a leader in the thin client segment of the PC market. Our
software makes computing more open, secure, reliable, affordable, and
manageable, and we eliminate the obsolescence that is built into standard PC
architectures. With an exciting new lineup of products, a strong market
position, as well as $53 million in cash and no debt, Neoware has the leadership
and financial strength to drive our growth initiatives, both organically and
through carefully targeted acquisitions," Mr. Kantrowitz concluded.
CONFERENCE CALL INFORMATION
In connection with this release, Neoware management will host a
conference call and simultaneous webcast on April 26, 2004 at 5:00 p.m. Eastern
Time. The conference call will be available live via the Internet on the Neoware
website at www.neoware.com and at www.vcall.com. To participate, please go to
the website 10 minutes prior to the call to download and install any necessary
audio software. If you are unable to attend the live conference call, an
Internet replay of the call will be archived and available after the call. A
copy of this press release announcing the Company's earnings and any other
financial information about the period to be presented in the conference call
will be available at the Company's website at investor.neoware.com.
6
The call will also be accessible by dialing 1.877.817.7175 for domestic
calls and +1.703.871.3599 for international calls. The conference ID will be
433699. A replay of the call will be available through May 9, 2004 by dialing
1.888.266.2081 domestically and +1.703.925.2533 internationally.
About Neoware
Neoware's software, services, and thin client appliances make computing
more secure, manageable, reliable and affordable by enabling global enterprises
to fully leverage server-based computing. By incorporating open, standards-based
technologies and eliminating the obsolescence that is built into standard PC
architectures, Neoware provides enterprises with increased flexibility and
choice, as well as lower up-front and total costs.
Neoware's software products enable enterprises to gain control of their
desktops, and to integrate mainframe, midrange, UNIX and Linux applications with
Windows(R) and the web. Neoware's thin client appliances enable enterprises to
run applications on servers, and display them across wired or wireless networks
on secure, managed, reliable appliances that cost as little as one fourth the
price of today's typical business PC. Neoware services enable corporations to
benefit from server-based computing with training and end-to-end support.
Neoware's products are available worldwide from IBM, as well as from
select, knowledgeable resellers. More information about Neoware can be found on
the Web at http://www.neoware.com or via email at invest@neoware.com. Neoware is
based in King of Prussia, PA.
# # #
This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including statements
regarding: the tax benefits to be derived from our new tax structure; our growth
strategy based upon increased thin client sales in the overall PC market; our
expectation of revenue growth, gross margins and expenses as a result of our new
strategy; our continued growth, organically and through acquisitions; the
benefits of our leadership position; and the cost-saving benefits of our
products to our customers which we believe will drive growth in our industry.
These forward-looking statements involve risks and uncertainties. Factors that
could cause actual results to differ materially from those predicted in such
forward-looking statements include, our timely development and customers'
acceptance of our products, pricing pressures, rapid technological changes in
the industry, growth of overall thin client sales through the capture of a
7
greater portion of the PC market, increased competition, our ability to attract
and retain qualified personnel, adverse changes in customer order patterns, our
ability to identify and successfully consummate and integrate future
acquisitions, adverse changes in general economic conditions in the U.S. and
internationally, risks associated with foreign operations and political and
economic uncertainties associated with current world events. These and other
risks are detailed from time to time in Neoware's periodic reports filed with
the Securities and Exchange Commission, including, but not limited to, its
reports on Form 10-K for the year ended June 30, 2003 and Form 10-Q for the
quarter ended December 31, 2003.
Neoware, ThinPC, and TeemTalk are trademarks of Neoware Systems, Inc. All other
names products and services are trademarks or registered trademarks of their
respective holders.
CONTACT:
Investor Relations:
Cameron Associates
Kevin McGrath
(212) 245-8000 x 203
kevin@cameronassoc.com
- ----------------------
Neoware Systems, Inc.
Keith Schneck, CFO
(610) 277-8300
invest@neoware.com
- ------------------
8
NEOWARE SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
(Unaudited)
March 31, June 30,
ASSETS 2004 2003
------- -------
CURRENT ASSETS:
Cash and cash equivalents $20,823 $26,014
Short-term investments 32,185 3,151
Accounts receivable, net 11,183 11,089
Inventories 748 772
Prepaid expenses and other 1,029 798
Deferred income taxes 946 946
------- -------
Total current assets 66,914 42,770
------- -------
Property and equipment, net 493 572
Goodwill 17,554 8,943
Intangibles, net 3,835 2,091
------- -------
$88,796 $54,376
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 5,104 $ 4,206
Accrued expenses 2,981 2,818
Capital lease obligations 7 7
Deferred revenue 975 691
------- -------
Total current liabilities 9,067 7,722
------- -------
Capital lease obligations 5 10
------- -------
Deferred income taxes 17 17
------- -------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value, 1,000,000 shares
authorized and none issued and outstanding - -
Common stock, $.001 par value, 50,000,000 shares
authorized, 15,769,139 and 14,054,800 shares issued and
15,669,139 and 13,954,800 shares outstanding 16 14
Additional paid-in capital 71,362 44,215
Treasury stock, 100,000 shares at cost (100) (100)
Other comprehensive income (loss) 987 (27)
Retained earnings 7,442 2,525
------- -------
Total stockholders' equity 79,707 46,627
------- -------
$88,796 $54,376
======= =======
9
NEOWARE SYSTEMS, INC
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except share and per share data)
Three Months Ended Nine Months Ended
March 31, March 31,
------------------------- ------------------------
2004 2003 2004 2003
----------- ----------- ----------- -----------
Net revenues $ 15,750 $ 13,468 $ 46,086 $ 41,699
Cost of revenues 8,326 7,227 23,059 23,217
----------- ----------- ----------- -----------
Gross profit 7,424 6,241 23,027 18,482
----------- ----------- ----------- -----------
Sales and marketing 3,442 2,411 9,785 6,937
Research and development 712 492 2,120 1,301
General and administrative 1,527 1,120 4,462 3,002
----------- ----------- ----------- -----------
Operating expenses 5,681 4,023 16,367 11,240
----------- ----------- ----------- -----------
Operating income 1,743 2,218 6,660 7,242
Loss on investment - (300) - (300)
Interest income, net 109 83 287 264
----------- ----------- ----------- -----------
Income before income taxes 1,852 2,001 6,947 7,206
Income taxes 194 720 2,030 2,594
----------- ----------- ----------- -----------
Net income $ 1,658 $ 1,281 $ 4,917 $ 4,612
=========== =========== =========== ===========
Basic earnings per share $ 0.11 $ 0.09 $ .31 $ 0.34
=========== =========== =========== ===========
Diluted earnings per share $ 0.10 $ 0.09 $ .31 $ 0.31
=========== =========== =========== ===========
Weighted average number of common shares
outstanding in basic earnings per share computation 15,769,139 13,724,625 15,651,750 13,485,220
=========== =========== =========== ===========
Weighted average number of common shares
outstanding in diluted earnings per share
computation 16,171,058 14,704,171 15,942,110 14,712,321
=========== =========== =========== ===========
10
NEOWARE SYSTEMS, INC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands, except share and per share data)
Three Months Ended Nine Months Ended
March 31, March 31,
------------------- -----------------
2004 2003 2004 2003
------------------- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,658 $ 1,281 $ 4,917 $ 4,611
Adjustments to reconcile net income to net cash
provided by operating activities-
Loss on investment - 300 - 300
Income tax benefit, primarily from stock option exercises 90 720 1,708 2,578
Depreciation 72 81 209 175
Amortization of intangibles 278 107 782 391
Changes in operating assets and liabilities- net of effect from
acquisition-
(Increase) decrease in:
Accounts receivable (1,912) 1,378 (94) 205
Inventories (8) (333) 24 (86)
Prepaid expenses and other (125) (418) (231) (416)
Increase (decrease) in:
Accounts payable 1,471 (842) 897 320
Accrued expenses 584 324 163 13
Deferred revenue 97 (58) 284 46
-------- ------- -------- -------
Net cash provided by operating activities 2,205 2,540 8,659 8,137
-------- ------- -------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of the TeemTalk software business - - (9,995) -
Purchase of short-term investments (28,129) - (50,186) -
Sales of short-term investments 6,738 - 21,153 -
Purchase of intangible assets - (2) (125) (47)
Purchases of property and equipment (23) (28) (129) (107)
-------- ------- -------- -------
Net cash used in investing activities (21,414) (30) (39,282) (154)
-------- ------- -------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of capital leases (2) (18) (4) (49)
Sale of common stock, net of expenses - - 24,609 -
Expenses for prior issuance of common stock - - (3) (122)
Exercise of stock options and warrants 5 343 834 1,978
Repayments of officer loans - - - 9
-------- ------- -------- -------
Net cash provided by financing activities 3 325 25,436 1,816
EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON CASH 25 - (4) -
-------- ------- -------- -------
INCREASE IN CASH AND CASH EQUIVALENTS (19,181) 2,835 (5,191) 9,799
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 40,004 23,995 26,014 17,031
-------- ------- -------- -------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 20,823 $26,830 $ 20,823 $26,830
======== ======= ======== =======
SUPPLEMENTAL DISCLOSURES:
Cash paid for income taxes $ - $ - $ 264 $ 80
Cash paid for interest 2 9 8 26
11