Exhibit 99.1 Tier Reports Fiscal Second Quarter Results; Exceeds Revenue, GAAP and Core EPS Guidance WALNUT CREEK, Calif.--(BUSINESS WIRE)--April 29, 2004--Tier Technologies, Inc. (Nasdaq:TIER), a leading provider of financial transaction processing and packaged software and systems integration solutions for government clients, today announced results for its fiscal second quarter ended March 31, 2004. GAAP Results Net revenues for the fiscal 2004 second quarter were $29.7 million, which exceeded the Company guidance of $29 million. This is compared to $30.2 million in the fiscal 2003 second quarter, which included revenue from the terminated CalPERS contract of $3.3 million. U.S. Generally Accepted Accounting Principles, or GAAP, net income per diluted share was $0.08 in the fiscal 2004 second quarter, as compared to net income per diluted share of $0.08 in the same period a year ago. Non-GAAP Results Core earnings per diluted share for the fiscal 2004 second quarter were $0.07, which exceeded the Company guidance of $0.06, and as compared to $0.08 for the same period a year ago. Core earnings are defined as income from continuing operations before income taxes, net of restructuring and other charges, tax affected. Tier provides additional notes and information on the face of the attached condensed consolidated statements of operations that describe in detail the items affecting revenues and per share results reported above and a detailed description of the calculation of the Non-GAAP results. Balance Sheet Cash and cash equivalents and short and long-term investments on March 31, 2004 totaled $82.1 million as compared to $64.3 million on September 30, 2003. The total current portion of accounts and unbilled receivables at March 31, 2004 was $18.2 million, which represented a decrease of $9.7 million from $27.9 million at September 30, 2003. Specifically, unbilled receivables at March 31, 2004 were $4.5 million, which represented a decrease of $3.4 million or 43% from $7.9 million at September 30, 2003. Fiscal Second Quarter 2004 "I am very pleased with Tier's second fiscal quarter 2004 financial results which exceeded guidance on both top and bottom lines," said James R. Weaver, Chairman and Chief Executive Officer. "Each of our three business units performed at or better than guidance, growing total revenue 12% over the fiscal first quarter of 2004. This improvement is a result of several factors. Our transaction processing expertise enables us to win deals in this arena that provide stable recurring revenue streams. Demand for our services is generally improving. I was pleased to see that our Government Systems Integration Strategic Business Unit had significant revenue growth in our second fiscal quarter 2004 with 27% sequential growth and 19% year over year growth, excluding revenue from the terminated CalPERS contract of $3.3 million. Our new business model has made Tier a stronger, more focused business than it was a year ago." Jeffrey A. McCandless, Senior Vice President and Chief Financial Officer commented, "In the fiscal second quarter of 2004, Tier had a solid quarter and executed well against our plan. Key income statement, cash flow, and balance sheet metrics improved. We were pleased that during the second quarter, Tier's Core Operating Margin was 50 basis points higher than guidance. Days Sales Outstanding, including unbilled receivables, were 67 days, which is well below our target of 90 days. This is the second consecutive quarter that this metric has meaningfully improved. Tier experienced another quarter of strong cash flow, reporting $5.9 million in cash from operations and $17.2 million through the first six months of fiscal 2004, ending the quarter with cash and cash equivalents and short and long-term investments totaling $82.1 million." Tier To Consolidate Corporate Offices The Company will consolidate its Walnut Creek, California Corporate office with the Corporate office in Reston, Virginia not later than June 30, 2004. The Corporate office in Walnut Creek includes Accounting, Financial Planning, Information Technology, Legal, Human Resources and Facilities functions. The Company anticipates that some employees will relocate, and the Company will hire additional staff in the Reston office. In connection with the office consolidation, the Company is estimating to incur restructuring and other related pre-tax charges of approximately $3.5 million to cover office lease, employee and other related costs. Commenting on the office consolidation, Weaver stated, "This was a particularly difficult decision as the Walnut Creek employees are extremely dedicated, hard working, and knowledgeable. I am confident that the administrative efficiencies, improved communication, and the opportunity to strengthen Tier's corporate culture will benefit the Company over the long-term." Financial Outlook For the fiscal third quarter of 2004, Tier expects to post a GAAP after-tax loss from continuing operations per diluted share of ($0.04), which includes a $0.17 per diluted share charge for the office consolidation, and reaffirms the previous guidance for core earnings of $0.14 per diluted share. Tier expects revenue in the fiscal third quarter of 2004 to be $40.5 million, which reflects the completion of the April 2004 tax season for our Official Payments Strategic Business Unit. For the fiscal fourth quarter of 2004, Tier expects to post GAAP after-tax earnings from continuing operations of $0.07 per diluted share, which includes a $0.01 per diluted share charge for the office consolidation, and is raising its estimated core earnings from $0.07 to $0.08 per diluted share. Tier expects revenue in the fiscal fourth quarter of $29.0 million, which is consistent with previous guidance. For the full fiscal year 2004, the Company now projects total revenue of approximately $125.6 million, GAAP after-tax income from continuing operations of approximately $0.7 million and GAAP after-tax earnings from continuing operations per diluted share of approximately $0.04, both of which include the $0.18 per diluted share charge for the office consolidation, and core earnings of $0.31 per diluted share. Core earnings excludes pre-tax charges of $7.6 million for the full fiscal year 2004 relating to exited business units, office consolidations, severance, purchase price earn-outs, and goodwill write-off, costs in connection with our compliance with the document production pursuant to the Department of Justice subpoena and projected CalPERS legal costs, and the results of discontinued operations. Weaver Appointed Chairman Tier's Board of Directors also announced today that it has appointed James R. Weaver as Chairman of the Board. Tier's former Chairman, James Bildner, remains on Tier's Board as a Director. Mr. Weaver is Tier's President and Chief Executive Officer. He was appointed CEO on August 31, 2003, and was appointed President of Tier in January 2002. He held the title of Chief Operating Officer from November 2002 through August 31, 2003. Mr. Weaver joined Tier as President, Government Services Division in May 1998 and became President, U.S. Operations in August 2000. Prior to joining Tier Mr. Weaver held senior management positions at BDM International, Inc., Unisys Corporation, and Lockheed Information Management Services. Plaintiff's Claims Dismissed Tier also announced today that the shareholder class action filed against the Company and various former and current officers and directors in the U.S. District Court for the Northern District of California, and the derivative action filed against various former and current officers and directors of the Company in the California Superior Court for Contra Costa County have been dismissed without prejudice. Conference Call Tier will host a conference call at 8:30 a.m. EDT on Friday, April 30, 2004 to discuss its quarterly results. To access the conference call, please dial (800) 399-0129. The conference call will also be broadcast live via the Internet at www.Tier.com. Please go to the website at least fifteen minutes prior to the call to register, download and install any necessary audio software. A replay will be available at www.Tier.com or by calling (800) 642-1687 and entering 6817195 from two hours after the end of the call until 11:59 p.m. EDT on May 7, 2004. Non-GAAP Financial Information To supplement its consolidated financial statements presented in accordance with GAAP, Tier uses certain non-GAAP measures, which are adjusted to exclude certain items. These non-GAAP measures, including those referred to as "core" in this release, are not in accordance with, nor are they a substitute for, GAAP measures and may not be consistent with the presentation used by other companies. Tier uses these non-GAAP financial measures to evaluate and manage the Company's operations. Tier is providing this information to investors to allow for the performance of additional financial analysis and because it is consistent with the financial models and estimates published by analysts who follow the Company. Since Tier has historically reported non-GAAP results to the investment community, the Company also believes the inclusion of non-GAAP measures provides consistency in its financial reporting. Each non-GAAP financial measure included in this press release is reconciled to the most comparable GAAP financial measure. About Tier Tier is a provider of financial transaction processing and packaged software and systems integration services primarily for federal, state and local government clients. We combine our understanding of enterprise-wide systems with domain knowledge enabling our clients to rapidly channel emerging technologies into their operations. We focus on sectors that we believe are driven by forces that make demand for our services less discretionary and are likely to provide us with recurring long-term revenue streams. Tier is included in the Russell 3000(R) Index. More information about the Company is available at www.Tier.com. Statements made in this press release that are not historical facts, are forward-looking statements that are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Each of these statements is made as of the date hereof based only on current information and expectations that are inherently subject to change and involve a number of risks and uncertainties. Actual events or results may differ materially from those projected in any of such statements due to various factors, including but not limited to the potential loss of funding by clients, including due to government budget shortfalls or revisions to mandated statutes; failure to achieve anticipated gross margin levels with respect to individual projects, including due to unanticipated costs incurred in fixed-price or transaction-based projects; the timing, initiation, completion, renewal, extension or early termination of client projects; the Company's ability to realize revenues from its business development opportunities and achieve cost savings from its restructuring activities; and unanticipated claims as a result of project performance, including due to the failure of software providers or subcontractors to satisfactorily complete engagements. For a discussion of these and other factors which may cause our actual events or results to differ from those projected, please refer to the Company's annual report on Form 10-K for the year ended Sept. 30, 2003, Form 10-Q for the quarter ended December 31, 2003, as well as other filings with the SEC. (Financial tables to follow) TIER TECHNOLOGIES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (dollars in thousands, except per share data) (unaudited) Three Months Ended Six Months Ended March 31, March 31, ---------------------- ---------------------- 2004 2003 2004 2003 -------- ------------ -------- ------------ Reclassified Reclassified (1) (1) Net revenues (2) $29,659 $30,165 $56,169 $59,252 Costs and expenses: Direct costs (2) 19,399 19,750 37,367 38,315 Selling and marketing 1,756 1,413 3,133 2,854 General and administrative (3) 6,293 5,431 12,593 11,210 Restructuring charges 5 - 1,261 - Depreciation and amortization 1,107 1,388 2,238 2,765 -------- ------------ -------- ------------ Total costs and expenses 28,560 27,982 56,592 55,144 -------- ------------ -------- ------------ Income (loss) from continuing operations 1,099 2,183 (423) 4,108 Interest income (expense), net 293 296 570 674 -------- ------------ -------- ------------ Income from continuing operations before income taxes (5) 1,392 2,479 147 4,782 Provision for income taxes 35 955 70 1,793 -------- ------------ -------- ------------ Income from continuing operations, net of income taxes 1,357 1,524 77 2,989 -------- ------------ -------- ------------ Discontinued operations: Income (loss) from operations of discontinued operations, adjusted for applicable provision for income taxes of $0 and $58 for the three months ended March 31, 2004 and 2003, respectively, and $0 and $232 for the six months ended March 31, 2004 and 2003, respectively (4) 164 57 (1,401) 316 -------- ------------ -------- ------------ Net income (loss) $1,521 $1,581 $(1,324) $3,305 ======== ============ ======== ============ Income from continuing operations, net of income taxes: Per common share $0.07 $0.08 $- $0.16 ======== ============ ======== ============ Per diluted share (5) $0.07 $0.08 $- $0.15 ======== ============ ======== ============ Income (loss) from discontinued operations, net of income taxes: Per common share $0.01 $- $(0.07) $0.02 ======== ============ ======== ============ Per diluted share $0.01 $- $(0.07) $0.02 ======== ============ ======== ============ Net income (loss) Per common share $0.08 $0.08 $(0.07) $0.17 ======== ============ ======== ============ Per diluted share $0.08 $0.08 $(0.07) $0.17 ======== ============ ======== ============ Shares used in computing basic income (loss) per share 18,808 18,834 18,755 18,944 ======== ============ ======== ============ Shares used in computing diluted income (loss) per share 19,217 19,355 19,083 19,580 ======== ============ ======== ============ Footnote (1) The financial statements have been reclassified to reflect the results of the discontinued operations separately. Footnote (2) Net revenues includes revenues from the CalPERS terminated contract for the three months ended March 31, 2004 and 2003 of $0 and $3,344, respectively, and for the six months ended March 31, 2004 and 2003 of $0 and 6,579, respectively. Direct costs include direct costs from the CalPERS terminated contract for the three months ended March 31, 2004 and 2003 of $0 and $2,371, respectively, and six months ended March 31, 2004 and 2003 of $0 and $4,534, respectively. Footnote (3) General and administrative includes the following: Indirect costs associated with terminated contracts $416 $- $716 $- Legal and other costs (credits) associated with the DOJ subpoena, net (195) - 321 - Legal and other costs associated with dismissed shareholder lawsuits 150 - 198 - Other charges 27 - 27 - Other general and administrative 5,895 5,431 11,331 11,210 -------- ------------ -------- ------------ $6,293 $5,431 $12,593 $11,210 ======== ============ ======== ============ Footnote (4) Includes the results of operations and charges in connection with discontinuing the U.S. Commercial Services and United Kingdom Segments. Footnote (5) Non-GAAP after tax income from continuing operations per diluted share excluding the impact of certain items is calculated as follows: Three Months Ended Six Months Ended March 31, March 31, ---------------------- ---------------------- 2004 2003 2004 2003 -------- ------------- -------- ------------- U.S. GAAP income from continuing operations before income taxes $1,392 $2,479 $147 $4,782 Indirect costs associated with terminated contracts 416 - 716 - Legal and other costs (credits) associated with the DOJ subpoena, net (195) - 321 - Legal and other costs associated with dismissed shareholder lawsuits 150 - 198 - Other charges 27 - 27 - Restructuring charges 5 - 1,261 - -------- ------------ -------- ------------ Adjusted income from continuing operations before income taxes 1,795 2,479 2,670 4,782 Provision for income taxes for the three months ended March 31, 2004 and 2003 computed at an effective income tax rate of 30.0% and 38.5%, respectively, and for the six months ended March 31, 2004 and 2003 computed at an effective income tax rate of 30.0% and 37.5%, respectively 539 954 801 1,793 -------- ------------- -------- ------------- Non-GAAP after tax income from continuing operations (Core Earnings) $1,256 $1,525 $1,869 $2,989 ======== ============= ======== ============= Non-GAAP after tax income from continuing operations per diluted share (Core Earnings Per Share) $0.07 $0.08 $0.10 $0.15 ======== ============= ======== ============= Shares used in computing income per diluted share 19,217 19,355 19,083 19,580 ======== ============= ======== ============= TIER TECHNOLOGIES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) (unaudited) March 31, Sept. 30, 2004 2003 --------- --------- ASSETS ------ Current assets: Cash and cash equivalents $49,706 $26,178 Short-term investments 1,000 5,492 Accounts receivable, net 13,718 20,024 Unbilled receivables 4,500 7,872 Other current assets 2,616 4,602 Assets of discontinued operations 689 3,550 --------- --------- Total current assets 72,229 67,718 Long-term investments 31,350 32,590 Equipment and software, net 4,459 5,422 Goodwill and other acquired intangibles, net 52,954 54,457 Other assets 4,807 4,027 Non-current assets of discontinued operations - 760 --------- --------- Total assets $165,799 $164,974 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY ------------------------------------ Current liabilities: Borrowings $120 $150 Accounts payable and accrued expenses 17,436 19,711 Other current liabilities 7,896 3,299 Liabilities of discontinued operations 529 2,043 --------- --------- Total current liabilities 25,981 25,203 Long-term debt, less current portion 138 195 Other liabilities 1,388 994 Non-current liabilities of discontinued operations 62 432 Total shareholders' equity 138,230 138,150 --------- --------- Total liabilities and shareholders' equity $165,799 $164,974 ========= ========= TIER TECHNOLOGIES, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Three Months Ended Six Months Ended March 31, March 31, ----------------- ----------------- 2004 2003 2004 2003 -------- -------- -------- -------- Operating activities Income from continuing operations, net of income taxes $1,357 $1,524 $77 $2,989 Adjustments to reconcile income from continuing operations, net of income taxes to net cash from continuing operations provided by operating activities: Asset impairment charge - - 135 - Depreciation and amortization 1,625 1,956 3,287 3,847 Provision for doubtful accounts 246 70 272 366 Tax benefit of stock options exercised - 61 - 196 Forgiveness of notes receivable from employees - 13 8 27 Change in operating assets and liabilities, net of effects of business combinations: Accounts receivable 3,048 (503) 8,581 (5,926) Prepaid expenses and other assets (78) 1,596 (210) 565 Accounts payable and accrued liabilities 79 (308) 5,040 (1,932) Deferred revenue (414) (206) 51 521 -------- -------- -------- -------- Net cash from continuing operations provided by operating activities 5,863 4,203 17,241 653 -------- -------- -------- -------- Investing activities Purchase of equipment and software (499) (207) (908) (995) Notes and accrued interest receivable from related parties (101) (71) (171) (135) Repayments on notes and accrued interest receivable from related parties 23 - 34 14 Business combinations, net of cash acquired - 182 - 151 Purchases of available-for-sale securities (5,158) (2,001) (10,358) (19,298) Sales of available-for-sale securities - 5,989 - 5,989 Maturities of available-for-sale securities 13,315 3,444 16,032 15,533 Other assets 26 - 26 - -------- -------- -------- -------- Net cash from continuing operations provided by investing activities 7,606 7,336 4,655 1,259 -------- -------- -------- -------- Financing activities Net proceeds from issuance of common stock 536 436 1,177 1,028 Repurchase of common stock - (6,665) - (6,665) Payments on capital lease obligations and other financing arrangements (35) (179) (87) (344) -------- -------- -------- -------- Net cash from continuing operations provided by (used in) financing activities 501 (6,408) 1,090 (5,981) -------- -------- -------- -------- Net cash provided by (used in) continuing operations 13,970 5,131 22,986 (4,069) Net cash provided by (used in) discontinued operations (488) (1,007) 542 142 -------- -------- -------- -------- Net increase (decrease) in cash and cash equivalents 13,482 4,124 23,528 (3,927) Cash and cash equivalents at beginning of period 36,224 32,558 26,178 40,609 -------- -------- -------- -------- Cash and cash equivalents at end of period $49,706 $36,682 $49,706 $36,682 ======== ======== ======== ======== Supplemental disclosures of cash flow information Cash paid during the period for: Interest $13 $12 $28 $31 ======== ======== ======== ======== Income taxes paid (refunded), net $(457) $535 $(6,939) $2,393 ======== ======== ======== ======== Supplemental disclosures of non- cash transactions Equipment acquired under capital lease obligations and other financing arrangements $- $10 $- $68 ======== ======== ======== ======== CONTACT: Tier Technologies, Inc. Jeffrey A. McCandless, 925-941-2806 or Matt Brusch, 571-382-1048