JDA Software Group, Inc. Q3 2009 Earnings Call Transcript

JDA Software Group, Inc. (JDAS) Q3 2009 Earnings Call October 19, 2009 4:45 pm ET Executives Hamish N. J. Brewer - President & Chief Executive Officer Peter S. Hathaway - Chief Financial Officer Analysts Richard Williams - Cross Research Andrey Glukhov - Brean Murray, Carret Brad Reback - Oppenheimer & Co. Analyst for Patrick Walraven - JMP Securities Jeffrey Van Rhee - Craig-Hallum Capital Group Presentation Operator Welcome to the JDA Software Group Incorporated third quarter 2009 earnings conference call. (Operator Instructions) This conference call is being recorded today, Monday, October 19, 2009. I would now like to turn the conference over to Hamish Brewer. Hamish N. J. Brewer Good afternoon and welcome to the earnings results call for the third quarter of 2009. The third quarter closed in line with our expectations, delivering total revenues of $95.5 million with $17.3 million in software license sales, resulting in $24.1 million of adjusted EBITDA and a healthy $20.0 million of cash flow from operations. With me on the call today are Pete Hathaway, Chief Financial Officer of JDA, and Dave Alberty, JDA's Chief Accounting Officer. Pete will review the financial results for the quarter and then I will discuss general market conditions and our outlook for the balance of the year. Peter S. Hathaway Before I begin, let me remind you that our comments today will contain certain forward-looking statements that often involve risks, uncertainties, and assumptions. All statements, other than statements of historical facts, are statements that could be deemed to be forward-looking statements. These risks are described from time to time i...
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JDA Software Group to Acquire i2 Technologies

SCOTTSDALE, Ariz. & DALLAS--(BUSINESS WIRE)--JDA® Software Group, Inc. (NASDAQ: JDAS - News) and i2 Technologies, Inc. (NASDAQ: ITWO) today announced the signing of a definitive merger agreement for JDA Software to acquire i2 Technologies, Inc., a leading global provider of supply chain solutions, for an enterprise value of approximately $396 million. The combination of the two companies creates a global leader in the market for supply chain planning and optimization. On a pro-forma trailing 12-month basis, the combined company has annual revenues of approximately $617 million, including over $275 million of annual maintenance and recurring subscription fees. According to JDA Chief Executive Officer Hamish Brewer, the i2 acquisition will firmly establish JDA as a leading enterprise software company with a deep focus on supply chain management and a full complement of managed and hosted services offerings.“Our strategic rationale for acquiring i2 is even more compelling today than it was a year ago. The challenges of the economic crisis have focused the market’s attention on the disciplines of supply chain planning and JDA has established a leading role in this active market. Integrating i2’s solutions and expertise will only expand our opportunity to build substantial new shareholder value over the coming years.”“...
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JDA Software to buy i2 for about $434 million

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JDA Software set to buy i2 Technologies -- again

JDA Software Group Inc. is once again planning to buy i2 Technologies Inc., this time in a deal that figures to be about $396 million, the companies announced Thursday. That represents a higher price Scottsdale-based JDA (Nasdaq:JDAS) is willing to pay for Dallas-based i2 (Nasdaq:ITWO) than in a deal that collapsed earlier this year, when the proposed price was about $346 million. JDA is attempting to ensconce itself as the major player in supply-chain management software, and company officials believe the acquisition will boost its standing. “Our strategic rationale for acquiring i2 is even more compelling today than it was a year ago,” JDA CEO Hamish Brewer said in a prepared statement. “The challenges of the economic crisis have focused the market’s attention on the disciplines of supply-chain planning, and JDA has established a leading role in this active market. Integrating i2’s solutions and expertise will only expand our opportunity to build substantial new shareholder value over the coming years.” Officials with i2, which balked at the price of the last deal, said the merger makes sense. “This is a powerful combination,” said i2 Chairman, President and CEO Jackson Wilson Jr. “Our customers will be supported by a team of supply-chain professionals that is unmatched in the industry. Innovation will accelerate. Our expanded geographic footprint will enhance sales penetration and service delivery. This is the right transaction for our customers, partners and employees.” The deal may be structured in one of two ways. Under the intended structure, JDA would raise $275 million in unsecured financing that wo...
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[$$] JDA Software to Buy Rival i2

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JDA SOFTWARE GROUP INC Files SEC form 8-K, Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Agreement and Plan of Merger On November 4, 2009, JDA Software Group, Inc., a Delaware corporation ("JDA"), Alpha Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of JDA ("Merger Sub"), and i2 Technologies, Inc., a Delaware corporation ("i2"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), under which Merger Sub will be merged with and into i2 (the "Merger"), with i2 continuing after the Merger as the surviving corporation and a wholly-owned subsidiary of JDA. The Merger Agreement has been approved by the Boards of Directors of both JDA and i2. As provided in the Merger Agreement, JDA intends to raise approximately $275 million of senior unsecured notes through a best efforts financing between the signing date and December 18, 2009. If JDA raises sufficient funds and satisfies other conditions in the definitive merger agreement by December 18, 2009, each issued and outstanding share of i2 common stock will be converted into the right to receive approximately $12.70 in cash and 0.2562 of a share of JDA common stock with a combined value equal to $18.00 per share based on JDA's closing stock price on November 4, 2009 (the "Intended Structure"). If JDA does not raise sufficient funds and meet the conditions necessary to complete the transaction under the Intended Structure, then the parties will complete financing under the Commitment Letter (discussed below) and proceed with the Alternative Structure (as defined below). Under the Alternative Structure, each issued and outstanding share of i2 common stock will be converted into the right to receive approximately $6.00 in cash and 0.5797 of a share of JDA common stock with a combined value of $18.00 per share based on JDA's stock price on November 4, 2009 (the "Alternative Structure"). Under either the Intended Structure or the Alternative Structure, each issued...
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[$$] Less-Bad News Pushes Lamar Advertising Up 15%

BY SHARA TIBKEN Small-capitalization stocks climbed Thursday, pushed higher by positive earnings and a drop in weekly jobless claims. Thursday's gains, buoyed by a larger-than-expected decline in the number of U.S. workers filing new claims for jobless benefits, marked a change from the recent slump in the small-cap market. The stocks have been hit in recent weeks as investors rotate out of equities that are perceived as riskier, a category that includes small-cap stocks due to their higher volatility in trading and smaller cash positions. Bob Johnson, senior equity analyst at Satuit Capital Management, said that while small-cap stocks have been trading on ......
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JDA SOFTWARE GROUP INC Financials

PERIOD ENDING30-Sep-0930-Jun-0931-Mar-0931-Dec-08Total Revenue95,859  99,485  83,333  106,215  Cost of Revenue37,395  35,780  33,518  37,694  Gross Profit58,464  63,705  49,815  68,521  Operating ExpensesResearch Development12,495  12,664  12,573  13,670  Selling General and Administrative28,193  27,840  25,278  30,537  Non Recurring2,543  2,732  1,430  29,488  Others5,753  6,051  6,076  6,826  Total Operating Expenses48,984  49,287  45,357  80,521  Operating Income or Loss9,480  14,418  4,458  (12,000)Income from Continuing OperationsTotal Other Income/Expenses Net1,006  123  (243)(4,628)Earnings Before Interest And Taxes10,486  14,541  4,215  (16,628)Interest Expense346  386  239  3,036  Income Before Tax10,140  14,155  3,976  (19,664)Income Tax Expense3,877  5,220  1,332  (6,117)Minority Interest -   -   -   -  Net Income From Continuing Ops6,263  8,935  2,644  (13,547)Non-recurring EventsDiscontinued Operations -   -   -   -  Extraordinary Items -   -   -   -  Effect Of Accounting Changes -   -   -   -  Other Items...
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Optimera Gruppen A/S Selects JDA Software to Increase Sales and Reduce Stock Levels with Improved Inventory Management Strategies

SCOTTSDALE, Ariz.--(BUSINESS WIRE)--JDA® Software Group, Inc. (NASDAQ: JDAS - News) today announced that Optimera Gruppen A/S, a leading Norwegian building supplies and services retailer, licensed ® Advanced Warehouse Replenishment (AWR) and ® Advanced Store Replenishment (ASR) to gain a competitive advantage...
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