1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 ------------------------------------------- or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------------------- ---------------------- Commission File Number: 0-20244 ------------------------------------------------------ DATA RESEARCH ASSOCIATES, INC. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) MISSOURI 43-1063230 - ------------------------------------------------------------------------------ (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 1276 NORTH WARSON RD. ST. LOUIS, MISSOURI 63132 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (314) 432-1100 - ------------------------------------------------------------------------------ (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed 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 -- -- APPLICABLE ONLY TO CORPORATE ISSUERS: At July 14, 2000, there were 4,669,711 shares of the registrant's common stock outstanding. 2 INDEX DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Consolidated balance sheets -June 30, 2000 and September 30, 1999 Consolidated statements of income -Three months ended June 30, 2000 and 1999 -Nine months ended June 30, 2000 and 1999 Consolidated statements of cash flows -Nine months ended June 30, 2000 and 1999 Notes to the unaudited consolidated financial statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Item 3. Qualitative and Quantitative Disclosures About Market Risk PART II. OTHER INFORMATION Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K SIGNATURES EXHIBIT INDEX 3 Part I. FINANCIAL INFORMATION Item 1. Financial Statements DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except per share data) June 30, September 30, 2000 1999 (Unaudited) ----------- ------------- ASSETS CURRENT ASSETS Cash and cash equivalents $16,707 $17,022 Short-term investments 983 - Accounts receivable less allowances of $83 at June 30, 2000 and $212 at September 30, 1999: Billed 6,736 6,080 Unbilled 1,141 1,919 ------- ------ 7,877 7,999 Inventories 153 67 Prepaid expenses 965 680 Deferred income taxes 210 212 Other current assets 232 274 ------- ------ TOTAL CURRENT ASSETS 27,127 26,254 PROPERTY AND EQUIPMENT Land and improvements 504 504 Buildings and improvements 2,729 2,720 Data processing equipment 7,683 7,298 Furniture, fixtures, and other 4,458 4,384 ------- ------ 15,374 14,906 Less accumulated depreciation 9,993 8,678 ------- ------ 5,381 6,228 NOTE RECEIVABLE - 3 DEFERRED SOFTWARE COSTS (net of accumulated amortization of $2,124 at June 30, 2000 and $1,136 at September 30, 1999) 5,549 5,181 INTANGIBLE ASSETS (net of accumulated amortization of $2,620 at June 30, 2000 and $2,550 at September 30, 1999) 359 436 ------- ------ $38,416 $38,102 ======= ====== 4 (In thousands, except per share data) June 30, September 30, 2000 1999 (Unaudited) ----------- ------------- LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 918 $ 758 Employee compensation 450 415 Deferred revenue 5,546 4,439 Customer deposits 1,731 1,201 Other accrued liabilities 531 442 Income taxes payable 77 - ------- ------- TOTAL CURRENT LIABILITIES 9,253 7,255 DEFERRED INCOME TAXES 2,141 2,142 SHAREHOLDERS' EQUITY Preferred stock, par value $.01 per share 1,000 shares authorized, no shares issued - - Common stock, par value $.01 per share--10,000 shares authorized, 5,557 shares issued at June 30, 2000 and September 30, 1999 56 56 Additional paid-in capital 5,517 5,606 Accumulated other comprehensive loss (219) (162) Retained earnings 31,019 30,577 ------- ------- 36,373 36,077 Less cost of treasury stock, 887 shares at June 30, 2000, and 621 shares at September 30, 1999 (9,351) (7,372) ------- ------- TOTAL SHAREHOLDERS' EQUITY 27,022 28,705 ------- ------- $38,416 $38,102 ======= ======= See notes to unaudited consolidated financial statements. 5 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (In thousands, except share data) Three months ended Nine months ended June 30, June 30, 2000 1999 2000 1999 ------ ------ ------ ------ REVENUES Hardware $ 578 $ 900 $ 1,521 $ 1,822 Software 1,161 1,874 3,237 5,031 Service and other 5,259 4,882 15,664 14,181 ------ ------ ------- ------- 6,998 7,656 20,422 21,034 EXPENSES Cost of revenues Hardware 415 668 1,141 1,312 Software 378 474 901 1,110 Service and other 1,464 1,275 4,298 3,874 ------ ------ ------- ------- 2,257 2,417 6,340 6,296 Salaries and employee benefits 2,609 2,574 8,290 7,913 General and administrative expenses 1,196 1,273 3,789 4,425 Depreciation and amortization 432 495 1,350 1,420 ------ ------ ------- ------- 6,494 6,759 19,769 20,054 INCOME FROM OPERATIONS 504 897 653 980 OTHER INCOME 238 193 844 608 ------ ------ ------- ------- Income before income taxes 742 1,090 1,497 1,588 PROVISION FOR INCOME TAXES 235 354 475 516 ------ ------ ------- ------- NET INCOME $ 507 $ 736 $ 1,022 $ 1,072 ====== ====== ======= ======= Basic and Diluted earnings per share $ .11 $ .14 $ .21 $ .20 ====== ====== ======= ======= Dividends per share $ - $ - $ .12 $ .12 ====== ====== ======= ======= See notes to unaudited consolidated financial statements. 6 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands) Nine months ended June 30, 2000 1999 ------- ------- OPERATING ACTIVITIES Net income $ 1,022 $ 1,072 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,416 2,543 Provision for deferred income taxes - (16) Loss on disposal of property and equipment - 7 Changes in operating assets and liabilities: Accounts receivable 42 3,951 Inventories (87) (243) Prepaid expenses and other current assets (251) 34 Accounts payable and other current liabilities 2,084 (1,444) Note receivable 3 30 ------- ------- NET CASH PROVIDED BY OPERATING ACTIVITIES 5,229 5,934 ------- ------- INVESTING ACTIVITIES Purchase of property and equipment (505) (1,223) Purchased software - (513) Deferred software cost (1,360) (1,339) Purchase of short-term investments (983) (22,828) Proceeds from sale of short-term investments - 31,321 ------- ------- NET CASH PROVIDED BY (USED BY) INVESTING ACTIVITIES (2,848) 5,418 ------- ------- FINANCING ACTIVITIES Proceeds from options exercised 88 245 Purchase of treasury shares (2,155) (3,664) Dividends paid (581) (644) ------- ------- NET CASH USED BY FINANCING ACTIVITIES (2,648) (4,063) ------- ------- EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS (48) 9 ------- ------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (315) 7,298 ------- ------- CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 17,022 8,710 ------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $16,707 $16,008 ======= ======= See notes to unaudited consolidated financial statements. 7 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2000 (In thousands, except per share data) Note 1. Basis of Presentation The unaudited consolidated financial statements of Data Research Associates, Inc. (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements and, therefore, should be read in conjunction with the Company's consolidated financial statements and the notes thereto for the year ended September 30, 1999, contained in the Company's annual report for the year ended September 30, 1999. In the opinion of management, all adjustments (consisting only of normal recurring items) considered necessary for a fair presentation have been included. The results of operations for the nine months ended June 30, 2000, are not necessarily indicative of the results that may be expected for the year ending September 30, 2000. Note 2. Inventories Inventories consist primarily of computer equipment and supplies, which are stated at the lower of cost (first-in, first-out method) or market. The Company had only finished goods in inventory at June 30, 2000 and September 30, 1999. Note 3. Earnings per share The following table sets forth the computation of basic and diluted earnings per share: Three Months Nine Months Ended Ended June 30, June 30, ----------------- ----------------- 2000 1999 2000 1999 ----------------- ----------------- Numerator for basic earnings per share and diluted earnings per share: Net Income $ 507 $ 736 $1,022 $1,072 ====== ====== ====== ====== Denominator: Basic earnings per share- Weighted-average shares 4,667 5,114 4,763 5,276 Effect of dilutive securities: Stock options - 2 1 12 ------ ------ ------ ------ Denominator for diluted earnings per share--adjusted weighted- average shares and assumed conversions 4,667 5,116 4,764 5,288 ====== ====== ====== ====== Basic earnings per share $ .11 $ .14 $ .21 $ .20 ====== ====== ====== ====== Diluted earnings per share $ .11 $ .14 $ .21 $ .20 ====== ====== ====== ====== 8 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued) Note 4. Comprehensive Income The components of comprehensive income, net of related tax, for the three and nine month periods ended June 30, 2000 and 1999 are as follows: Three Months Nine Months Ended Ended June 30, June 30, ------------------------------------- 2000 1999 2000 1999 ------------------------------------- Net income $507 $736 $1,022 $1,072 Foreign currency translation adjustment (42) 54 (57) 83 ------------------------------------- Comprehensive income $465 $790 $ 965 $1,155 ------------------------------------- ------------------------------------- The components of accumulated other comprehensive income, net of related tax, at June 30, 2000 and September 30, 1999, are as follows: Jun 30, 2000 Sept 30, 1999 ----------------------------- Foreign currency translation adjustment $(219) $(162) ----------------------------- Accumulated other comprehensive income $(219) $(162) ----------------------------- ----------------------------- 9 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Overview The Company's revenue recognition policy is discussed in Note A to the 1999 consolidated financial statements in the Company's Form 10-K for the year ended September 30, 1999. The components of the cost for development of software primarily include salaries and employee benefits and are expensed as incurred until such costs qualify as deferred software costs which are amortized over the estimated useful life of the product. The amortization of capitalized software is allocated as a direct cost of licensing DRA software. The Company typically experiences greater gross margin on software licenses and services than on sales of hardware. The Company's profitability depends in part on the mix of its revenue components and not necessarily on total revenues. The Company's revenues and earnings can fluctuate from quarter to quarter depending upon, among other things, such factors as the complexity of customers' procurement processes, new product and service introductions by the Company and other vendors, delays in customer purchases due to timing of library professional conferences and trade shows, installation scheduling and customer delays in facilities preparation. In addition, a substantial portion of the Company's revenues for each quarter is attributable to a limited number of orders and tends to be realized towards the end of each quarter. Thus, even short delays or deferrals of sales near the end of a quarter can cause quarterly results to fluctuate substantially. In the future, the Company's revenues will be increasingly dependent on sales of its next-generation system, Taos, which is based on object-oriented client/server design. Certain modules of Taos went into general release during the fourth quarter of fiscal 1999 and are currently in use at customer sites. During the second quarter, one additional module went to field test and will be released later this summer and an additional module is expected to be released in fiscal 2001. The timing of the completion of these additional modules may be affected by multiple factors, including rapid technological change, dependence on third-party suppliers and the relative scarcity of qualified technical staff. For additional factors that should be read in conjunction with this disclosure, see Exhibit 99.1 "Cautionary Statements - Additional Important Factors To Be Considered", in the Company's Form 10-K for the year ended September 30, 1999. 10 Year 2000 Readiness Disclosure The arrival of the year 2000 posed certain technological challenges resulting from a reliance in computer technologies on two digits rather than four digits to represent the calendar year (e.g., "99" for "1999"). The risks to the Company and the Company's Y2K action plan and related mitigation efforts have been described in the Company's most recent annual report on Form 10-K for the year ended September 30, 1999. The Company completed its Y2K action plan prior to the arrival of the Year 2000. Specifically, prior to December 31, 1999, the Company had reviewed all of its proprietary software products and believed that all of such software products were capable of accurately processing date data related to the change from 1999 to 2000, if used with third party products that were also capable of accurately processing such data. Also, by December 31, 1999, the Company had identified, evaluated, tested and validated the ability to process such data by the computer systems, applications and business processes used by the Company to operate its business. The Company did not experience, and through June of 2000 has not experienced, any material problems related to the processing of date data related to the change from 1999 to 2000 in its own proprietary software or any other software or systems that the Company uses. The Company's total costs related to the Y2K issue were approximately $25,000, of which $10,000 were external expenses. Based on the lack of problems experienced by the Company in connection with the arrival of the Year 2000, the Company currently does not expect any significant disruptions in the future as a result of Y2K or the fact that 2000 is a leap year. However, because the Company's continued Y2K compliance in calendar 2000 is in part dependent on the continued Y2K compliance of third parties, there can be no assurance that the Company's efforts alone have resolved all Y2K issues or that key third parties will not experience Y2K compliance failures as calendar 2000 progresses. The Company's oversight committee will continue to monitor the Company's own systems and the preparedness of third parties throughout calendar 2000. Forward Looking Statements Except for the historical information and statements contained in Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), the matters and items contained in this document, including MD&A, contain a substantial number of forward-looking statements, indicated by such words as "expects," "believes," "estimates," "anticipates," "plans," "assessment," "should," "will," and similar words. These forward-looking statements are based on the Company's and management's beliefs, assumptions, expectations, estimates and projections, any or all of which are subject to future change, depending on unknown developments and facts. These forward-looking statements should be read in conjunction with the disclosures in Exhibit 99.1 "Cautionary Statements - Additional Important Factors to Be Considered," in the Company's Form 10-K for the year ended September 30, 1999. 11 Results of Operations Three Months Ended June 30, 2000 compared to Three Months Ended June 30, 1999 Hardware revenues decreased $.3 million, or 36%, to $.6 million in the three months ended June 30, 2000, compared to $.9 million for the three months ended June 30, 1999. A portion of the decrease results from additional revenue generated during the three months ended June 30, 1999, when the Company had a program to facilitate the migration of specific existing customers to Taos by implementing a hardware upgrade; most customers who could take advantage of the program have already done so. The decrease in revenue was partially offset by hardware shipments for two new contracts and two network upgrades during the three months ended June 30, 2000. The gross margin percentage on hardware was 28% in the three months ended June 30, 2000 and 26% in the three months ended June 30, 1999. The higher margin network hardware shipped to two network upgrade sites contributed to the slight increase in margin. Software revenues decreased $.7 million, or 38%, to $1.2 million in the three months ended June 30, 2000, compared to $1.9 million in the three months ended June 30, 1999. The decrease in software license revenues is due primarily to revenue in the three months ended June 30, 1999, generated by initial sales of Web2 to existing customers following the release of version 1.2. The Company had $.1 million in new contract revenues in each of the three month periods ended June 30, 1999, and 2000, and in the three months ended June 30, 2000, had revenue from several license upgrades for existing customers. The gross margin percentage on software was 67% in the three months ended June 30, 2000, and 75% in the three months ended June 30, 1999. The decrease in margin is primarily attributable to the reduced revenue in the three months ended June 30, 2000, which results in the amortization of the software development costs, which is classified as a cost of software sales, being a higher percentage of sales. Service and other revenues increased $.4 million, or 8%, to $5.3 million in the three months ended June 30, 2000, compared to $4.9 million in the three months ended June 30, 1999. The primary reason for the increase is the continued increase in software maintenance revenues, due to new customer sites moving past the applicable warranty period. Management expects that software maintenance revenues, a major component of service and other revenues, will continue to increase as the base of licensed software products increases. The Company also continues to expand the revenue stream generated from the Internet services business. The gross margin percentage on service and other revenues was 72% in the three months ended June 30, 2000, and 74% in the three months ended June 30, 1999. Salaries and employee benefits remained consistent at $2.6 million in the three months ended June 30, 2000 and in the three months ended June 30, 1999. Annual salary increases in the three months ended June 30, 2000, were mitigated by open positions in the same quarter. General and administrative expenses decreased $.1 million, or 6%, to $1.2 million in the three months ended June 30, 2000, from $1.3 million in the three months ended June 30, 1999. This decline is primarily attributable to a decrease in travel expenses. Income from operations decreased $.4 million, or 44%, to $.5 million in the three months ended June 30, 2000, from $.9 million in the three months ended June 30, 1999. The primary contributor to the decline is the reduction of revenue in the three months ended June 30, 2000 as compared to the three months ended June 30, 1999, with no corresponding declines in salaries and benefits and general and administrative expenses. The Company's consolidated effective tax rate was 32% for the three month period ended June 30, 2000, and 33% for the three month period ended June 30, 1999. The decrease is a result of a favorable mix in rates from various state taxing authorities, as well as a reduced foreign tax effect. 12 Results of Operations Nine Months Ended June 30, 2000 compared to Nine Months Ended June 30, 1999 Hardware revenues decreased $.3 million, or 17%, to $1.5 million in the nine months ended June 30, 2000, compared to $1.8 million for the nine months ended June 30, 1999. Revenue streams from two new contract sites, as well as two network upgrade sites, offset the completion of a program that was in place in the nine months ended June 30, 1999, to facilitate the migration of specific existing customers to the Taos system. The gross margin percentage on hardware was 25% in the nine months ended June 30, 2000 and 28% in the nine months ended June 30, 1999. A one time purchase of hardware equipment with no revenue stream extending from it is the primary cause of the margin decline in the nine months ended June 30, 2000. Software revenues decreased $1.8 million, or 36%, to $3.2 million in the nine months ended June 30, 2000, from $5.0 million in the nine months ended June 30, 1999. The decrease is due primarily to one sale of $.8 million to a single customer and to initial sales of Web2 to existing customers following the release of version 1.2 in the nine months ended June 30, 1999, with no similar sales in the nine months ended June 30, 2000. The gross margin percentage on software was 72% in the nine months ended June 30, 2000, and 78% in the nine months ended June 30, 1999. The decrease in margin is primarily attributable to the reduced revenue in the nine months ended June 30, 2000, which results in the amortization of the software development costs, which is classified as a cost of software sales, being a higher percentage of sales. Service and other revenues increased $1.5 million, or 10%, to $15.7 million in the nine months ended June 30, 2000, compared to $14.2 million in the nine months ended June 30, 1999. The primary reason for the increase is the continued increase in software maintenance revenues, due to new customer sites moving past the warranty period. Management expects that software maintenance revenues, a major component of service and other revenues, will continue to increase as the base of licensed software products increases. The Company also continues to expand the revenue stream generated from the Internet services business. The gross margin percentage on service and other revenues was 73% in the nine months ended June 30, 2000, and in the nine months ended June 30, 1999. Salaries and employee benefits increased $.4 million, or 5%, to $8.3 million in the nine months ended June 30, 2000, from $7.9 million in the nine months ended June 30, 1999. This increase is primarily attributable to annual salary increases. General and administrative expenses decreased $.6 million, or 14%, to $3.8 million in the nine months ended June 30, 2000, from $4.4 million in the nine months ended June 30, 1999. This decrease is primarily attributable to a reduction in outside consulting expense, coupled with a decrease in travel expenses. Income from operations decreased $.3 million, or 33%, to $.7 million in the nine months ended June 30, 2000, from $1.0 million in the nine months ended June 30, 1999. The primary contributor to the decline is the reduction of revenue in the nine months ended June 30, 2000 as compared to the nine months ended June 30, 1999, with no corresponding declines in salaries and benefits and general and administrative expenses. The Company's consolidated effective tax rate was 32% for the nine month period ended June 30, 2000 and for the nine month period ended June 30, 1999. 13 Liquidity and Capital Resources The Company's cash needs are primarily for working capital and capital expenditures and historically have been met by cash flows from operations, bank borrowings, and equipment leases. At June 30, 2000, the Company's working capital was $17.9 million and its ratio of current assets to current liabilities was 2.9 to 1, as compared to working capital of $19.0 million and a ratio of current assets to current liabilities of 3.6 to 1 at September 30, 1999. Net cash provided by operating activities was $5.2 million for the nine months ended June 30, 2000, compared to $5.9 million for the nine months ended June 30, 1999. The decrease in net cash provided by operations was due primarily to a decrease in cash receipts in the nine months ended June 30, 2000. Net cash used by investing activities was $2.8 million for the nine months ended June 30, 2000, compared to net cash provided of $5.4 million for the nine months ended June 30, 1999. The decrease in net cash provided by investing activities is primarily due to the movement of cash from short-term investments to more liquid funds to finance the repurchase of treasury stock, in the nine months ended June 30, 1999. Net cash used by financing activities was $2.6 million for the nine months ended June 30, 2000, compared to $4.1 million for the nine months ended June 30, 1999. Purchases of treasury stock in the amount of $2.2 million for the nine months ended June 30, 2000, compared to $3.7 million for the nine months ended June 30, 1999 accounted for the decrease in cash used. In January 2000, the Company renewed its $6.0 million line of credit, which matures in January 2001 and is subject to annual renewal. The line of credit bears interest at the federal funds rate plus 200 basis points payable monthly on outstanding balances and is secured by the Company's accounts receivable, inventory, and equipment. There have been no borrowings against the Company's line of credit since May 1991. Management believes that, with the current cash position of $16.7 million, short-term investments of $1.0 million, accounts receivable of $7.9 million, continued cash flow from operations, availability of a $6.0 million line of credit, and total current liabilities of $9.3 million, the Company will be able to meet both its short-term liquidity needs and short-term capital expenditure needs. Management believes that with total long-term liabilities of approximately $2.1 million and no other known long-term commitments or demands, the Company will be able to satisfy its known long-term liabilities and liquidity needs through the funding sources identified above. Item 3. Qualitative and Quantitative Disclosures About Market Risk The Company's exposure to potential near-term losses in future earnings, fair value or cash flows resulting from reasonably possible changes in market rates or prices is not material. 14 DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES PART II OTHER INFORMATION Item 5. Other Information. The Company has released version 1.0 of some modules of its next generation system, Taos, and is completing the developmental stage of other modules. During the development of Taos, the Company has pursued contractual arrangements with library systems desiring to purchase Taos once it is completed. Those contracts include terms that are modified from time-to-time by agreement between the parties, including terms with respect to the anticipated installation dates for the various modules of the Taos system, but libraries are not obligated to agree to such amendments. The Company has experienced some delays with certain contractual installation schedules, which has resulted in the modification of certain of these schedules and the termination of certain contracts. During the quarter, the Company received notice from one customer that it wished to terminate its contract with the Company. While the Company believes that it will be able to substantially comply with the Taos installation schedules currently in place with its customers, a variety of factors could add additional delays in the final release of Taos, necessitating amendment of various contracts with respect to the installation dates. Such factors include the difficulties associated with incorporating rapid technological change into the Taos system, the Company's dependence on third-party suppliers, and the relative scarcity of qualified technical staff. For additional risk factors that should be read in conjunction with this disclosure, see Exhibit 99.1 "Cautionary Statements - Additional Important Factors to Be Considered" in the Company's Form 10-K for the year ended September 30, 1999. Effective May 1, 2000, the Company closed its Melbourne, Australia, office and arranged for its Australian customers to be supported by an Australian distributor with which the Company has had a previous relationship with. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits 27 Financial Data Schedule (b) Reports on Form 8-K No reports on Form 8-K were required to be filed during the three months ended June 30, 2000. 15 PART II. OTHER INFORMATION DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES 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. DATA RESEARCH ASSOCIATES, INC. August 2, 2000 /s/Michael J. Mellinger - ---------------- ------------------------------ Date Michael J. Mellinger Chairman, President, and Chief Executive Officer (Principal Executive Officer) August 2, 2000 /s/Katharine W. Biggs - ---------------- ------------------------------ Date Katharine W. Biggs Vice President, and Chief Financial Officer (Principal Accounting Officer) 16 EXHIBIT INDEX 27 Financial Data Schedule