UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 6, 2003
InteliData Technologies Corporation
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-21685 54-1820617
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
11600 Sunrise Valley Drive
Suite 100
Reston, Virginia 20191
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (703) 259-3000
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
The following document is being furnished as an exhibit to this Current
Report on Form 8-K pursuant to Item 12:
Exhibit 99.1 Press release issued by InteliData Technologies Corporation
on November 6, 2003.
Item 12. Results of Operations and Financial Condition.
On November 6, 2003, InteliData Technologies Corporation ("InteliData" or the
"Company") issued a press release announcing its results of operations and
financial condition for the quarter ended September 30, 2003. A copy of the
press release is being furnished as Exhibit 99.1 to this Current Report on Form
8-K.
This Current Report on Form 8-K and the press release attached hereto are being
furnished by the Company pursuant to Item 12 of Form 8-K, in accordance with SEC
Release Nos. 33-8176; 34-47226, insofar as they report the Company's results of
operations and financial condition for the quarter ended September 30, 2003.
In accordance with General Instruction B.6 of Form 8-K, the information in this
Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liability of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, except as shall be expressly set forth by specific reference in such
a filing.
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 hereunto duly authorized.
INTELIDATA TECHNOLOGIES CORPORATION
Date: November 6, 2003 By: /s/ John R. Polchin
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John R. Polchin
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Exhibit
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Exhibit 99.1 Press release issued by InteliData Technologies
Corporation on November 6, 2003.
EXHIBIT 99.1
FOR IMMEDIATE RELEASE Contact: John R. Polchin
November 6, 2003 Chief Financial Officer
(703) 259-3000
INTELIDATA REPORTS THIRD QUARTER 2003 RESULTS
RESTON, VA, November 6, 2003 - InteliData Technologies Corp. (Nasdaq:
INTD), a leading provider of Internet banking and electronic bill presentment
and payment technologies, today announced financial results for the three-month
and nine-month periods ended September 30, 2003.
Revenue for the third quarter totaled $4.7 million, a decrease of $1.3
million from the $6.0 million as reported for the year-ago quarter. For the nine
months ended September 30, 2003 revenue totaled $16.3 million, up slightly from
the reported $16.2 million for the same nine-month period of 2002.
Gross profit for the three-month period ended September 30, 2003 totaled
$2.8 million versus $3.6 million for the third quarter of 2002. This resulted in
a gross margin of 60%, equaling the Company's reported gross margin for the
comparable prior-year period. Through nine months, the Company generated a gross
margin of 65%, versus 60% for the same period of 2002.
Net loss for the three-month period ended September 30, 2003 was $567,000,
or $0.01 per share, versus a net loss of $1.6 million, or $0.03 per share, for
the comparable year-ago period. For the first nine months of 2003, the Company's
net loss totaled $725,000, or $0.01 per share, compared to a net loss of $8.4
million, or $0.17 per share, for the first nine months of 2002.
Cash and investments as of September 30, 2003 totaled $8.5 million,
compared to $6.1 million for the year-ago period and $5.7 million as of yearend
2002.
<page>
"Clearly, our revenue shortfall this quarter was disappointing," said
Alfred S. Dominick, Jr., Chairman and CEO. "However, we have in place a sound
pipeline for both our credit card and payment offerings. In addition, we
continue to witness the implementation and adoption of our technology in today's
marketplace and our balance sheet remains strong. During 2003, we believed that
revenue expansion would come from our credit card product offering and from our
Bill Payment ASP Agreement with Fidelity National Information Services ("FNIS")
(formerly ALLTEL Information Services). Continuing credit card industry
portfolio difficulties have impacted our ability to secure new business and
further, planned top-line contributions from our FNIS relationship have also
fallen short of expectations. As a result, we were unable to offset the
anticipated decline in revenue from clients using our legacy Canopy(TM) banking
platform. Despite these factors, our year-to-date financial results exceed prior
year performance when measured across the same period."
Key Operating Accomplishments:
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o Utilizing InteliData's Payment Warehouse and Gateway software,
Washington Mutual completed the migration of its remittance processing
to a new processor.
o Mid-Atlantic Corporate FCU joined First Hawaiian and Bank of the West
in utilizing InteliData's Least Cost Routing(TM) payment service to
route transactions to multiple remittance providers including
MasterCard RPPS.
o Executed a three-year contract extension with President's Choice,
while also expanding the relationship to include a French language
site and InteliData's e-Statement application.
o Executed a contract extension with Premier Bankcard and added an
e-Statement application.
As a result of the third quarter revenue performance, the Company is now
setting full-year 2003 revenue expectations to the low end of its prior range,
that being $22 million. However, this assumes $1 million of anticipated contract
signings and license deliveries during the fourth quarter. Furthermore, the
Company does not expect to reach net income profitability on a full-year basis.
<page>
Looking ahead, the Company's preliminary full-year 2004 revenue guidance is
expected to be between $22 - $30 million, while generating $0.08 per share at
the mid-point of this range. As 2004 progresses, the Company expects to continue
to update investors periodically with respect to its revenue guidance, based on
the then climate for large bank procurement activities, portfolio improvements
across the credit card sector, the evolution of the Company's pipeline and
general economic conditions.
Attached are financial information comparing results for the three-month
and nine-month periods ended September 30, 2003 to the same periods in 2002.
InteliData will hold a conference call today at 4:30 p.m. Eastern Time.
Investors can access the call by dialing (888) 375-8244. The conference leader
is Al Dominick. International callers can dial (706) 634-5506. A replay can be
accessed for 48 hours beginning at 7:30 p.m. on November 6th. Domestic
participants may dial (800) 642-1687 and enter Conference ID 3468808, while
international callers should dial 706-645-9291 for the replay. Online audio
replays will also be available at InteliData's Web site www.intelidata.com,
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www.streetevents.com and www.companyboardroom.com for 30 days.
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About InteliData
With over a decade of experience in the industry, InteliData provides Internet
banking and Electronic Bill Presentment and Payment (EBPP) technology and
services to leading banks, credit unions, financial institution processors and
credit card issuers. The Company develops and markets software products that
offer proven scalability, flexibility and security in supplying real-time,
Internet based banking services to their customers. The Company also serves as
an application service provider by providing Internet hosting and service bureau
solutions. Visit the Company's Web site at www.InteliData.com.
"Safe Harbor" statement under the Private Securities Litigation Reform Act of
1995:
This release contains forward looking statements that are subject to risks and
uncertainties, including, but not limited to, our ability to continue funding
operating losses, our ability to manage our expenses in line with anticipated
business levels, the ability of the Company to complete product implementations
in required time frames and the Company's ability to increase its recurring
revenues from its ASP business model, the Company's ability to retain key
customers and to increase revenues from existing customers, the impact of
competitive products, pricing pressure, product demand and market acceptance
risks, pace of consumer acceptance of home banking and reliance on the Company's
bank clients to increase usage of Internet banking by their customers, the
effect of general economic conditions on the financial services industry,
mergers and acquisitions, risk of integration of the Company's technology by
large software companies, the ability of financial institution customers to
implement applications in the anticipated time frames or with the anticipated
features, functionality or benefits, reliance on key strategic alliances and
<page>
newly emerging technologies, the ability of the Company to leverage its third
party relationships into new business opportunities in the EBPP market, the
on-going viability of the mainframe marketplace and demand for traditional
mainframe products, the ability to attract and retain key employees, the
availability of cash for long-term growth, product obsolescence, ability to
reduce product costs, fluctuations in operating results, delays in development
of highly complex products and other risks detailed from time to time in
InteliData filings with the Securities and Exchange Commission. These risks
could cause the Company's actual results for 2003 and beyond to differ
materially from those expressed in any forward looking statements made by, or on
behalf of, InteliData. InteliData is not under any obligation (and expressly
disclaims an obligation to) update or alter its forward-looking statements,
whether as a result of new information or otherwise.
# # #
INTELIDATA TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2003 AND DECEMBER 31, 2002
(in thousands, except share data; unaudited)
2003 2002
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 8,546 $ 5,674
Accounts receivable, net 3,451 2,974
Other receivables 135 309
Prepaid expenses and other current assets 490 802
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Total current assets 12,622 9,759
NONCURRENT ASSETS
Property and equipment, net 1,697 2,554
Goodwill, net 26,238 26,238
Intangibles, net 5,240 5,780
Other assets 211 175
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TOTAL ASSETS $ 46,008 $ 44,506
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 2,099 $ 2,081
Accrued expenses 1,652 3,458
Deferred revenues 1,392 1,673
Other liabilities 258 252
Net liabilities of discontinued operations 45 51
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TOTAL CURRENT LIABILITIES 5,446 7,515
Net liabilities of discontinued operations 102 200
Other liabilities 732 337
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TOTAL LIABILITIES 6,280 8,052
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COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value; authorized 5,000,000 shares;
no shares issued and outstanding -- --
Common stock, $0.001 par value; authorized 100,000,000 shares;
issued 51,993,000 shares in 2003 and 49,797,000 shares in 2002;
outstanding 51,168,000 shares in 2003 and 48,991,000 shares in 2002 52 50
Additional paid-in capital 306,859 302,833
Treasury stock, at cost: 825,000 shares in 2003 and 806,000 shares in 2002 (2,525) (2,473)
Deferred compensation (281) (304)
Accumulated deficit (264,377) (263,652)
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TOTAL STOCKHOLDERS' EQUITY 39,728 36,454
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 46,008 $ 44,506
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</table>
INTELIDATA TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(in thousands, except per share data; unaudited)
<table>
Three Months Ended Nine Months Ended
September 30, September 30,
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2003 2002 2003 2002
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Revenues $ 4,692 $ 6,010 $ 16,268 $ 16,179
Cost of revenues 1,858 2,376 5,740 6,414
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Gross profit 2,834 3,634 10,528 9,765
Operating expenses
General and administrative 1,417 2,375 5,437 7,305
Sales and marketing 451 793 1,329 2,547
Research and development 1,369 1,933 3,946 7,106
Amortization of intangibles 180 180 540 540
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Total operating expenses 3,417 5,281 11,252 17,498
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Operating loss (583) (1,647) (724) (7,733)
Realized loss on sales of investments -- -- -- (748)
Other income (expenses), net 16 32 (1) 87
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Loss before income taxes (567) (1,615) (725) (8,394)
Provision for income taxes -- -- -- --
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Loss from continuing operations (567) (1,615) (725) (8,394)
Discontinued operations, net of income taxes -- -- -- --
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Net loss $(567) $ (1,615) $ (725) $ (8,394)
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Basic and diluted loss per common share
Loss from continuing operations $ (0.01) $ (0.03) $ (0.01) $ (0.17)
Income (loss) from discontinued operations 0.00 0.00 0.00 0.00
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Net loss $ (0.01) $ (0.03) $ (0.01) $ (0.17)
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Basic and diluted weighted-average
common shares outstanding 50,864 49,359 49,641 48,901
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</table>