INOD 8-K
Innodata Inc (INOD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 06, 2021
INNODATA INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35774 | 13-3475943 |
| (State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer |
| incorporation) | Identification No.) |
| 55 Challenger Road | 07660 | |
| Ridgefield Park, NJ | (Zip Code) | |
| (Address of principal executive offices) | ||
| Registrant's telephone number, including area code (201) 371-8000 | ||
| (Former name or former address, if changed since last report) | ||
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|
Common Stock |
INOD |
The Nasdaq Stock Market LLC |
| Preferred Stock Purchase Right | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 2.02 | Results of Operations and Financial Condition. |
On May 6, 2021, Innodata Inc. issued a press release announcing its first quarter 2021 financial results. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
See Exhibit Index below.
Exhibit Index
| Exhibit No. | Description |
| 99.1 | Press Release dated May 06, 2021. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| INNODATA INC. | ||
| Date: May 06, 2021 | By: | /s/ Mark A Spelker |
| Mark A. Spelker | ||
| Chief Financial Officer & Executive Vice President | ||
Exhibit 99.1
Innodata Reports First Quarter 2021 Results
NEW YORK – May 6, 2021 – INNODATA INC. (NASDAQ: INOD) today reported results for the first quarter ended March 31, 2021.
| · | Total revenue was $16.0 million in the first quarter of 2021, a 4% increase from $15.3 million in the fourth quarter of 2020. Total revenue was $14.5 million in the first quarter of 2020. |
| · | Net income was $0.4 million in the first quarter of 2021, or $0.02 per basic share and $0.01 per diluted share, compared to a net income of $1.2 million, or $0.05 per basic share and $0.04 per diluted share, in the fourth quarter of 2020 and a net loss of $0.3 million, or $(0.01) per basic and diluted share, in the first quarter of 2020. |
| · | Cash and cash equivalents were $17.3 million at March 31, 2021 and $17.6 million December 31, 2020. |
Amounts in this press release have been rounded. All percentages have been calculated using unrounded amounts.
Jack Abuhoff, CEO, said, “We’re exceeding our operational KPIs and hiring and cost management goals. Just four months into the year, we already have enough new business secured and projects in our late-stage pipeline to meet or exceed growth targets this year. We’re focused on getting these late-stage projects over the finish line and pushed into revenue. Our plan to accelerate growth is a function of ramp-up in newly secured business; late-stage pipeline conversions; expansions in business from new and recently-won customers; and pipeline growth as our expanding salesforce becomes fully productive.
From Q4 2019 to now, we have reduced structural costs by approximately $6 million (on an annual basis) allowing us to aggressively deploy internally generated cash flow in sales and marketing and product enhancement initiatives that we believe will lead to growth and provide short-term payback. In Q1, we incurred costs of approximately $1.9 million toward accelerated growth. We believe our company is well-positioned to take advantage of strong tailwinds in each segment of our business. We continue to have a strong balance sheet, with over $17 million in cash and no significant debt.”
Timing of Conference Call with Q&A
Innodata will conduct an earnings conference call, including a question-and-answer period, at 11:00 AM eastern time today. You can participate in this call by dialing the following call-in numbers:
The call-in numbers for the conference call are:
| 1-800-263-0877 | (Domestic) |
| 1-646-828-8143 | (International) |
| 1-888-203-1112 | (Domestic Replay) |
| 1-719-457-0820 | (International Replay) |
Pass code on both: 3925006
It is recommended that participants dial in approximately 10 minutes prior to the start of the call. Investors are also invited to access a live Webcast of the conference call at the Investor Relations section of www.innodata.com. Please note that the Webcast feature will be in listen-only mode.
Call-in or Webcast replay will be available for 30 days following the conference call.
About Innodata
Innodata (NASDAQ: INOD) is a leading data engineering company. Prestigious companies across the globe turn to Innodata for help with their biggest data challenges. By combining advanced machine learning and artificial intelligence (ML/AI) technologies, a global workforce of over 3,500 subject matter experts, and a high-security infrastructure, we’re helping usher in the promise of digital data and ubiquitous AI.
Forward Looking Statements
This press release may contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Words such as “project,” “believe,” “expect,” “can,” “continue,” “could,” “intend,” “may,” “should,” “will,” “anticipate,” “indicate,” “forecast,” “predict,” “likely,” “goals,” “estimate,” “plan,” “potential,” or the negatives thereof and other similar expressions generally identify forward-looking statements, which speak only as of the date hereof.
These forward-looking statements are based on management’s current expectations, assumptions and estimates and are subject to a number of risks and uncertainties, including without limitation, the expected or potential effects of the novel coronavirus (COVID-19) pandemic and the responses of governments, the general global population, our customers, and the Company thereto; the outcome of our application for loan forgiveness for proceeds received under the Paycheck Protection Program established as part of the Coronavirus Aid, Relief and Economic Security Act; that contracts may be terminated by clients; projected or committed volumes of work may not materialize; continuing Digital Data Solutions segment reliance on project-based work and the primarily at-will nature of such contracts and the ability of these clients to reduce, delay or cancel projects; the likelihood of continued development of the markets, particularly new and emerging markets, that our services support; continuing Digital Data Solutions segment revenue concentration in a limited number of clients; potential inability to replace projects that are completed, canceled or reduced; our dependency on content providers in our Agility segment; difficulty in integrating and deriving synergies from acquisitions, joint venture and strategic investments; potential undiscovered liabilities of companies and businesses that we may acquire; potential impairment of the carrying value of goodwill and other acquired intangible assets of companies and businesses that we acquire; changes in our business or growth strategy; a continued downturn in or depressed market conditions, whether as a result of the COVID-19 pandemic or otherwise; changes in external market factors; the ability and willingness of our clients and prospective clients to execute business plans that give rise to requirements for our services; changes in our business or growth strategy; the emergence of new or growth in existing competitors; various other competitive and technological factors; our use of and reliance on information technology systems, including potential security breaches, cyber-attacks, privacy breaches or data breaches that result in the unauthorized disclosure of consumer, client, employee or Company information, or service interruptions; and other risks and uncertainties indicated from time to time in our filings with the Securities and Exchange Commission.
Our actual results could differ materially from the results referred to in forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, uncertainty around the COVID-19 pandemic and the effects of the global response thereto and the risks discussed in Part I, Item 1A. “Risk Factors,” Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and other parts of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 15, 2021, as updated or amended by our other filings with the Securities and Exchange Commission. In light of these risks and uncertainties, there can be no assurance that the results referred to in the forward-looking statements will occur, and you should not place undue reliance on these forward-looking statements. We undertake no obligation to update or review any guidance or other forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by the Federal securities laws.
Company Contact
Suzanne Srsich
Innodata Inc.
(201) 371-8033
INNODATA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per-share amounts)
| Three Months Ended March 31, | ||||||||
| 2021 | 2020 | |||||||
| Revenues: | ||||||||
| Services and Solutions | $ | 12,782 | $ | 11,691 | ||||
| SaaS Platforms | 3,185 | 2,839 | ||||||
| Total | 15,967 | 14,530 | ||||||
| Direct operating costs | 10,236 | 9,666 | ||||||
| Foreign exchange (gain) loss | (140 | ) | 77 | |||||
| 10,096 | 9,743 | |||||||
| Gross Profit | 5,871 | 4,787 | ||||||
| Operating expenses: | ||||||||
| Research and development | 281 | 312 | ||||||
| Selling and marketing | 2,649 | 2,155 | ||||||
| General and administrative | 2,595 | 2,153 | ||||||
| Interest expense, net | 10 | 42 | ||||||
| 5,535 | 4,662 | |||||||
| Income before provision for income taxes | 336 | 125 | ||||||
| Provision for income taxes | (73 | ) | 405 | |||||
| Consolidated net income (loss) | 409 | (280 | ) | |||||
| Income attributable to non-controlling interests | 11 | 11 | ||||||
| Net income (loss) attributable to Innodata Inc. and Subsidiaries | $ | 398 | $ | (291 | ) | |||
| Income (loss) per share attributable to Innodata Inc. and Subsidiaries: | ||||||||
| Basic | $ | 0.02 | $ | (0.01 | ) | |||
| Diluted | $ | 0.01 | $ | (0.01 | ) | |||
| Weighted average shares outstanding: | ||||||||
| Basic | 25,873 | 24,401 | ||||||
| Diluted | 29,452 | 24,401 | ||||||
INNODATA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
| March 31, 2021 | December 31, 2020 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 17,296 | $ | 17,573 | ||||
| Accounts receivable, net | 9,969 | 10,048 | ||||||
| Prepaid expenses and other current assets | 3,987 | 4,240 | ||||||
| Total current assets | 31,252 | 31,861 | ||||||
| Property and equipment, net | 7,291 | 7,227 | ||||||
| Right-of-use asset, net | 6,377 | 6,610 | ||||||
| Other assets | 2,507 | 2,563 | ||||||
| Deferred income taxes, net | 2,270 | 2,187 | ||||||
| Intangibles, net | 4,437 | 4,656 | ||||||
| Goodwill | 2,157 | 2,150 | ||||||
| Total assets | $ | 56,291 | $ | 57,254 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable, accrued expenses and other | $ | 5,417 | $ | 4,925 | ||||
| Accrued salaries, wages and related benefits | 4,919 | 5,719 | ||||||
| Income and other taxes | 4,237 | 5,000 | ||||||
| Long-term obligations – current portion | 2,134 | 1,712 | ||||||
| Operating lease liability - current portion | 1,017 | 990 | ||||||
| Total current liabilities | 17,724 | 18,346 | ||||||
| Deferred income taxes | 68 | 44 | ||||||
| Long-term obligations, net of current portion | 5,660 | 6,282 | ||||||
| Operating lease liability, net of current portion | 6,066 | 6,332 | ||||||
| Total liabilities | 29,518 | 31,004 | ||||||
| Non-controlling interests | (3,379 | ) | (3,390 | ) | ||||
| STOCKHOLDERS' EQUITY | 30,152 | 29,640 | ||||||
| Total liabilities and stockholders’ equity | $ | 56,291 | $ | 57,254 | ||||
INNODATA INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED CASH FLOW INFORMATION
(Unaudited)
(In thousands)
| Three Months Ended March 31, |
||||||||
| 2021 | 2020 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income (loss) | $ | 409 | $ | (280 | ) | |||
| Non-cash expenses: | ||||||||
| Depreciation and amortization | 697 | 630 | ||||||
| Stock-based compensation | 278 | 170 | ||||||
| Deferred income tax | (45 | ) | (71 | ) | ||||
| Pension amortization | 142 | 200 | ||||||
| Total | 1,072 | 929 | ||||||
| Changes in assets and liabilities | (724 | ) | 101 | |||||
| Cash flows from operating activities | $ | 757 | $ | 750 | ||||
| Cash flows from investing activities | $ | (503 | ) | $ | (578 | ) | ||
| Cash flows from financing activities | $ | (423 | ) | $ | (104 | ) | ||
INNODATA INC. AND SUBSIDIARIES
CONSOLIDATED REVENUE
(Unaudited)
(In thousands)
| Three Months Ended | ||||||||
| Revenue | March 31, | |||||||
| 2021 | 2020 | |||||||
| DDS | $ | 11,764 | $ | 10,409 | ||||
| Synodex | 1,018 | 1,282 | ||||||
| Agility | 3,185 | 2,839 | ||||||
| Total Revenue | $ | 15,967 | $ | 14,530 | ||||