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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): May 19, 2015
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ACXIOM CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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DELAWARE
(State or Other Jurisdiction of Incorporation)
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0-13163
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71-0581897
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(Commission File Number)
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(IRS Employer Identification No.)
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P.O. Box 8190, 601 E. Third Street,
Little Rock, Arkansas
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72203-8190
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(Address of Principal Executive Offices)
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(Zip Code)
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501-342-1000
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(Registrant’s Telephone Number, Including Area Code)
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01 Entry into a Material Definitive Agreement.
Effective May 19, 2015, Acxiom Corporation (“Acxiom” or the “Company”) entered into Amendment No. 1 to Fifth Amended and Restated Credit Agreement (the “Amendment”) among Acxiom, as borrower, the lenders party thereto and JPMorgan Chase Bank, N.A., as agent. The Amendment proposes to amend the Fifth Amended and Restated Credit Agreement dated as of October 9, 2013 (as amended, the “Credit Agreement”) among Acxiom, as borrower, the lenders party thereto and JPMorgan Chase Bank, N.A., as agent. The Amendment became effective simultaneously with the previously announced signing of the Contribution and Stock Purchase Agreement (the “Purchase Agreement”), dated May 19, 2015, by and between Aspen Holdco, Inc., Acxiom Corporation, Acxiom IT Outsourcing, Inc., Acxiom Limited, Aspen Hivedown Limited, Acxiom Global Service Center Polska sp. z.o.o., Acxiom Polska sp. z.o.o. w likwidacji, and Acxiom ITO Polska sp. z.o.o., pursuant to which the Company has agreed to sell its IT Infrastructure Management business, but the effectiveness of the amendments contained in the Amendment are conditioned on, among other things, the closing of the transactions contemplated by the Purchase Agreement.
Upon effectiveness of the amendments contained in the Amendment, the minimum fixed charge coverage ratio Acxiom is required to have pursuant to the Credit Agreement will be reduced to a ratio of 1.00 to 1.00 for the fiscal quarters ending on September 30, 2015, December 31, 2015 and March 31, 2016. During such time, Acxiom will not be entitled to declare or pay any dividends and share repurchases will be limited to no more than $100 million depending upon Acxiom’s leverage ratio. After March 31, 2016, the minimum fixed charge coverage ratio and the restrictions on dividends and share repurchases will return to the requirements in the Credit Agreement that were in effect prior to the Amendment. In addition, the Amendment revises certain definitions in the Credit Agreement to clarify the effect of acquisitions and dispositions by Acxiom and its subsidiaries on certain financial determinations.
The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.02 Results of Operations and Financial Condition.
On May 21, 2015, the Company issued a press release announcing the results of its financial performance for the fourth quarter and fiscal year ended March 31, 2015. The Company will hold a conference call at 4:00 p.m. CT today to discuss this information further. Interested parties are invited to listen to the call, which will be broadcast via the Internet at www.acxiom.com. The press release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.
The Company’s press release and other communications from time to time include certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance, financial position or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the Company’s financial statements. Management believes that these non-GAAP financial measures are helpful in understanding the Company’s past financial performance and future financial performance.
The attached press release includes the following non-GAAP measures:
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Income (loss) from operations excluding unusual items and diluted earnings (loss) per share attributable to Acxiom shareholders excluding unusual items, and segment income from operations excluding unusual items.. Operating income excluding unusual items and diluted earnings (loss) per share attributable to Acxiom shareholders excluding unusual items represent income from the Company’s operations less expenses related to discontinued operations, impairment of goodwill and other assets, gains, losses and other items, the impact of business separation and transformation expenses recorded in selling, general and administrative expense, the impact of purchased intangible asset amortization recorded in cost of revenue, and the impact of non-cash stock compensation recorded in both cost of revenue and selling, general and administrative expense and the impact of accelerated amortization recorded in cost of revenue. For the prior year, diluted earnings (loss) per share attributable to Acxiom shareholders also excludes the impact of an investment gain recorded in other income. Segment income from operations excluding unusual items represents segment income from operations excluding purchased intangible asset amortization and non-cash stock compensation that was charged to the segment for GAAP purposes. The Company’s management believes that these non-GAAP measures are meaningful since they represent the recurring income from the Company’s operations before one-time items, which are not a recurring part of the Company’s ordinary course operations, and before purchased intangible asset amortization and non-cash stock compensation, which are recurring non-cash expenses. The non-GAAP measures are reconciled to the corresponding GAAP measures of income (loss) from operations and diluted earnings (loss) per share attributable to Acxiom shareholders in a schedule to the press release.
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Free cash flow available to equity. Free cash flow available to equity is defined as operating cash flow less cash used by investing activities (excluding the impact of cash paid in acquisitions), less required payments of debt. The Company’s management believes that this measure of free cash flow available to equity is meaningful since it represents the amount of money available for the Company’s discretionary spending after funding all required obligations including scheduled debt payments, and it therefore provides a useful measure of liquidity for assessing the amount of cash available for general corporate and strategic purposes. Free cash flow available to equity is reconciled to operating cash flow, the nearest comparable GAAP measure, in a schedule to the press release.
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The non-GAAP financial measures used by the Company may not be comparable to similarly titled measures used by other companies and should not be considered in isolation or as substitutes for measures of financial performance or liquidity prepared in accordance with GAAP.
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On May 20, 2015, Dr. Ann Die Hasselmo, a current director, informed the Company’s board of directors of her intention not to stand for re-election at the 2015 Annual Meeting of Stockholders on August 18, 2015.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit
Number
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Description
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10.1
99.1
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Amendment No. 1 to Fifth Amended and Restated Credit Agreement, effective as of May 19, 2015, by and among Acxiom Corporation, the Lenders party hereto and JPMorgan Chase Bank, N.A.
Press Release of the Company dated May 21, 2015
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SIGNATURE
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.
Dated: May 21, 2015
ACXIOM CORPORATION
By: /s/ Jerry C. Jones
Name: Jerry C. Jones
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Title:
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Chief Ethics and Legal Officer & Executive Vice President
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EXHIBIT INDEX
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Exhibit
Number
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Description
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10.1
99.1
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Amendment No. 1 to Fifth Amended and Restated Credit Agreement, effective as of May 19, 2015, by and among Acxiom Corporation, the Lenders party hereto and JPMorgan Chase Bank, N.A.
Press Release of the Company dated May 21, 2015
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EXHIBIT 10.1
Execution Version
AMENDMENT NO. 1
TO
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT
THIS AMENDMENT NO. 1 TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of May 13, 2015, is entered into by and among Acxiom Corporation, as the Borrower, the Lenders party hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent, Issuing Bank and Swingline Lender. Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Credit Agreement referenced below.
WITNESSETH
WHEREAS, the Borrower, the Lenders and the Administrative Agent are parties to a Fifth Amended and Restated Credit Agreement, dated as of October 9, 2013 (the “Existing Credit Agreement” and as may be amended, restated, supplemented or otherwise modified from time to time (including by this Amendment), the “Credit Agreement”);
WHEREAS, the Borrower has requested that the Lenders and the Administrative Agent agree to certain amendments to the Existing Credit Agreement; and
WHEREAS, the Lenders party hereto and the Administrative Agent have agreed to such amendments on the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises set forth above, the terms and conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
Section 1. Amendments to Existing Credit Agreement. Subject to the satisfaction of the conditions precedent set forth in Section 2 and Section 3 below, the parties hereto agree that the Existing Credit Agreement is hereby amended as follows:
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(a)
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The following defined term is hereby added to Section 1.01 of the Existing Credit Agreement in its appropriate alphabetical location:
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“Adjustment Period” means the fiscal quarters ending on September 30, 2015, December 31, 2015 and March 31, 2016.
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(b)
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The definition of “Adjusted EBITDA” appearing in Section 1.01 of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“Adjusted EBITDA” means, for any four fiscal quarters most recently ended (the “Subject Period”), the total of the following calculated without duplication for such period: (a) Borrower’s EBITDA; plus (b), (i) on a pro forma basis, the EBITDA attributable to each Prior Target or, as applicable, to the assets acquired from such Prior Target, for any portion of such Subject Period occurring prior to the date of the acquisition of such Prior Target or such related assets but only to the extent such pro forma EBITDA can be established in a manner reasonably satisfactory to the Administrative Agent based on financial statements of the Prior Target prepared in accordance with GAAP and (ii) solely for purposes of calculating compliance (including pro forma compliance) with Section 7.02 during the Adjustment Period, documented business separation and transformation expenses in an aggregate amount not to exceed $30,000,000 for any Subject Period during the Adjustment Period; minus (c) the EBITDA of each Prior Company and, as applicable but without duplication, the EBITDA of Borrower and each Subsidiary attributable to all Prior Assets, in each case for any portion of such Subject Period occurring prior to the date of the disposal of such Prior Companies or Prior Assets.
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(c)
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The definition of “Capital Expenditures” appearing in Section 1.01 of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“Capital Expenditures” means, for any period: (a) the capitalized software development costs; plus (b) the capitalized data acquisition costs; plus (c) the capital expenditures of the Borrower and its consolidated Subsidiaries, in each case of clause (a), (b) and (c), as set forth (or as should be set forth) in the investing activities section of the consolidated statement of cash flow of the Borrower for such period prepared in accordance with GAAP; plus (d) on a pro forma basis, the expenditures of the type described in clause (a), (b) and (c) attributable to each Prior Target for any portion of such Subject Period occurring prior to the date of the acquisition of such Prior Target but only to the extent such pro forma expenditures can be established in a manner reasonably satisfactory to the Administrative Agent based on financial statements of the Prior Target prepared in accordance with GAAP; minus (e) on a pro forma basis, the expenditures of the type described in clause (a), (b) and (c) of each Prior Company and, as applicable but without duplication, such expenditures of Borrower and each Subsidiary attributable to all Prior Assets, in each case for any portion of such Subject Period occurring prior to the date of the disposal of such Prior Companies or Prior Assets.
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(d)
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The definition of “Capital Lease Obligations” appearing in Section 1.01 of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“Capital Lease Obligations” of any Person, at the time of determination, means the obligations of such Person to pay rent or other amounts under any lease of (or other arrangement conveying the right to use) real or personal property, or a combination thereof, which obligations are required to be classified and accounted for as capital leases on a balance sheet of such Person under GAAP, and the amount of such obligations shall be the capitalized amount thereof determined in accordance with GAAP. When calculating “Capital Lease Obligations” for purposes of determining the Leverage Ratio on a pro forma basis, “Capital Lease Obligations” shall be that of the Borrower and the Subsidiaries on a consolidated basis (without duplication) as of the date of determination.
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(e)
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The definition of “Total Indebtedness” is amended by adding the following sentence to the end thereof:
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“When calculating “Total Indebtedness” for purposes of determining the Leverage Ratio on a pro forma basis, “Total Indebtedness” shall be that of the Borrower and the Subsidiaries on a consolidated basis (without duplication) as of the date of determination.”
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(f)
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Section 6.06(a) of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“(a) (i) So long as on the date of any such proposed Restricted Payment and after giving effect thereto, no Default exists, Borrower may declare and pay dividends ratably with respect to its common stock in an aggregate amount not to exceed $30,000,000 in any fiscal year of the Borrower; provided that, notwithstanding the foregoing, Borrower shall not declare or pay dividends during the Adjustment Period and (ii) Subsidiaries may declare and pay dividends ratably with respect to their Equity Interests;”
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(g)
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Section 6.06(f)(ii) of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“(ii) as of the date of such payment, either: (A) the Leverage Ratio is less than or equal to 2.25 to 1.00 calculated on a pro forma basis as of the last day of the most recently-ended fiscal quarter of Borrower as if the Restricted Payment had occurred on the first day of the four fiscal quarter period ending on the last day of such fiscal quarter; provided that with respect to Restricted Payments on account of the purchase or redemption of any Equity Interests in Borrower (collectively, “Share Repurchases”) in reliance of this clause (A) on any day during the Adjustment Period, the sum of the aggregate amount paid by the Borrower for Share Repurchases
made pursuant to this paragraph (f) in the then current fiscal year plus the aggregate amount of the Share Repurchases to be made on such date does not exceed $100,000,000, or (B) the Leverage Ratio as so calculated for such date is more than 2.25 to 1.00, then, with respect to Restricted Payments in reliance of this clause (B), the sum of the aggregate amount paid by the Borrower for Restricted Payments made under the permission of this paragraph (f) in the then
current fiscal year plus the aggregate amount of the Restricted Payment to be made on such date does not exceed $50,000,000.”
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(h)
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Section 7.02 of the Existing Credit Agreement is hereby amended and restated in its entirety to read as follows:
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“Section 7.02. Fixed Charge Coverage. As of the last day of each fiscal quarter, the Borrower shall not permit the ratio of (a) the sum of the following for Borrower and the Subsidiaries calculated on a consolidated basis in accordance with GAAP: (i) Adjusted EBITDA; minus (ii) Capital Expenditures to (b) Fixed Charges, all calculated for the four fiscal quarters ending on the last day of such fiscal quarter, to be less than (x) for each fiscal quarter ending during the Adjustment Period, 1.00 to 1.00 and (y) commencing with the fiscal quarter ending June 30, 2016 and each fiscal quarter thereafter, 1.25 to 1.00. As used in this Section 7.02, “Fixed Charges” means for any period, the sum of the following for the Borrower and the Subsidiaries calculated on a consolidated basis without duplication for such period: (a) the aggregate amount of interest, including payments in the nature of interest under Capitalized Lease Obligations (when on a pro forma basis, calculated in accordance with Section 1.04(b)) and (b) the scheduled amortization of Indebtedness paid or payable.”
Section 2. Conditions of Closing. Other than the amendments set forth in Section 1 above (which amendments shall not become effective until the Amendment No. 1 Effective Date (as defined below), this Amendment shall be effective on the date (the “Amendment No. 1 Closing Date”) each of the following conditions is satisfied (or waived in accordance with Section 10.02 of the Existing Credit Agreement):
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(a)
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The Administrative Agent shall have received (i) counterparts to this Amendment, duly executed by each of the Borrower, the Required Lenders and the Administrative Agent and (ii) counterparts of a Consent and Reaffirmation substantially in the form attached hereto as Exhibit A, duly executed by each Subsidiary Guarantor.
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(b)
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Borrower shall have paid (i) to the Administrative Agent, for the benefit of each Lender party hereto, an amount equal to 0.05% of the aggregate amount of each such Lender’s Commitment immediately prior to the Amendment No. 1 Closing Date and (ii) to J.P. Morgan Securities LLC, as lead arranger with respect to this Amendment, such fees as Borrower and J.P. Morgan Securities LLC have separately agreed.
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(c)
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The Administrative Agent shall have received reimbursements for all reasonable documented and out-of-pocket expenses (including reasonable fees and expenses of Sidley Austin LLP, counsel to the Administrative Agent) that are required to be reimbursed or paid by the Borrower pursuant to Section 10.03(a) of the Credit Agreement and that have been invoiced prior to the Amendment No. 1 Closing Date.
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(d)
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The Contribution and Stock Purchase Agreement by and among Aspen Holdco, Inc., Acxiom Corporation, Acxiom IT Outsourcing, Inc., Acxiom Limited, Aspen Hivedown Limited, Acxiom Global Service Center Polska sp. z.o.o., Acxiom Polska sp. z.o.o. w likwidacji, and Acxiom ITO Polska sp. z.o.o., dated on or about the Amendment No. 1 Closing Date (the “PSA”) shall have become effective.
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Section 3. Conditions of Effectiveness. The amendments to the Existing Credit Agreement set forth in Section 1 above shall become effective on the date (the “Amendment No. 1 Effective Date”) each of the following conditions is satisfied (or waived in accordance with Section 10.02 of the Existing Credit Agreement):
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(a)
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The Administrative Agent shall have received from Borrower a certificate in form and substance reasonably satisfactory to the Administrative Agent, which certificate has been executed by the secretary of Borrower (or other such officer as may be acceptable to the Administrative Agent) and certifies that:
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i.
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both before and after giving effect to amendments to the Existing Credit Agreement set forth in Section 1 above, the ITO Disposition and the payment of the Prepayment Amount (as defined below), no Default or Event of Default exists;
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ii.
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the representations and warranties contained in Article III of the Credit Agreement and the other Loan Documents shall be true and correct in all material respects, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall have been true and correct in all material respects as of such earlier date, except that the representations and warranties contained in Section 3.04 of the Credit Agreement shall be deemed to refer to the most recent financial statements furnished pursuant to Sections 5.01(a) and (b) of the Existing Credit Agreement, respectively; and
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iii.
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the Borrower shall be in compliance, on a pro forma basis (after giving effect to amendments to the Existing Credit Agreement set forth in Section 1 above, the ITO Disposition and the payment of the Prepayment Amount (as defined below)) with the requirement contained in Section 6.05(a).
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(b)
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ITO Disposition has occurred or will occur on the Amendment No. 1 Effective Date.
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(c)
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Borrower shall have paid the Prepayment Amount.
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(d)
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Borrower shall have paid (i) to the Administrative Agent, for the benefit of each Lender party hereto, an amount equal to 0.05% of the aggregate amount of each such Lender’s Commitment immediately prior to the Amendment No. 1 Closing Date and (ii) to J.P. Morgan Securities LLC, as lead arranger with respect to this Amendment, such fees as Borrower and J.P. Morgan Securities LLC have separately agreed; provided, however, nothing shall require the Borrower to pay such amounts if the ITO Disposition does not occur.
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(e)
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The Administrative Agent shall have received reimbursements for all reasonable documented and out-of-pocket expenses (including reasonable fees and expenses of Sidley Austin LLP, counsel to the Administrative Agent) that are required to be reimbursed or paid by the Borrower pursuant to Section 10.03(a) of the Credit Agreement and that have been invoiced prior to the Amendment No. 1 Effective Date.
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(f)
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The Administrative Agent shall have received such other documents as the Administrative Agent may reasonably request.
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If the Amendment No. 1 Effective Date has not occurred on or before September 30, 2015, then this Amendment shall be null and void. “Prepayment Amount” means the portion of the Net Proceeds from the ITO Disposition equal to the amount that results in the Leverage Ratio (calculated on a pro forma basis after giving effect to the ITO Disposition and the prepayment of any Indebtedness) being equal to 2.00 to 1.00. For purposes of this Amendment, “ITO Disposition” means the Asset Sale contemplated pursuant to the PSA.
Section 4. Representations and Warranties of the Borrower. The Borrower hereby represents and warrants as follows:
(a) This Amendment has been duly executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding at law or in equity.
(b) Immediately after giving effect to this Amendment, the representations and warranties of the Borrower set forth in the Credit Agreement are true and correct in all material respects (except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects), on and as of the date hereof, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty is true and correct in all material respects (except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects) on and as of such earlier date.
(c) Immediately before and after the Amendment No. 1 Closing Date, no Default or Event of Default shall have occurred and be continuing.
Section 5. Effect on Credit Agreement.
(a) Upon the effectiveness of this Amendment on the Amendment No. 1 Effective Date, each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import shall mean and be a reference to such Agreement, as amended and modified hereby.
(b) Except as specifically amended and modified above, the Credit Agreement and all other documents, instruments and agreements executed and/or delivered in connection therewith shall remain in full force and effect, and are hereby ratified and confirmed.
(c) The execution, delivery and effectiveness of this Amendment shall neither, except as expressly provided herein, operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender, nor constitute a waiver of any provision of the Credit Agreement or any other documents, instruments and agreements executed and/or delivered in connection therewith.
Section 6. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
Section 7. Headings. Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.
Section 8. Counterparts. This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts and all of said counterparts taken together shall be deemed to constitute one and the same instrument. A facsimile or PDF copy of any signature hereto shall have the same effect as the original thereof.
[The remainder of this page is intentionally blank.]
IN WITNESS WHEREOF, this Amendment has been duly executed as of the day and year first above written.
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ACXIOM CORPORATION, as the Borrower
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By:
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/s/ Jack W. McCrary, Jr. |
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Name: Jack W. McCrary, Jr.
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Title: Vice President of Finance - Treasurer
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JPMORGAN CHASE BANK, N.A., as Administrative Agent, the Issuing Bank, the Swingline Lender and a Lender
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By:
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/s/ Gregory T. Martin |
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Name: Gregory T. Martin
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Title: Executive Director
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WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Lender
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By:
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/s/ Charles Goldberg |
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Name: Charles Goldberg
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Title: Senior Vice President
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BANK OF AMERICA, N.A., as a Lender
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By:
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/s/ Lisa M. Chizanowski |
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Name: Lisa M. Chizanowski
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Title: Senior Vice President
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THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender
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By:
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/s/ Matthew Antioco |
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Name: Matthew Antioco
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Title: Vice President
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SUNTRUST BANK, as a Lender
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By:
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/s/ Henry Spark |
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Name: Henry Spark
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Title: Vice President
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PNC BANK, NATIONAL ASSOCIATION, as a Lender
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By:
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/s/ Thomas S. Sherman |
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Name: Thomas S. Sherman
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Title: Senior Vice President
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REGIONS BANK, as a Lender
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By:
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/s/ Bruce Rudolph |
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Name: Bruce Rudolph
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Title: Vice President
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COMPASS BANK, as a Lender
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By:
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/s/ Frank Carvelli |
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Name: Frank Carvelli
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Title: Senior Vice President
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CAPITAL ONE BANK, as a Lender
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By:
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/s/ Kiel Johnson |
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Name: Kiel Johnson
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Title: Vice President
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HSBC BANK USA, N.A., as a Lender
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By:
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/s/ Santiago Riviere |
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Name: Santiago Riviere
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Title: Senior Vice President
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BRANCH BANKING AND TRUST COMPANY, as a Lender
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By:
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/s/ Janet L. Wheeler |
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Name: Janet L. Wheeler
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Title: Vice President
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Signature Page to Amendment No. 1 to Fifth A&R Credit Agreement
EXHIBIT A
CONSENT AND REAFFIRMATION
Each of the undersigned hereby acknowledges receipt of a copy of that certain Amendment No. 1 to Fifth Amended and Restated Credit Agreement, dated as of May 13, 2015 (the “Amendment”), by and among Acxiom Corporation, as the Borrower, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as the Administrative Agent, the Issuing Bank and the Swingline Lender, which amends that certain Fifth Amended and Restated Credit Agreement, dated as of October 9, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Borrower, the Lenders, the Administrative Agent, the Swingline Lender and the Issuing Bank. Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Credit Agreement. Without in any way establishing a course of dealing by the Administrative Agent or any Lender, each of the undersigned consents to the Amendment and acknowledges and agrees that each Loan Document executed and delivered by it remains in full force and effect and is hereby reaffirmed, ratified and confirmed. All references to the Credit Agreement contained in the Loan Documents shall be a reference to such Agreement as so modified by the Amendment.
Dated: May 13, 2015
[Signature Pages Follow]
IN WITNESS WHEREOF, this Consent and Reaffirmation has been duly executed as of the day and year first above written.
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ACXIOM CDC, INC.
ACXIOM CH, INC.
ACXIOM DIGITAL, INC.
ACXIOM DIRECT, INC.
ACXIOM/DIRECT MEDIA, INC.
ACXIOM DUTCH HOLDINGS, LLC
ACXIOM GOVERNMENT SERVICES, INC.
ACXIOM IT OUTSOURCING, INC.
ACXIOM IDENTITY SOLUTIONS, LLC
ACXIOM ITO HOLDING I, LLC
ACXIOM ITO HOLDING II, LLC
LIVERAMP, INC.
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By:
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/s/ Jack W. McCrary, Jr. |
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Name: Jack W. McCrary, Jr.
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Title: Vice President of Finance - Treasurer
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Signature Page to Consent and Reaffirmation for
Amendment No. 1 to Fifth Amended and Restated Credit Agreement
For more information, contact:
Lauren Dillard
Acxiom Investor Relations
(650) 372-2242
investor.relations@acxiom.com
EACXM
ACXIOM ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS
Connectivity Revenue Exceeds $60 Million for the Year
LITTLE ROCK, Ark. – May 21, 2015 Acxiom® (Nasdaq: ACXM), an enterprise data, analytics and software-as-a-service company, today announced financial results for its fourth quarter and full year ended March 31, 2015.
Fourth Quarter Financial Highlights
Total revenue was $257 million, down 4% compared to the fourth quarter of fiscal 2014 as a result of expected IT Infrastructure Management declines.
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·
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Marketing and Data Services revenue was $206 million, down 2% compared to the fourth quarter of last year. Connectivity revenue, which is included in Marketing and Data Services, was $22 million, up $17 million or 367% compared to the same period a year ago.
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·
|
IT Infrastructure Management revenue was $52 million, down approximately 12% compared to the prior year period.
|
GAAP loss per share was lower as a result of unusual items associated with European restructuring activities in the prior year.
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·
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Net loss per share from continuing operations was $0.08 compared to a net loss of $0.33 a year ago. Unusual items, non-cash compensation and intangible asset amortization impacted GAAP earnings per share by $0.32 in the quarter. Unusual items included expenses associated with the Company’s restructuring activities as well as separation and transformation initiatives.
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·
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Operating cash flow from continuing operations was $34 million, down 15% compared to the same period a year ago. Free cash flow to equity was $4 million compared to $15 million for the prior year period.
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Non-GAAP operating income and diluted earnings per share were down as a result of declines in International Marketing and Data Services.
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·
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Non-GAAP diluted earnings per share were $0.24 compared to $0.26 a year ago. Earnings per share in the current period were positively impacted by a tax adjustment resulting in a $0.04 improvement.
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·
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Non-GAAP operating income was $31 million, down from $35 million for the same period last year.
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Fiscal Year 2015 Financial Highlights
Total revenue was $1,020 million, down 4% compared to $1,062 million in fiscal 2014 as a result of expected IT Infrastructure Management declines.
|
·
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Marketing and Data Services revenue was $805 million, roughly flat compared to the prior year. Connectivity revenue was $63 million, up $48 million or 326% compared to fiscal 2014.
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·
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IT Infrastructure Management revenue was down year-over-year approximately 16%.
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GAAP loss per share was down due to expenses associated with business separation and transformation activities, non-cash compensation and acquired intangible asset amortization, as well as declines in IT Infrastructure Management.
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·
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Net loss per share from continuing operations was $0.12 compared to earnings per share of $0.14 a year ago. Unusual items, non-cash compensation and intangible asset amortization impacted GAAP earnings per share by $0.90 for the year. Unusual items included expenses associated with the Company’s restructuring activities as well as separation and transformation initiatives.
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·
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Operating cash flow from continuing operations was $105 million, down 36% compared to the prior year. The decline was driven by changes in working capital, and to a lesser extent, lower earnings.
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·
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Free cash flow to equity was negative $10 million compared to $76 million last year. The decline was primarily due to lower operating cash flow and higher capital expenditures.
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Non-GAAP operating income and diluted earnings per share were down as a result of the declines in the IT Infrastructure Management business.
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·
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Non-GAAP diluted earnings per share were $0.78 compared to $0.95 in the prior year. Earnings per share in both periods were positively impacted by a tax adjustment resulting in a $0.04 improvement.
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|
·
|
Non-GAAP operating income was $105 million, down from $126 million in fiscal 2014.
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Non-GAAP results exclude unusual items, non-cash compensation and acquired intangible asset amortization. A reconciliation between GAAP and non-GAAP results is attached to this release.
“Connectivity’s strong performance in the fourth quarter capped off a year of explosive adoption and growth,” said Acxiom CEO Scott Howe. “Our focus in fiscal 2016 is on aggressively extending our early lead in onboarding and Connectivity, and returning our Marketing and Data Services business to a position of growth.”
Fourth Quarter Business Highlights
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·
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The Company added 20 new Connectivity customers during the quarter including several major advertisers and marketing applications. Customers can now onboard and distribute data to a growing universe of over 140 leading publishers and marketing applications.
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·
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Acxiom joined the newly renamed Facebook Marketing Partners Program. As part of this program, Acxiom’s audience data and onboarding capabilities are available to Facebook marketers globally.
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·
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The Company expanded its global data partnership with Twitter during the quarter. Twitter’s behavior targeting and partner audiences program will leverage Acxiom’s third party data to power its advertising reach. Advertisers are now able to select from 135 Acxiom audience categories to define or find a group of users on Twitter.
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·
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Acxiom appointed Rick Erwin as President and General Manager of Audience Solutions, a newly formed business unit comprised of the Company’s Data and Decision Sciences assets. With over two decades of marketing services experience, Erwin, a leading voice in the field of data-driven marketing, will be responsible for driving the strategy, growth and profitability of Acxiom’s industry-leading data and recognition products and services.
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·
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Subsequent to quarter-end, Acxiom entered into a definitive agreement to sell its IT Infrastructure Management business to Charlesbank Capital Partners and co-investor M/C Partners for total cash consideration of up to $190 million. The sale will allow the Company to focus more sharply on its Marketing and Data Services business.
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Financial Outlook
The Company’s guidance excludes the IT Infrastructure Management business as it will be reported as a discontinued operation beginning in the first quarter of fiscal 2016. It also excludes the impact of unusual items, non-cash compensation and acquired intangible asset amortization. Acxiom’s estimates for fiscal 2016 are as follows:
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·
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Revenue from continuing operations in the range of $815 million to $840 million.
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·
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Earnings per diluted share from continuing operations in the range of $0.45 to $0.50.
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Conference Call
Acxiom will hold a conference call at 4:00 p.m. CDT today to further discuss this information. Interested parties are invited to listen to the call, which will be broadcast via the Internet at www.acxiom.com. A slide presentation will be referenced during the call and can be accessed here.
About Acxiom
Acxiom is an enterprise data, analytics and software-as-a-service company that uniquely fuses trust, experience and scale to fuel data-driven results. For over 40 years, Acxiom has been an innovator in harnessing the most important sources and uses of data to strengthen connections between people, businesses and their partners. Utilizing a channel and media neutral approach, we leverage cutting-edge, data-oriented products and services to maximize customer value. Every week, Acxiom powers more than a trillion transactions that enable better living for people and better results for our 7,000+ global clients. For more information about Acxiom, visit Acxiom.com.
Forward-Looking Statements
This release and today’s conference call may contain forward-looking statements including, without limitation, statements regarding expected levels of revenue and earnings per share, the impact of a sale of ITO. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially. The following are factors, among others, that could cause actual results to differ materially from these forward-looking statements: the possibility that the ITO transaction might not close, or close within the anticipated time frame, due to a failure of one or more closing conditions; the possibility that the expected revenue from the divisions may not be realized within the expected timeframe; the possibility that certain contracts may not generate the anticipated revenue or profitability or may not be closed within the anticipated time frames; the possibility that significant customers may experience extreme, severe economic difficulty or otherwise reduce or cancel the amount of business they do with us; the possibility that we will not successfully complete customer contract requirements on time or meet the service levels specified in the contracts, which may result in contract penalties or lost revenue; the possibility that data suppliers might withdraw data from us, leading to our inability to provide certain products and services to our clients; the possibility that we may not be able to attract, retain or motivate qualified technical, sales and leadership associates, or that we may lose key associates; the possibility that we may not be able to adequately adapt to rapidly changing computing environments, technologies and marketing practices; the possibility that we will not be able to continue to receive credit upon satisfactory terms and conditions; the possibility that negative changes in economic conditions in general or other conditions might lead to a reduction in demand for our products and services; the possibility that there will be changes in consumer or business information industries and markets that negatively impact the company; the possibility that the historical seasonality of our business may change; the possibility that we will not be able to achieve anticipated cost reductions and avoid unanticipated costs; the possibility that the fair value of certain of our assets may not be equal to the carrying value of those assets now or in future time periods; the possibility that unusual charges may be incurred; the possibility that changes in accounting pronouncements may occur and may impact these forward-looking statements; the possibility that we may encounter difficulties when entering new markets or industries; the possibility that we could experience loss of data center capacity or interruption of telecommunication links; the possibility that new laws may be enacted which limit our ability to provide services to our clients and/or which limit the use of data; and other risks and uncertainties, including those detailed from time to time in our periodic reports filed with the Securities and Exchange Commission, including our current reports on Form 8-K, quarterly reports on Form 10-Q and annual reports on Form 10-K, particularly the discussion under the caption “Item 1A, RISK FACTORS” in our Annual Report on Form 10-K for the year ended March 31, 2014, which was filed with the Securities and Exchange Commission on May 28, 2014.
With respect to the provision of products or services outside our primary base of operations in the United States, all of the above factors apply, along with the difficulty of doing business in numerous sovereign jurisdictions due to differences in scale, competition, culture, laws and regulations.
We undertake no obligation to update the information contained in this press release or any other forward-looking statement.
Acxiom is a registered trademark of Acxiom Corporation.
To automatically receive Acxiom Corporation financial news by email, please visit www.acxiom.com and subscribe to email alerts.
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ACXIOM CORPORATION AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands, except earnings per share)
|
|
| |
|
|
|
|
|
|
|
|
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|
|
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For the Three Months Ended
|
|
| |
|
March 31,
|
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| |
|
|
|
|
|
|
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$ |
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|
|
% |
|
| |
|
2015
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|
|
2014
|
|
|
Variance
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Variance
|
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|
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|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
205,734 |
|
|
|
209,746 |
|
|
|
(4,012 |
) |
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(1.9 |
%) |
|
IT Infrastructure management services
|
|
|
51,633 |
|
|
|
58,816 |
|
|
|
(7,183 |
) |
|
|
(12.2 |
%) |
|
Total revenue
|
|
|
257,367 |
|
|
|
268,562 |
|
|
|
(11,195 |
) |
|
|
(4.2 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
|
206,120 |
|
|
|
198,920 |
|
|
|
7,200 |
|
|
|
3.6 |
% |
|
Selling, general and administrative
|
|
|
43,795 |
|
|
|
45,519 |
|
|
|
(1,724 |
) |
|
|
(3.8 |
%) |
|
Impairment of goodwill and other
|
|
|
- |
|
|
|
24,953 |
|
|
|
(24,953 |
) |
|
|
(100.0 |
%) |
|
Gains, losses and other items, net
|
|
|
12,077 |
|
|
|
10,673 |
|
|
|
1,404 |
|
|
|
13.2 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
261,992 |
|
|
|
280,065 |
|
|
|
(18,073 |
) |
|
|
(6.5 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations
|
|
|
(4,625 |
) |
|
|
(11,503 |
) |
|
|
6,878 |
|
|
|
59.8 |
% |
|
% Margin
|
|
|
-1.8 |
% |
|
|
-4.3 |
% |
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(2,474 |
) |
|
|
(2,558 |
) |
|
|
84 |
|
|
|
3.3 |
% |
|
Other, net
|
|
|
(763 |
) |
|
|
579 |
|
|
|
(1,342 |
) |
|
|
(231.8 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income (expense)
|
|
|
(3,237 |
) |
|
|
(1,979 |
) |
|
|
(1,258 |
) |
|
|
(63.6 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations before income taxes
|
|
|
(7,862 |
) |
|
|
(13,482 |
) |
|
|
5,620 |
|
|
|
41.7 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
(1,809 |
) |
|
|
12,045 |
|
|
|
(13,854 |
) |
|
|
(115.0 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss from continuing operations
|
|
|
(6,053 |
) |
|
|
(25,527 |
) |
|
|
19,474 |
|
|
|
76.3 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from discontinued operations, net of tax
|
|
|
14 |
|
|
|
(3,696 |
) |
|
|
3,710 |
|
|
|
100.4 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
|
23,184 |
|
|
|
79.3 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net earnings attributable to noncontrolling interest
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to Acxiom
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
|
23,184 |
|
|
|
79.3 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic loss per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss from continuing operations
|
|
|
(0.08 |
) |
|
|
(0.33 |
) |
|
|
0.26 |
|
|
|
76.6 |
% |
|
Earnings (loss) from discontinued operations
|
|
|
- |
|
|
|
(0.05 |
) |
|
|
0.05 |
|
|
|
100.0 |
% |
|
Net loss
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
0.30 |
|
|
|
78.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to Acxiom stockholders
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
0.31 |
|
|
|
79.6 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted loss per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss from continuing operations
|
|
|
(0.08 |
) |
|
|
(0.33 |
) |
|
|
0.26 |
|
|
|
76.6 |
% |
|
Earnings (loss) from discontinued operations
|
|
|
- |
|
|
|
(0.05 |
) |
|
|
0.05 |
|
|
|
100.0 |
% |
|
Net loss
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
0.30 |
|
|
|
78.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to Acxiom stockholders
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
0.31 |
|
|
|
79.6 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands, except earnings per share)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Twelve Months Ended
|
|
| |
|
March 31
|
|
| |
|
|
|
|
|
|
|
$ |
|
|
|
% |
|
| |
|
2015
|
|
|
2014
|
|
|
Variance
|
|
|
Variance
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
804,911 |
|
|
|
805,153 |
|
|
|
(242 |
) |
|
|
(0.0 |
%) |
|
IT Infrastructure management services
|
|
|
215,148 |
|
|
|
257,125 |
|
|
|
(41,977 |
) |
|
|
(16.3 |
%) |
|
Total revenue
|
|
|
1,020,059 |
|
|
|
1,062,278 |
|
|
|
(42,219 |
) |
|
|
(4.0 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
|
807,469 |
|
|
|
795,562 |
|
|
|
11,907 |
|
|
|
1.5 |
% |
|
Selling, general and administrative
|
|
|
188,561 |
|
|
|
169,376 |
|
|
|
19,185 |
|
|
|
11.3 |
% |
|
Impairment of goodwill and other
|
|
|
- |
|
|
|
24,953 |
|
|
|
|
|
|
|
|
|
|
Gains, losses and other items, net
|
|
|
24,633 |
|
|
|
21,914 |
|
|
|
2,719 |
|
|
|
12.4 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
1,020,663 |
|
|
|
1,011,805 |
|
|
|
8,858 |
|
|
|
0.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
(604 |
) |
|
|
50,473 |
|
|
|
(51,077 |
) |
|
|
(101.2 |
%) |
|
% Margin
|
|
|
-0.1 |
% |
|
|
4.8 |
% |
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(10,050 |
) |
|
|
(11,671 |
) |
|
|
1,621 |
|
|
|
13.9 |
% |
|
Other, net
|
|
|
(1,325 |
) |
|
|
1,817 |
|
|
|
(3,142 |
) |
|
|
(172.9 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income (expense)
|
|
|
(11,375 |
) |
|
|
(9,854 |
) |
|
|
(1,521 |
) |
|
|
(15.4 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations before income taxes
|
|
|
(11,979 |
) |
|
|
40,619 |
|
|
|
(52,598 |
) |
|
|
(129.5 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
(2,832 |
) |
|
|
29,627 |
|
|
|
(32,459 |
) |
|
|
(109.6 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) from continuing operations
|
|
|
(9,147 |
) |
|
|
10,992 |
|
|
|
(20,139 |
) |
|
|
(183.2 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of tax
|
|
|
(1,884 |
) |
|
|
(2,189 |
) |
|
|
305 |
|
|
|
13.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
|
(11,031 |
) |
|
|
8,803 |
|
|
|
(19,834 |
) |
|
|
(225.3 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net loss attributable to noncontrolling interest
|
|
|
- |
|
|
|
(60 |
) |
|
|
60 |
|
|
|
100.0 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) attributable to Acxiom
|
|
|
(11,031 |
) |
|
|
8,863 |
|
|
|
(19,894 |
) |
|
|
(224.5 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) from continuing operations
|
|
|
(0.12 |
) |
|
|
0.15 |
|
|
|
(0.27 |
) |
|
|
(180.6 |
%) |
|
Earnings (loss) from discontinued operations
|
|
|
(0.02 |
) |
|
|
(0.03 |
) |
|
|
0.01 |
|
|
|
33.3 |
% |
|
Net earnings (loss)
|
|
|
(0.14 |
) |
|
|
0.12 |
|
|
|
(0.26 |
) |
|
|
(216.7 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) attributable to Acxiom stockholders
|
|
|
(0.14 |
) |
|
|
0.12 |
|
|
|
(0.26 |
) |
|
|
(220.6 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) from continuing operations
|
|
|
(0.12 |
) |
|
|
0.14 |
|
|
|
(0.26 |
) |
|
|
(183.1 |
%) |
|
Earnings (loss) from discontinued operations
|
|
|
(0.02 |
) |
|
|
(0.03 |
) |
|
|
0.01 |
|
|
|
33.3 |
% |
|
Net earnings (loss)
|
|
|
(0.14 |
) |
|
|
0.11 |
|
|
|
(0.25 |
) |
|
|
(227.3 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) attributable to Acxiom stockholders
|
|
|
(0.14 |
) |
|
|
0.12 |
|
|
|
(0.26 |
) |
|
|
(224.2 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
RECONCILIATION OF GAAP TO NON-GAAP EPS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands, except earnings per share)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
|
For the Twelve Months Ended
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
| |
|
2015
|
|
|
2014
|
|
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations before income taxes
|
|
|
(7,862 |
) |
|
|
(13,482 |
) |
|
|
(11,979 |
) |
|
|
40,619 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
(1,809 |
) |
|
|
12,045 |
|
|
|
(2,832 |
) |
|
|
29,627 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) from continuing operations
|
|
|
(6,053 |
) |
|
|
(25,527 |
) |
|
|
(9,147 |
) |
|
|
10,992 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from discontinued operations, net of tax
|
|
|
14 |
|
|
|
(3,696 |
) |
|
|
(1,884 |
) |
|
|
(2,189 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
|
(11,031 |
) |
|
|
8,803 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net earnings (loss) attributable to noncontrolling interest
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(60 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss) attributable to Acxiom
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
|
(11,031 |
) |
|
|
8,863 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
(0.14 |
) |
|
|
0.12 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
|
|
(0.14 |
) |
|
|
0.12 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unusual items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Legal settlement accruals (gains, losses, and other)
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
4,200 |
|
|
Purchased intangible asset amortization (cost of revenue)
|
|
|
3,779 |
|
|
|
68 |
|
|
|
11,446 |
|
|
|
340 |
|
|
Live Ramp acquisition costs (gains, losses, and other)
|
|
|
- |
|
|
|
- |
|
|
|
820 |
|
|
|
- |
|
|
Impairment of goodwill and other assets
|
|
|
- |
|
|
|
24,953 |
|
|
|
- |
|
|
|
24,953 |
|
|
Non-cash stock compensation (cost of revenue and SG&A)
|
|
|
8,348 |
|
|
|
3,581 |
|
|
|
28,886 |
|
|
|
13,925 |
|
|
Restructuring charges and other adjustments (gains, losses, and other)
|
|
|
12,077 |
|
|
|
10,673 |
|
|
|
23,813 |
|
|
|
17,714 |
|
|
Separation and transformation costs (SG&A)
|
|
|
7,044 |
|
|
|
6,924 |
|
|
|
36,488 |
|
|
|
14,007 |
|
|
Accelerated amortization (cost of revenue)
|
|
|
4,316 |
|
|
|
- |
|
|
|
4,316 |
|
|
|
- |
|
|
Gain on investment (other income)
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(2,567 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unusual items, continuing operations
|
|
|
35,564 |
|
|
|
46,199 |
|
|
|
105,769 |
|
|
|
72,572 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from continuing operations before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
and excluding unusual items
|
|
|
27,702 |
|
|
|
32,717 |
|
|
|
93,790 |
|
|
|
113,191 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
8,706 |
|
|
|
12,474 |
|
|
|
32,653 |
|
|
|
40,015 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings from continuing operations
|
|
|
18,996 |
|
|
|
20,243 |
|
|
|
61,137 |
|
|
|
73,176 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from discontinued operations, net of tax
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net earnings
|
|
|
18,996 |
|
|
|
20,243 |
|
|
|
61,137 |
|
|
|
73,176 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net loss attributable to noncontrolling interest
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(60 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Net earnings attributable to Acxiom
|
|
|
18,996 |
|
|
|
20,243 |
|
|
|
61,137 |
|
|
|
73,236 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings per share attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
0.25 |
|
|
|
0.27 |
|
|
|
0.79 |
|
|
|
0.98 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
0.24 |
|
|
|
0.26 |
|
|
|
0.78 |
|
|
|
0.95 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average shares
|
|
|
77,427 |
|
|
|
76,293 |
|
|
|
77,106 |
|
|
|
74,690 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average shares
|
|
|
79,027 |
|
|
|
78,450 |
|
|
|
78,495 |
|
|
|
76,954 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
RECONCILIATION OF GAAP TO NON-GAAP INCOME FROM OPERATIONS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands, except earnings per share)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
|
For the Twelve Months Ended
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
| |
|
2015
|
|
|
2014
|
|
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
(4,625 |
) |
|
|
(11,503 |
) |
|
|
(604 |
) |
|
|
50,473 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unusual items
|
|
|
35,564 |
|
|
|
46,199 |
|
|
|
105,769 |
|
|
|
75,139 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations before unusual items
|
|
|
30,939 |
|
|
|
34,696 |
|
|
|
105,165 |
|
|
|
125,612 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
CALCULATION OF EARNINGS PER SHARE
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(In thousands, except earnings per share)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
| |
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Basic loss per share from continuing operations:
|
|
|
|
|
|
|
|
Numerator - net loss
|
|
|
(6,053 |
) |
|
|
(25,527 |
) |
|
Denominator - weighted-average shares outstanding
|
|
|
77,427 |
|
|
|
76,293 |
|
|
Basic loss per share
|
|
|
(0.08 |
) |
|
|
(0.33 |
) |
| |
|
|
|
|
|
|
|
|
|
Basic loss per share - net earnings attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
Numerator - net loss attributable to Acxiom
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
Denominator - weighted-average shares outstanding
|
|
|
77,427 |
|
|
|
76,293 |
|
|
Basic loss per share - net loss attributable to Acxiom stockholders
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
| |
|
|
|
|
|
|
|
|
|
Diluted loss per share from continuing operations:
|
|
|
|
|
|
|
|
|
|
Numerator - net loss
|
|
|
(6,053 |
) |
|
|
(25,527 |
) |
| |
|
|
|
|
|
|
|
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,427 |
|
|
|
76,293 |
|
|
Dilutive effect of common stock options, warrants and restricted stock
|
|
|
- |
|
|
|
- |
|
| |
|
|
77,427 |
|
|
|
76,293 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted loss per share from continuing operations
|
|
|
(0.08 |
) |
|
|
(0.33 |
) |
| |
|
|
|
|
|
|
|
|
|
Diluted loss per share - net earnings attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
Numerator - net loss attributable to Acxiom
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
| |
|
|
|
|
|
|
|
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,427 |
|
|
|
76,293 |
|
|
Dilutive effect of common stock options, warrants, and restricted stock
|
|
|
- |
|
|
|
- |
|
| |
|
|
77,427 |
|
|
|
76,293 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted loss per share - net loss attributable to Acxiom stockholders
|
|
|
(0.08 |
) |
|
|
(0.38 |
) |
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
CALCULATION OF EARNINGS PER SHARE
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(In thousands, except earnings per share)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Twelve Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
| |
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Basic earnings (loss) per share from continuing operations:
|
|
|
|
|
|
|
|
Numerator - net earnings (loss)
|
|
|
(9,147 |
) |
|
|
10,992 |
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,106 |
|
|
|
74,690 |
|
|
Basic earnings (loss) per share
|
|
|
(0.12 |
) |
|
|
0.15 |
|
| |
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share - net earnings (loss) attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
Numerator - net earnings (loss) attributable to Acxiom
|
|
|
(11,031 |
) |
|
|
8,863 |
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,106 |
|
|
|
74,690 |
|
|
Basic earnings (loss) per share - net earnings (loss) attributable to Acxiom stockholders
|
|
|
(0.14 |
) |
|
|
0.12 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share from continuing operations:
|
|
|
|
|
|
|
|
|
|
Numerator - net earnings (loss)
|
|
|
(9,147 |
) |
|
|
10,992 |
|
| |
|
|
|
|
|
|
|
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,106 |
|
|
|
74,690 |
|
|
Dilutive effect of common stock options, warrants and restricted stock
|
|
|
- |
|
|
|
2,264 |
|
| |
|
|
77,106 |
|
|
|
76,954 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share from continuing operations
|
|
|
(0.12 |
) |
|
|
0.14 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share - net earnings (loss) attributable to Acxiom stockholders:
|
|
|
|
|
|
|
|
|
|
Numerator - net earnings (loss) attributable to Acxiom
|
|
|
(11,031 |
) |
|
|
8,863 |
|
| |
|
|
|
|
|
|
|
|
|
Denominator - weighted-average shares outstanding
|
|
|
77,106 |
|
|
|
74,690 |
|
|
Dilutive effect of common stock options, warrants, and restricted stock
|
|
|
- |
|
|
|
2,264 |
|
| |
|
|
77,106 |
|
|
|
76,954 |
|
| |
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share - net earnings (loss) attributable to Acxiom stockholders
|
|
|
(0.14 |
) |
|
|
0.12 |
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
RESULTS BY SEGMENT
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
|
Revenue:
|
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Marketing and data services
|
|
|
205,734 |
|
|
|
209,746 |
|
|
IT Infrastructure management services
|
|
|
51,633 |
|
|
|
58,816 |
|
| |
|
|
|
|
|
|
|
|
|
Total revenue
|
|
|
257,367 |
|
|
|
268,562 |
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Income from continuing operations:
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
13,356 |
|
|
|
27,244 |
|
|
IT Infrastructure management services
|
|
|
5,456 |
|
|
|
3,803 |
|
|
Corporate
|
|
|
(23,437 |
) |
|
|
(42,550 |
) |
| |
|
|
|
|
|
|
|
|
|
Total loss from continuing operations
|
|
|
(4,625 |
) |
|
|
(11,503 |
) |
| |
|
|
|
|
|
|
|
|
|
Margin:
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
6.5 |
% |
|
|
13.0 |
% |
|
IT Infrastructure management services
|
|
|
10.6 |
% |
|
|
6.5 |
% |
| |
|
|
|
|
|
|
|
|
|
Total margin
|
|
|
-1.8 |
% |
|
|
-4.3 |
% |
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
RESULTS BY SEGMENT
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Twelve Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
|
Revenue:
|
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Marketing and data services
|
|
|
804,911 |
|
|
|
805,153 |
|
|
IT Infrastructure management services
|
|
|
215,148 |
|
|
|
257,125 |
|
| |
|
|
|
|
|
|
|
|
|
Total revenue
|
|
|
1,020,059 |
|
|
|
1,062,278 |
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Income from continuing operations:
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
46,728 |
|
|
|
78,500 |
|
|
IT Infrastructure management services
|
|
|
18,105 |
|
|
|
32,847 |
|
|
Corporate
|
|
|
(65,437 |
) |
|
|
(60,874 |
) |
| |
|
|
|
|
|
|
|
|
|
Total income from continuing operations
|
|
|
(604 |
) |
|
|
50,473 |
|
| |
|
|
|
|
|
|
|
|
|
Margin:
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
5.8 |
% |
|
|
9.7 |
% |
|
IT Infrastructure management services
|
|
|
8.4 |
% |
|
|
12.8 |
% |
| |
|
|
|
|
|
|
|
|
|
Total margin
|
|
|
-0.1 |
% |
|
|
4.8 |
% |
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
RECONCILIATION OF GAAP TO NON-GAAP SEGMENT RESULTS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands, except earnings per share)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
|
For the Twelve Months Ended
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
| |
|
2015
|
|
|
2014
|
|
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services income from operations
|
|
|
13,356 |
|
|
|
27,244 |
|
|
|
46,728 |
|
|
|
78,500 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unusual items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased intangible asset amortization
|
|
|
3,779 |
|
|
|
68 |
|
|
|
11,446 |
|
|
|
340 |
|
|
Non-cash stock compensation
|
|
|
8,594 |
|
|
|
2,772 |
|
|
|
26,927 |
|
|
|
10,699 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
from operations before unusual items
|
|
|
25,729 |
|
|
|
30,084 |
|
|
|
85,101 |
|
|
|
89,539 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Margin
|
|
|
12.5 |
% |
|
|
14.3 |
% |
|
|
10.6 |
% |
|
|
11.1 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IT infrastructure management services income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
from operations
|
|
|
5,456 |
|
|
|
3,803 |
|
|
|
18,105 |
|
|
|
32,847 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unusual items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash stock compensation
|
|
|
(246 |
) |
|
|
809 |
|
|
|
1,959 |
|
|
|
3,226 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IT infrastructure management services income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
from operations before unusual items
|
|
|
5,210 |
|
|
|
4,612 |
|
|
|
20,064 |
|
|
|
36,073 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Margin
|
|
|
10.1 |
% |
|
|
7.8 |
% |
|
|
9.3 |
% |
|
|
14.0 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
March 31,
|
|
|
March 31,
|
|
|
$ |
|
|
|
% |
|
| |
|
2015
|
|
|
2014
|
|
|
Variance
|
|
|
Variance
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
141,010 |
|
|
|
418,586 |
|
|
|
(277,576 |
) |
|
|
(66.3 |
%) |
|
Trade accounts receivable, net
|
|
|
162,639 |
|
|
|
160,718 |
|
|
|
1,921 |
|
|
|
1.2 |
% |
|
Deferred income taxes
|
|
|
28,372 |
|
|
|
12,870 |
|
|
|
15,502 |
|
|
|
120.5 |
% |
|
Refundable income taxes
|
|
|
5,239 |
|
|
|
11,535 |
|
|
|
(6,296 |
) |
|
|
(54.6 |
%) |
|
Restricted cash held in escrow
|
|
|
31,000 |
|
|
|
- |
|
|
|
31,000 |
|
|
|
100.0 |
% |
|
Other current assets
|
|
|
45,682 |
|
|
|
54,484 |
|
|
|
(8,802 |
) |
|
|
(16.2 |
%) |
|
Assets of discontinued operations
|
|
|
112 |
|
|
|
7,332 |
|
|
|
(7,220 |
) |
|
|
(98.5 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
414,054 |
|
|
|
665,525 |
|
|
|
(251,471 |
) |
|
|
(37.8 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment
|
|
|
723,006 |
|
|
|
852,236 |
|
|
|
(129,230 |
) |
|
|
(15.2 |
%) |
|
Less - accumulated depreciation and amortization
|
|
|
502,416 |
|
|
|
635,330 |
|
|
|
(132,914 |
) |
|
|
(20.9 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
220,590 |
|
|
|
216,906 |
|
|
|
3,684 |
|
|
|
1.7 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software, net of accumulated amortization
|
|
|
68,962 |
|
|
|
39,425 |
|
|
|
29,537 |
|
|
|
74.9 |
% |
|
Goodwill
|
|
|
568,870 |
|
|
|
358,384 |
|
|
|
210,486 |
|
|
|
58.7 |
% |
|
Purchased software licenses, net of accumulated amortization
|
|
|
13,494 |
|
|
|
18,584 |
|
|
|
(5,090 |
) |
|
|
(27.4 |
%) |
|
Other assets, net
|
|
|
36,454 |
|
|
|
24,477 |
|
|
|
11,977 |
|
|
|
48.9 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
1,322,424 |
|
|
|
1,323,301 |
|
|
|
(877 |
) |
|
|
(0.1 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current installments of long-term debt
|
|
|
32,885 |
|
|
|
28,567 |
|
|
|
4,318 |
|
|
|
15.1 |
% |
|
Trade accounts payable
|
|
|
38,951 |
|
|
|
36,179 |
|
|
|
2,772 |
|
|
|
7.7 |
% |
|
Accrued payroll and related expenses
|
|
|
39,026 |
|
|
|
62,182 |
|
|
|
(23,156 |
) |
|
|
(37.2 |
%) |
|
Other accrued expenses
|
|
|
67,867 |
|
|
|
70,412 |
|
|
|
(2,545 |
) |
|
|
(3.6 |
%) |
|
Acquisition escrow payable
|
|
|
31,000 |
|
|
|
- |
|
|
|
31,000 |
|
|
|
100.0 |
% |
|
Deferred revenue
|
|
|
37,278 |
|
|
|
47,638 |
|
|
|
(10,360 |
) |
|
|
(21.7 |
%) |
|
Income taxes
|
|
|
- |
|
|
|
241 |
|
|
|
(241 |
) |
|
|
(100.0 |
%) |
|
Liabilities of discontinued operations
|
|
|
1,008 |
|
|
|
4,250 |
|
|
|
(3,242 |
) |
|
|
(76.3 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
248,015 |
|
|
|
249,469 |
|
|
|
(1,454 |
) |
|
|
(0.6 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
254,539 |
|
|
|
289,043 |
|
|
|
(34,504 |
) |
|
|
(11.9 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes
|
|
|
103,391 |
|
|
|
90,226 |
|
|
|
13,165 |
|
|
|
14.6 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other liabilities
|
|
|
13,222 |
|
|
|
11,706 |
|
|
|
1,516 |
|
|
|
13.0 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
|
12,794 |
|
|
|
12,584 |
|
|
|
210 |
|
|
|
1.7 |
% |
|
Additional paid-in capital
|
|
|
1,034,526 |
|
|
|
981,985 |
|
|
|
52,541 |
|
|
|
5.4 |
% |
|
Retained earnings
|
|
|
591,798 |
|
|
|
602,829 |
|
|
|
(11,031 |
) |
|
|
(1.8 |
%) |
|
Accumulated other comprehensive income
|
|
|
9,413 |
|
|
|
13,662 |
|
|
|
(4,249 |
) |
|
|
(31.1 |
%) |
|
Treasury stock, at cost
|
|
|
(945,274 |
) |
|
|
(928,203 |
) |
|
|
(17,071 |
) |
|
|
(1.8 |
%) |
|
Total stockholders' equity
|
|
|
703,257 |
|
|
|
682,857 |
|
|
|
20,400 |
|
|
|
3.0 |
% |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
1,322,424 |
|
|
|
1,323,301 |
|
|
|
(877 |
) |
|
|
(0.1 |
%) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Three Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31,
|
|
| |
|
|
|
|
|
|
| |
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
|
(6,039 |
) |
|
|
(29,223 |
) |
|
Loss (earnings) from discontinued operations, net of tax
|
|
|
(14 |
) |
|
|
3,696 |
|
|
Non-cash operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
33,863 |
|
|
|
26,728 |
|
|
Disposal or impairment of assets
|
|
|
1,976 |
|
|
|
(9 |
) |
|
Impairment of goodwill and other
|
|
|
- |
|
|
|
24,953 |
|
|
Deferred income taxes
|
|
|
(7,669 |
) |
|
|
5,763 |
|
|
Non-cash stock compensation expense
|
|
|
8,348 |
|
|
|
3,581 |
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(8,025 |
) |
|
|
4,308 |
|
|
Other assets
|
|
|
12,244 |
|
|
|
(8,192 |
) |
|
Deferred costs
|
|
|
4 |
|
|
|
(417 |
) |
|
Accounts payable and other liabilities
|
|
|
273 |
|
|
|
12,044 |
|
|
Deferred revenue
|
|
|
(497 |
) |
|
|
(2,545 |
) |
|
Net cash provided by operating activities
|
|
|
34,464 |
|
|
|
40,687 |
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
Capitalized software
|
|
|
(3,602 |
) |
|
|
(5,408 |
) |
|
Capital expenditures
|
|
|
(17,512 |
) |
|
|
(14,409 |
) |
|
Data acquisition costs
|
|
|
(374 |
) |
|
|
(3,085 |
) |
|
Payments from investments
|
|
|
- |
|
|
|
190 |
|
|
Net cash paid in acquisitions
|
|
|
- |
|
|
|
(500 |
) |
|
Net cash provided (used) by investing activities
|
|
|
(21,488 |
) |
|
|
(23,212 |
) |
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
Payments of debt
|
|
|
(8,606 |
) |
|
|
(5,728 |
) |
|
Sale of common stock, net of stock acquired for withholding taxes
|
|
|
5,846 |
|
|
|
11,384 |
|
|
Tax impact of stock options, warrants, and restricted stock
|
|
|
4,645 |
|
|
|
11,295 |
|
|
Net cash provided (used) by financing activities
|
|
|
1,885 |
|
|
|
16,951 |
|
|
Cash flows from discontinued operations:
|
|
|
|
|
|
|
|
|
|
From operating activities
|
|
|
(12 |
) |
|
|
3,147 |
|
|
From investing activities
|
|
|
(92 |
) |
|
|
- |
|
|
Net cash provided by discontinued operations
|
|
|
(104 |
) |
|
|
3,147 |
|
|
Effect of exchange rate changes on cash
|
|
|
(638 |
) |
|
|
105 |
|
| |
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
14,119 |
|
|
|
37,678 |
|
|
Cash and cash equivalents at beginning of period
|
|
|
126,891 |
|
|
|
380,908 |
|
|
Cash and cash equivalents at end of period
|
|
|
141,010 |
|
|
|
418,586 |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental cash flow information:
|
|
|
|
|
|
|
|
|
|
Cash paid (received) during the period for:
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
2,473 |
|
|
|
2,495 |
|
|
Income taxes
|
|
|
(4,383 |
) |
|
|
5,928 |
|
|
Payments on capital leases and installment payment arrangements
|
|
|
574 |
|
|
|
1,465 |
|
|
Other debt payments, excluding line of credit
|
|
|
8,032 |
|
|
|
4,263 |
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
For the Twelve Months Ended
|
|
| |
|
|
|
|
|
|
| |
|
March 31
|
|
| |
|
|
|
|
|
|
| |
|
2015
|
|
|
2014
|
|
| |
|
|
|
|
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
|
(11,031 |
) |
|
|
8,803 |
|
|
Loss (earnings) from discontinued operations, net of tax
|
|
|
1,884 |
|
|
|
2,189 |
|
|
Non-cash operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
118,834 |
|
|
|
102,426 |
|
|
Disposal or impairment of assets
|
|
|
1,976 |
|
|
|
(2,576 |
) |
|
Loss on early extinguishment of debt
|
|
|
- |
|
|
|
664 |
|
|
Impairment of goodwill and other
|
|
|
- |
|
|
|
24,953 |
|
|
Deferred income taxes
|
|
|
(9,689 |
) |
|
|
2,097 |
|
|
Non-cash stock compensation expense
|
|
|
28,886 |
|
|
|
13,925 |
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(497 |
) |
|
|
8,272 |
|
|
Other assets
|
|
|
15,727 |
|
|
|
(1,260 |
) |
|
Deferred costs
|
|
|
(1,484 |
) |
|
|
(506 |
) |
|
Accounts payable and other liabilities
|
|
|
(29,142 |
) |
|
|
288 |
|
|
Deferred revenue
|
|
|
(10,677 |
) |
|
|
3,966 |
|
|
Net cash provided by operating activities
|
|
|
104,787 |
|
|
|
163,241 |
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
Capitalized software
|
|
|
(18,587 |
) |
|
|
(24,517 |
) |
|
Capital expenditures
|
|
|
(69,041 |
) |
|
|
(39,132 |
) |
|
Data acquisition costs
|
|
|
(1,871 |
) |
|
|
(7,745 |
) |
|
Payments from investments
|
|
|
- |
|
|
|
3,823 |
|
|
Net cash paid in acquisitions
|
|
|
(265,672 |
) |
|
|
(500 |
) |
|
Net cash provided (used) by investing activities
|
|
|
(355,171 |
) |
|
|
(68,071 |
) |
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
Proceeds from debt
|
|
|
- |
|
|
|
300,000 |
|
|
Payments of debt
|
|
|
(28,421 |
) |
|
|
(235,895 |
) |
|
Fees for debt refinancing
|
|
|
- |
|
|
|
(4,370 |
) |
|
Sale of common stock, net of stock acquired for withholding taxes
|
|
|
5,039 |
|
|
|
80,490 |
|
|
Tax impact of stock options, warrants, and restricted stock
|
|
|
4,645 |
|
|
|
11,295 |
|
|
Acquisition of treasury stock
|
|
|
(9,868 |
) |
|
|
(52,663 |
) |
|
Acquisition of noncontrolling interest
|
|
|
- |
|
|
|
(600 |
) |
|
Net cash provided (used) by financing activities
|
|
|
(28,605 |
) |
|
|
98,257 |
|
|
Cash flows from discontinued operations:
|
|
|
|
|
|
|
|
|
|
From operating activities
|
|
|
197 |
|
|
|
1,735 |
|
|
From investing activities
|
|
|
2,835 |
|
|
|
(166 |
) |
|
Net cash provided (used) by discontinued operations
|
|
|
3,032 |
|
|
|
1,569 |
|
|
Effect of exchange rate changes on cash
|
|
|
(1,619 |
) |
|
|
616 |
|
| |
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
(277,576 |
) |
|
|
195,612 |
|
|
Cash and cash equivalents at beginning of period
|
|
|
418,586 |
|
|
|
222,974 |
|
|
Cash and cash equivalents at end of period
|
|
|
141,010 |
|
|
|
418,586 |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental cash flow information:
|
|
|
|
|
|
|
|
|
|
Cash paid (received) during the period for:
|
|
|
|
|
|
|
|
|
|
Interest
|
|
|
8,673 |
|
|
|
11,762 |
|
|
Income taxes
|
|
|
(3,845 |
) |
|
|
21,702 |
|
|
Payments on capital leases and installment payment arrangements
|
|
|
3,823 |
|
|
|
8,379 |
|
|
Other debt payments, excluding line of credit
|
|
|
24,598 |
|
|
|
12,516 |
|
|
Prepayment of debt
|
|
|
- |
|
|
|
215,000 |
|
| |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
CALCULATION OF FREE CASH FLOW AVAILABLE TO EQUITY
|
|
|
AND RECONCILIATION TO OPERATING CASH FLOW
|
|
|
(Unaudited)
|
|
|
(Dollars in thousands)
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
06/30/13
|
|
|
09/30/13
|
|
|
12/31/13
|
|
|
03/31/14
|
|
|
YTD FY2014
|
|
|
06/30/14
|
|
|
09/30/14
|
|
|
12/31/14
|
|
|
03/31/15
|
|
|
YTD FY2015
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities - continuing operations
|
|
|
16,508 |
|
|
|
42,255 |
|
|
|
63,791 |
|
|
|
40,687 |
|
|
|
163,241 |
|
|
|
1,867 |
|
|
|
25,792 |
|
|
|
42,664 |
|
|
|
34,464 |
|
|
|
104,787 |
|
|
Net cash provided by operating activities - discontinued operations
|
|
|
341 |
|
|
|
(1,734 |
) |
|
|
(19 |
) |
|
|
3,147 |
|
|
|
1,735 |
|
|
|
(13 |
) |
|
|
82 |
|
|
|
140 |
|
|
|
(12 |
) |
|
|
197 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments for investments
|
|
|
- |
|
|
|
- |
|
|
|
3,633 |
|
|
|
190 |
|
|
|
3,823 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
- |
|
|
Capitalized software
|
|
|
(5,954 |
) |
|
|
(7,660 |
) |
|
|
(5,495 |
) |
|
|
(5,408 |
) |
|
|
(24,517 |
) |
|
|
(4,969 |
) |
|
|
(5,608 |
) |
|
|
(4,408 |
) |
|
|
(3,602 |
) |
|
|
(18,587 |
) |
|
Capital expenditures
|
|
|
(8,912 |
) |
|
|
(9,130 |
) |
|
|
(6,681 |
) |
|
|
(14,409 |
) |
|
|
(39,132 |
) |
|
|
(19,001 |
) |
|
|
(19,396 |
) |
|
|
(13,132 |
) |
|
|
(17,512 |
) |
|
|
(69,041 |
) |
|
Data acquisition costs
|
|
|
(1,961 |
) |
|
|
(913 |
) |
|
|
(1,786 |
) |
|
|
(3,085 |
) |
|
|
(7,745 |
) |
|
|
(635 |
) |
|
|
(468 |
) |
|
|
(394 |
) |
|
|
(374 |
) |
|
|
(1,871 |
) |
|
Discontinued operations investing activities
|
|
|
(8 |
) |
|
|
(139 |
) |
|
|
(19 |
) |
|
|
- |
|
|
|
(166 |
) |
|
|
2,927 |
|
|
|
- |
|
|
|
- |
|
|
|
(92 |
) |
|
|
2,835 |
|
|
Payments on capital leases and installment payment arrangements
|
|
|
(2,900 |
) |
|
|
(2,339 |
) |
|
|
(1,675 |
) |
|
|
(1,465 |
) |
|
|
(8,379 |
) |
|
|
(1,235 |
) |
|
|
(1,084 |
) |
|
|
(930 |
) |
|
|
(574 |
) |
|
|
(3,823 |
) |
|
Other required debt payments
|
|
|
(1,990 |
) |
|
|
(2,004 |
) |
|
|
(4,259 |
) |
|
|
(4,263 |
) |
|
|
(12,516 |
) |
|
|
(4,267 |
) |
|
|
(4,272 |
) |
|
|
(8,027 |
) |
|
|
(8,032 |
) |
|
|
(24,598 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
(4,876 |
) |
|
|
18,336 |
|
|
|
47,490 |
|
|
|
15,394 |
|
|
|
76,344 |
|
|
|
(25,326 |
) |
|
|
(4,954 |
) |
|
|
15,913 |
|
|
|
4,266 |
|
|
|
(10,101 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(Unaudited)
|
|
(Dollars in thousands, except earnings per share)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Q4 FY15 to Q4 FY14
|
| |
|
06/30/13
|
09/30/13
|
12/31/13
|
03/31/14
|
YTD FY2014
|
|
06/30/14
|
09/30/14
|
12/31/14
|
03/31/15
|
YTD FY2015
|
|
%
|
$
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Marketing and data services
|
187,793
|
200,952
|
206,662
|
209,746
|
805,153
|
|
186,683
|
204,248
|
208,246
|
205,734
|
804,911
|
|
-1.9%
|
(4,012)
|
| |
IT Infrastructure management services
|
69,385
|
66,825
|
62,099
|
58,816
|
257,125
|
|
55,532
|
55,789
|
52,194
|
51,633
|
215,148
|
|
-12.2%
|
(7,183)
|
| |
Total revenue
|
257,178
|
267,777
|
268,761
|
268,562
|
1,062,278
|
|
242,215
|
260,037
|
260,440
|
257,367
|
1,020,059
|
|
-4.2%
|
(11,195)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Cost of revenue
|
196,105
|
199,107
|
201,430
|
198,920
|
795,562
|
|
192,303
|
205,318
|
203,728
|
206,120
|
807,469
|
|
3.6%
|
7,200
|
| |
Selling, general and administrative
|
37,615
|
42,859
|
43,383
|
45,519
|
169,376
|
|
46,938
|
50,483
|
47,345
|
43,795
|
188,561
|
|
-3.8%
|
(1,724)
|
| |
Impairment of goodwill and other
|
-
|
-
|
-
|
24,953
|
24,953
|
|
-
|
-
|
-
|
-
|
0
|
|
-100.0%
|
(24,953)
|
| |
Gains, losses and other items, net
|
-
|
6,584
|
4,657
|
10,673
|
21,914
|
|
7,452
|
929
|
4,175
|
12,077
|
24,633
|
|
13.2%
|
1,404
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Total operating costs and expenses
|
233,720
|
248,550
|
249,470
|
280,065
|
1,011,805
|
|
246,693
|
256,730
|
255,248
|
261,992
|
1,020,663
|
|
-6.5%
|
(18,073)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Income (loss) from operations
|
23,458
|
19,227
|
19,291
|
(11,503)
|
50,473
|
|
(4,478)
|
3,307
|
5,192
|
(4,625)
|
(604)
|
|
59.8%
|
6,878
|
| |
% Margin
|
9.1%
|
7.2%
|
7.2%
|
-4.3%
|
4.8%
|
|
-1.8%
|
1.3%
|
2.0%
|
-1.8%
|
-0.1%
|
|
|
|
| |
Other expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Interest expense
|
(3,019)
|
(2,980)
|
(3,114)
|
(2,558)
|
(11,671)
|
|
(2,571)
|
(2,395)
|
(2,610)
|
(2,474)
|
(10,050)
|
|
3.3%
|
84
|
| |
Other, net
|
104
|
(350)
|
1,484
|
579
|
1,817
|
|
(413)
|
(115)
|
(34)
|
(763)
|
(1,325)
|
|
-231.8%
|
(1,342)
|
| |
Total other expense
|
(2,915)
|
(3,330)
|
(1,630)
|
(1,979)
|
(9,854)
|
|
(2,984)
|
(2,510)
|
(2,644)
|
(3,237)
|
(11,375)
|
|
-63.6%
|
(1,258)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Earnings (loss) from continuing operations before income taxes
|
20,543
|
15,897
|
17,661
|
(13,482)
|
40,619
|
|
(7,462)
|
797
|
2,548
|
(7,862)
|
(11,979)
|
|
41.7%
|
5,620
|
| |
Income taxes
|
8,040
|
6,459
|
3,083
|
12,045
|
29,627
|
|
(1,390)
|
2,293
|
(1,926)
|
(1,809)
|
(2,832)
|
|
-115.0%
|
(13,854)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Net earnings (loss) from continuing operations
|
12,503
|
9,438
|
14,578
|
(25,527)
|
10,992
|
|
(6,072)
|
(1,496)
|
4,474
|
(6,053)
|
(9,147)
|
|
76.3%
|
19,474
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Earnings (loss) from discontinued operations, net of tax
|
592
|
426
|
489
|
(3,696)
|
(2,189)
|
|
(1,532)
|
(48)
|
(318)
|
14
|
(1,884)
|
|
100.4%
|
3,710
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Net earnings (loss)
|
13,095
|
9,864
|
15,067
|
(29,223)
|
8,803
|
|
(7,604)
|
(1,544)
|
4,156
|
(6,039)
|
(11,031)
|
|
79.3%
|
23,184
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Less: Net gain (loss) attributable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
to noncontrolling interest
|
(85)
|
25
|
-
|
-
|
(60)
|
|
-
|
-
|
-
|
-
|
-
|
|
-
|
-
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Net earnings (loss) attributable to Acxiom
|
13,180
|
9,839
|
15,067
|
(29,223)
|
8,863
|
|
(7,604)
|
(1,544)
|
4,156
|
(6,039)
|
(11,031)
|
|
79.3%
|
23,184
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Diluted earnings (loss) per share - net earnings (loss) attributable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
to Acxiom stockholders
|
0.17
|
0.13
|
0.19
|
(0.38)
|
0.12
|
|
(0.10)
|
(0.02)
|
0.05
|
(0.08)
|
(0.14)
|
|
78.9%
|
0.30
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ACXIOM CORPORATION AND SUBSIDIARIES
|
|
|
|
|
|
|
|
|
RESULTS BY SEGMENT
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q4 FY15 to Q4 FY14
|
|
| |
|
06/30/13
|
|
|
09/30/13
|
|
|
12/31/13
|
|
|
03/31/14
|
|
|
YTD FY2014
|
|
|
06/30/14
|
|
|
09/30/14
|
|
|
12/31/14
|
|
|
03/31/15
|
|
|
YTD FY2015
|
|
|
%
|
|
|
|
$ |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
187,793 |
|
|
|
200,952 |
|
|
|
206,662 |
|
|
|
209,746 |
|
|
|
805,153 |
|
|
|
186,683 |
|
|
|
204,248 |
|
|
|
208,246 |
|
|
|
205,734 |
|
|
|
804,911 |
|
|
|
-2 |
% |
|
|
(4,012 |
) |
|
IT Infrastructure management services
|
|
|
69,385 |
|
|
|
66,825 |
|
|
|
62,099 |
|
|
|
58,816 |
|
|
|
257,125 |
|
|
|
55,532 |
|
|
|
55,789 |
|
|
|
52,194 |
|
|
|
51,633 |
|
|
|
215,148 |
|
|
|
-12 |
% |
|
|
(7,183 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue
|
|
|
257,178 |
|
|
|
267,777 |
|
|
|
268,761 |
|
|
|
268,562 |
|
|
|
1,062,278 |
|
|
|
242,215 |
|
|
|
260,037 |
|
|
|
260,440 |
|
|
|
257,367 |
|
|
|
1,020,059 |
|
|
|
-4 |
% |
|
|
(11,195 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
12,697 |
|
|
|
16,030 |
|
|
|
22,529 |
|
|
|
27,244 |
|
|
|
78,500 |
|
|
|
10,272 |
|
|
|
9,397 |
|
|
|
13,703 |
|
|
|
13,356 |
|
|
|
46,728 |
|
|
|
-51 |
% |
|
|
(13,888 |
) |
|
IT Infrastructure management services
|
|
|
10,761 |
|
|
|
11,967 |
|
|
|
6,316 |
|
|
|
3,803 |
|
|
|
32,847 |
|
|
|
4,739 |
|
|
|
4,130 |
|
|
|
3,780 |
|
|
|
5,456 |
|
|
|
18,105 |
|
|
|
43 |
% |
|
|
1,653 |
|
|
Corporate
|
|
|
- |
|
|
|
(8,770 |
) |
|
|
(9,554 |
) |
|
|
(42,550 |
) |
|
|
(60,874 |
) |
|
|
(19,489 |
) |
|
|
(10,220 |
) |
|
|
(12,291 |
) |
|
|
(23,437 |
) |
|
|
(65,437 |
) |
|
|
45 |
% |
|
|
19,113 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income (loss) from continuing operations
|
|
|
23,458 |
|
|
|
19,227 |
|
|
|
19,291 |
|
|
|
(11,503 |
) |
|
|
50,473 |
|
|
|
(4,478 |
) |
|
|
3,307 |
|
|
|
5,192 |
|
|
|
(4,625 |
) |
|
|
(604 |
) |
|
|
60 |
% |
|
|
6,878 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Margin:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing and data services
|
|
|
6.8 |
% |
|
|
8.0 |
% |
|
|
10.9 |
% |
|
|
13.0 |
% |
|
|
9.7 |
% |
|
|
5.5 |
% |
|
|
4.6 |
% |
|
|
6.6 |
% |
|
|
6.5 |
% |
|
|
5.8 |
% |
|
|
|
|
|
|
|
|
|
IT Infrastructure management services
|
|
|
15.5 |
% |
|
|
17.9 |
% |
|
|
10.2 |
% |
|
|
6.5 |
% |
|
|
12.8 |
% |
|
|
8.5 |
% |
|
|
7.4 |
% |
|
|
7.2 |
% |
|
|
10.6 |
% |
|
|
8.4 |
% |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
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|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
9.1 |
% |
|
|
7.2 |
% |
|
|
7.2 |
% |
|
|
-4.3 |
% |
|
|
4.8 |
% |
|
|
-1.8 |
% |
|
|
1.3 |
% |
|
|
2.0 |
% |
|
|
-1.8 |
% |
|
|
-0.1 |
% |
|
|
|
|
|
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| |
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| |
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Acxiom (NASDAQ:ACXM)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
Acxiom (NASDAQ:ACXM)
Historical Stock Chart
Von Jul 2023 bis Jul 2024
