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, 2001
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or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number: 0-20244
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DATA RESEARCH ASSOCIATES, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
MISSOURI 43-1063230
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(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
1276 NORTH WARSON RD. ST. LOUIS, MISSOURI 63132
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(Address of principal executive offices) (Zip Code)
(314) 432-1100
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(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 August 9, 2001, there were 4,500,204 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, 2001
and September 30, 2000
Consolidated statements of income -Three months ended June 30,
2001 and 2000
-Nine months ended June 30,
2001 and 2000
Consolidated statements of cash flows -Nine months ended June 30,
2001 and 2000
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
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,
2001 2000
(Unaudited)
----------- -------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 4,063 $ 8,547
Short-term investments 15,154 11,603
Account receivable less allowances of $221
at June 30, 2001 and $172 at
September 30, 2000:
Billed 5,983 5,491
Unbilled 400 544
------- -------
6,383 6,035
Inventories 104 70
Prepaid expenses 933 794
Other current assets 278 236
------- -------
TOTAL CURRENT ASSETS 26,915 27,285
PROPERTY AND EQUIPMENT:
Land and improvements 504 504
Building and improvements 2,697 2,697
Data processing equipment 6,221 6,059
Furniture, fixtures, and other 4,028 3,871
------- -------
13,450 13,131
Less accumulated depreciation 9,084 8,007
------- -------
4,366 5,124
DEFERRED SOFTWARE COSTS
(net of accumulated amortization
of $3,837 at June 30, 2001, and $2,572
at September 30, 2000) 5,897 5,571
INTANGIBLE ASSETS
(net of accumulated amortization
of $2,705 at June 30, 2001, and $2,634
at September 30, 2000) 256 333
------- -------
$37,434 $38,313
======= =======
4
June 30, September 30,
2001 2000
(Unaudited)
----------- -------------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 830 $ 690
Employee compensation 635 443
Deferred revenue 5,614 5,552
Customer deposits 1,106 1,114
Other accrued liabilities 589 492
Income taxes payable 350 17
Deferred income taxes 113 113
-------- -------
9,237 8,421
DEFERRED INCOME TAXES 1,767 1,940
COMMITMENTS AND CONTINGENCIES
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, 2001
and September 30, 2000 56 56
Additional paid-in capital 5,403 5,490
Accumulated other comprehensive loss (229) (196)
Retained earnings 31,480 31,903
-------- -------
36,710 37,253
Less cost of treasury stock, 1,056 shares
at June 30, 2001, and 883 shares
at September 30, 2000 (10,280) (9,301)
-------- -------
TOTAL SHAREHOLDERS' EQUITY 26,430 27,952
-------- -------
$ 37,434 $38,313
======== =======
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,
------------------ -----------------
2001 2000 2001 2000
------ ------ ------- -------
REVENUES
Hardware $ 182 $ 578 $ 922 $ 1,521
Software 1,206 1,161 3,117 3,237
Service and other 5,240 5,259 15,495 15,664
------ ------ ------- -------
6,628 6,998 19,534 20,422
EXPENSES
Cost of Revenues
Hardware 139 415 681 1,141
Software 631 378 1,511 901
Service and other 1,147 1,464 3,765 4,298
------ ------ ------- -------
1,917 2,257 5,957 6,340
Salaries and employee benefits 2,765 2,609 8,477 8,290
General and administrative
expenses 1,327 1,196 3,941 3,789
Depreciation and amortization 360 432 1,149 1,350
------ ------ ------- -------
6,369 6,494 19,524 19,769
INCOME FROM OPERATIONS 259 504 10 653
OTHER INCOME (EXPENSE) (57) 238 603 844
------ ------ ------- -------
INCOME BEFORE INCOME TAXES 202 742 613 1,497
PROVISION FOR INCOME TAXES 71 235 479 475
------ ------ ------- -------
NET INCOME $ 131 $ 507 $ 134 $ 1,022
====== ====== ======= =======
Basic and Diluted earnings per share $ .03 $ .11 $ .03 $ .21
====== ====== ======= =======
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,
------------------------
2001 2000
-------- -------
OPERATING ACTIVITIES
Net income $ 134 $ 1,022
Adjustments to reconcile net
Income to net cash provided
by operating activities:
Depreciation and amortization 2,491 2,416
Deferred taxes (174) -
Changes in operating assets
and liabilities:
Accounts receivable (377) 42
Inventories (35) (87)
Prepaid expenses and
other current assets (183) (251)
Accounts payable and
other current liabilities 850 2,084
Note receivable - 3
-------- -------
NET CASH PROVIDED
BY OPERATING ACTIVITIES 2,706 5,229
INVESTING ACTIVITIES
Purchase of property
and equipment (387) (505)
Deferred software costs (1,595) (1,360)
Purchase of short-term
investments (39,201) (983)
Proceeds from sale of
short-term investments 35,650 -
-------- -------
NET CASH USED BY
INVESTING ACTIVITIES (5,533) (2,848)
FINANCING ACTIVITIES
Proceeds from options exercised 67 88
Purchase of treasury shares (1,133) (2,155)
Dividends paid (557) (581)
-------- -------
NET CASH USED BY
FINANCING ACTIVITIES (1,623) (2,648)
Effect of exchange rate changes
on cash and cash equivalents (34) (48)
-------- -------
NET DECREASE IN
CASH AND CASH EQUIVALENTS (4,484) (315)
Cash and cash equivalents
at beginning of year 8,547 17,022
-------- -------
CASH AND CASH EQUIVALENTS
AT END OF YEAR $ 4,063 $16,707
======== ========
See notes to unaudited consolidated financial statements.
7
DATA RESEARCH ASSOCIATES, INC. AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2001
(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 accounting principles
generally accepted in the United States for interim financial information.
Accordingly, they do not include all of the information and footnotes required
by accounting principles generally accepted in the United States 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, 2000, contained in the Company's annual report for the year
ended September 30, 2000. 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, 2001, are not necessarily indicative of the results that may be
expected for the year ending September 30, 2001.
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, 2001 and September 30, 2000.
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,
------------------ ---------------
2001 2000 2001 2000
------ ------ ------ ------
Numerator:
Numerator for basic and diluted
earnings per share - net income $ 131 $ 507 $ 134 $1,022
====== ====== ====== ======
Denominator:
Denominator for basic earnings
per share-weighted average shares 4,504 4,667 4,587 4,763
Effect of dilutive securities:
Stock options 45 - 27 1
------ ------ ------ ------
Denominator for diluted earnings
per share-adjusted weighted average
shares and assumed conversions 4,549 4,667 4,614 4,764
====== ====== ====== ======
Basic earnings per share $ .03 $ .11 $ .03 $ .21
====== ====== ====== ======
Diluted earnings per share $ .03 $ .11 $ .03 $ .21
====== ====== ====== ======
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, 2001 and 2000 are as follows:
Three Months Nine Months
Ended Ended
June 30, June 30,
--------------- ----------------
2001 2000 2001 2000
----- ----- ----- ------
Net Income $ 131 $ 507 $ 134 $1,022
Foreign currency translation adjustment 72 (42) (33) (57)
----- ----- ----- ------
Comprehensive income $ 203 $ 465 $ 101 $ 965
===== ===== ===== ======
The components of accumulated other comprehensive loss, net of related tax, at
June 30, 2001 and September 30, 2000, are as follows:
June 30, 2001 Sept 30, 2000
------------- -------------
Foreign currency translation adjustment $ (229) $ (196)
------ ------
Accumulated other comprehensive income $ (229) $ (196)
====== ======
Note 5. Pending Transaction
On May 17, 2001, Data Research Associates, Inc. (DRA) and SIRSI Holdings Corp.
announced the signing of a definitive merger agreement providing for a
subsidiary of SIRSI to purchase all outstanding common stock of DRA for $11.00
per share in cash, or approximately $51.5 million.
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 2000
consolidated financial statements in the Company's Form 10-K for the year ended
September 30, 2000. 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. The Company's revenues are and 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 fiscal 2000, one additional module was released
and an additional module is expected to be in general release in the first
quarter of fiscal 2002. The timing of the completion of this additional module
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, 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, 2000.
10
Results of Operations
Three Months Ended June 30, 2001 compared to Three Months Ended June 30, 2000
Hardware revenues decreased $.4 million, or 69%, to $.2 million in the three
months ended June 30, 2001, compared to $.6 million for the three months ended
June 30, 2000. During the three months ended June 30, 2000, hardware revenue was
generated from two new contracts and two network upgrades, as compared to the
three months ended June 30, 2001 in which revenue was generated from one network
upgrade and one Taos migration. The gross margin percentage on hardware was 24%
in the three months ended June 30, 2001 and 28% in the three months ended June
30, 2000. Higher margin network upgrades in the three months ended June 30, 2000
are the primary cause of the decrease in margin for the three months ended June
30, 2001.
Software revenues remained consistent at $1.2 million in the three months
ended June 30, 2001 and in the three months ended June 30, 2000. The primary
source of software revenue in the three months ended June 30, 2001, was the
migration of existing customers to Taos. Additionally, revenue was generated
from the release of a portion of the Taos report writer product in the three
months ended June 30, 2001. The gross margin percentage on software was 48% in
the three months ended June 30, 2001, and 67% in the three months ended June 30,
2000. The decrease in margin is primarily attributed to the increase in the
amortization of software development costs, coupled with an increase in the sale
of lower margin third party software, in the three months ended June 30, 2001.
Service and other revenues decreased $.1 million to $5.2 million in the three
months ended June 30, 2001, compared to $5.3 million in the three months ended
June 30, 2000. The primary reason for the decrease was the reduction in revenue
from its internet services in the three months ended June 30, 2001. The gross
margin percentage on service and other revenues was 78% in the three months
ended June 30, 2001, and 72% in the three months ended June 30, 2000. The
increase in margin is primarily due to the decrease in revenue from internet
services, which have a higher associated cost than other services.
Salaries and employee benefits increased $.2 million, or 6%, to $2.8 million
in the three months ended June 30, 2001, compared to $2.6 million in the three
months ended June 30, 2000. Annual salary increases are the primary reason for
the increase in the three months ended June 30, 2001.
General and administrative expenses increased $.1 million, or 11%, to $1.3
million in the three months ended June 30, 2001, from $1.2 million in the three
months ended June 30, 2000. This increase is primarily attributable to an
increase in marketing expenses coupled with an increase in legal and accounting
expenses.
Income from operations decreased $.2 million, to $.3 million in the three
months ended June 30, 2001, from $.5 million in the three months ended June 30,
2000. The primary reason for the decrease is the reduced hardware revenue,
coupled with an increase in the cost of software revenues, in the three months
ended June 30, 2001 as compared to the three months ended June 30, 2000.
Other income and expense decreased $.3 million, to an expense of $.1 million
in the three months ended June 30, 2001, from income of $.2 million in the three
months ended June 30, 2000. The primary reason for the decrease is $.2 million
in expenses relating to the pending transaction with SIRSI in the three months
ended June 30, 2001.
The Company's consolidated effective tax rate was 35% for the three month
period ended June 30, 2001, and 32% for the three month period ended June 30,
2000. The increase in the effective tax rate in the three months ended June 30,
2001, is due to the reduction in research and development credits.
11
Results of Operations
Nine Months Ended June 30, 2001 compared to Nine Months Ended June 30, 2000
Hardware revenues decreased $.6 million, or 39%, to $.9 million in the nine
months ended June 30, 2001, from $1.5 million in the nine months ended June 30,
2000. In the nine months ended June 30, 2001, the Company had one large and
several small migration sites resulting in hardware revenue, compared to the
nine months ended June 30, 2000, which had hardware revenue related to the
server installation of the Company's web based public access product, coupled
with the installation of two Taos servers and two network upgrades. The gross
margin percentage on hardware was 26% in the nine months ended June 30, 2001 and
25% in the nine months ended June 30, 2000.
Software license revenues decreased $.1 million, or 4%, to $3.1 million in the
nine months ended June 30, 2001, from $3.2 million in the nine months ended June
30, 2000. The decrease in revenue is attributable to a reduction in Taos
installation contracts for the nine months ended June 30, 2001. The gross margin
percentage on software was 52% in the nine months ended June 30, 2001, and 72%
in the nine months ended June 30, 2000. The decrease in margin is primarily
attributed to the increase in the amortization of software development costs in
the nine months ended June 30, 2001, as well as an increase in revenue from
third party software which results in lower margin.
Service and other revenues decreased $.2 million, or 1%, to $15.5 million in
the nine months ended June 30, 2001, compared to $15.7 million in the nine
months ended June 30, 2000. An increase in maintenance, the major component of
service and other revenue, was offset by a decline in business internet revenue.
The gross margin percentage on service and other revenues was 76% in the nine
months ended June 30, 2001, and 73% in the nine months ended June 30, 2000. The
increase in margin was primarily due to the decrease in revenue from internet
services, which have a higher associated cost than other services.
Salaries and employee benefits increased $.2 million, or 2%, to $8.5 million
in the nine months ended June 30, 2001, compared to $8.3 million in the nine
months ended June 30, 2000. Annual salary increases are the primary reason for
the increase in the nine months ended June 30, 2001.
General and administrative expenses increased $.1 million, or 4%, to $3.9
million in the nine months ended June 30, 2001, compared to $3.8 million the
nine months ended June 30, 2000. This increase is primarily attributable to an
increase in marketing expenses coupled with an increase in legal and accounting
expenses.
Income from operations decreased $.7 million to near break even in the nine
months ended June 30, 2001, compared to $.7 million in the nine months ended
June 30, 2000. The primary reason for the decrease is the reduced hardware
revenue, coupled with an increase in the cost of software revenues, in the nine
months ended June 30, 2001 as compared to the nine months ended June 30, 2000.
Other income decreased $.2 million, to $.6 million in the nine months ended
June 30, 2001, from $.8 million in the nine months ended June 30, 2000. The
primary reason for the decrease is $.2 million in expenses relating to the
pending transaction with SIRSI in the nine months ended June 30, 2001.
The Company recorded a onetime charge for pending tax matters related to an
Internal Revenue Service examination. Without the effect of this $.3 million
charge, the Company's consolidated effective tax rate was 35% for the nine month
period ended June 30, 2001, compared to 32% for the nine month period ended June
30, 2000. The increase in the effective tax rate in the nine months ended June
30, 2001, is due to the reduction in research and development credits. With the
effect of the $.3 million charge, the Company's consolidated effective tax rate
was 78% for the nine month period ended June 30, 2001.
12
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, 2001, the Company's working
capital was $17.7 million and its ratio of current assets to current liabilities
was 2.9 to 1, as compared to working capital of $18.9 million and a ratio of
current assets to current liabilities of 3.2 to 1 at September 30, 2000.
Net cash provided by operating activities was $2.7 million for the nine months
ended June 30, 2001, compared to $5.2 million in the nine months ended June 30,
2000. A decrease in net income, coupled with the timing of payments of accounts
payable, in the nine months ended June 30, 2001, is the primary reason for the
decline.
Net cash used by investing activities was $5.5 million for the nine months
ended June 30, 2001, compared to $2.8 million for the nine months ended June 30,
2000. The increase in net cash used by investing activities is primarily due to
the shift of focus to cash investments of 90 days or more, resulting in the
reclassification of cash equivalents to short-term investments.
Net cash used by financing activities was $1.6 million for the nine months
ended June 30, 2001, compared to $2.6 million for the nine months ended June 30,
2000. Purchases of treasury stock in the amount of $1.1 million for the nine
months ended June 30, 2001, compared to $2.2 million for the nine months ended
June 30, 2000 accounted for the decrease in cash used.
The Company has a $6.0 million line of credit, which expires in January 2002
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 $4.1 million,
short-term investments of $15.1 million, accounts receivable of $6.4 million,
continued cash flow from operations, availability of a $6.0 million line of
credit, and total current liabilities of $9.2 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 $1.8 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.
13
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 expects to release version 1.0 of Acquisitions, the module
that will complete the suite of Taos products, early in fiscal 2002. 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. 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 these projects. 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, 2000.
On May 17, 2001, Data Research Associates, Inc. (DRA) and SIRSI Holdings Corp.
announced the signing of a definitive merger agreement providing for a
subsidiary of SIRSI to purchase all outstanding common stock of DRA for $11.00
per share in cash, or approximately $51.5 million. The transaction is subject to
receipt of at least seventy-five percent (75%) of the DRA shares in the tender
offer. As of August 9, 2001, 43% of the shares had been tendered through the
tender offer. The transaction is expected to be completed during the month of
August. Additional details and updates regarding this announced merger can be
found in subsequently filed Securities and Exchange Commission documents as well
as in press releases issued by both DRA and SIRSI Holdings Corp.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
No exhibits
(b) Reports on Form 8-K
A report on Form 8-K (the date of report being May 16, 2001) was filed
on May 21, 2001. The items reported were Item 5 Other Events and Item 7
Financial Statements and Exhibits.
A report on Form 8-K (the date of report being May 30, 2001) was filed
on May 30, 2001. The item reported was Item 7 Financial Statements and
Exhibits.
A report on Form 8-K (the date of report being June 28, 2001) was filed
on June 28, 2001. The items reported were Item 5 Other Events and Item 7
Financial Statements and Exhibits.
14
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 14, 2001 /s/Michael J. Mellinger
- --------------- ----------------------------------
Date Michael J. Mellinger
Chairman, President, and
Chief Executive Officer
(Principal Executive Officer)
August 14, 2001 /s/Katharine W. Biggs
- --------------- ----------------------------------
Date Katharine W. Biggs
Vice President, and
Chief Financial Officer
(Principal Accounting Officer)