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): November 9, 2017

 

I.D. SYSTEMS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-15087   22-3270799
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

123 Tice Boulevard, Woodcliff Lake, New Jersey   07677
(Address of Principal Executive Offices)    (Zip Code)

 

Registrant’s telephone number, including area code (201) 996-9000

 

 

 

(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 (see General Instruction A.2. below):

 

[  ] 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 November 9, 2017, I.D. Systems, Inc. (the “Registrant”) issued a press release regarding financial results for the fiscal quarter ended September 30, 2017. A copy of the press release is being furnished as Exhibit 99.1 to this report.

 

The information in this report is being furnished pursuant to Item 2.02 of Form 8-K. In accordance with General Instruction B.2. of Form 8-K, the information in this report, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.

 

Forward-Looking Statements

 

This report, including Exhibit 99.1 furnished herewith, contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements typically are identified by use of terms such as “may,” “will,” “should,” “plan,” “expect,” “anticipate,” “estimate” and similar words, and the opposites of such words, although some forward-looking statements are expressed differently. Forward-looking statements involve known and unknown risks and uncertainties that exist in the Registrant’s operations and business environment, which may be beyond the Registrant’s control, and which may cause actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be forward-looking statements. For example, forward-looking statements include, without limitation: statements regarding prospects for additional customers; market forecasts; projections of earnings, revenues, synergies, potential contract values, accretion or other financial information; emerging new products; and plans, strategies, objectives and initiatives of management for future operations. The risks and uncertainties referred to above include, but are not limited to, future economic and business conditions, the loss of key customers or reduction in the purchase of products by any such customers, the failure of the market for the Registrant’s products to continue to develop, the inability to protect the Registrant’s intellectual property, the inability to manage growth, the effects of competition from a variety of local, regional, national and other providers of wireless solutions, and other risks detailed from time to time in the Registrant’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2016. These risks could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, the Registrant. Forward-looking statements represent the judgment of management of the Registrant regarding future events. Although the Registrant believes that the expectations reflected in such forward-looking statements are reasonable at the time that they are made, the Registrant can give no assurance that such expectations will prove to be correct. Unless otherwise required by applicable law, the Registrant assumes no obligation to update any forward-looking statements, and expressly disclaims any obligation to do so, whether as a result of new information, future events or otherwise.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

 

As described above, the following exhibit is furnished as part of this report:

 

Exhibit 99.1 – Press release, dated November 9, 2017.

 

 

 

 

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.

 

  I.D. SYSTEMS, INC.
     
  By: /s/ Ned Mavrommatis
  Name: Ned Mavrommatis
  Title: Chief Financial Officer

 

Date: November 9, 2017

 

 

 

 

EXHIBIT INDEX

 

Exhibit Number   Description
99.1   Press release, dated November 9, 2017.

 

 

 

 

 

I.D. Systems Reports Third Quarter 2017 Results

 

Revenue Up 35% to $11.1 Million

 

Woodcliff Lake, NJ — November 9, 2017 — I.D. Systems, Inc. (NASDAQ: IDSY), a leading provider of enterprise asset management technology and solutions for the Industrial Internet of Things, reported results for the third quarter ended September 30, 2017.

 

Management Commentary

 

“The third quarter demonstrated the same strong growth and operational momentum we experienced in the second quarter,” said I.D. Systems CEO Chris Wolfe. “Our encouraging results were driven by solid contributions across our business and were not dependent upon one large VMS deal as they have been in the past. In addition, our Trailer Tracking business continues to be a stable and profitable contributor. This improved diversification produced a healthy 35% increase in our topline, and our optimized cost structure improved our profitability metrics for the second consecutive quarter.

 

“Operationally, we made progress on our growth plan, demonstrated by the several new wins across our business. In addition to meeting all of our program deliverables with Avis during the third quarter, we won a significant refresh and new site rollout with Toyota. On top of this, we are working with Toyota’s material handling division to deploy a white-labelled version of our industry-leading PowerFleet technology over the next several quarters. In our EMEA region, we secured an impressive win with one of the world’s largest online retailers and are currently implementing PowerFleet at several of their locations throughout Europe.

 

“To supplement our organic growth and to give us a stronger presence in the small-to-mid-tier market, during the third quarter we acquired substantially all of the assets of Keytroller, a manufacturer and marketer of electronic products for managing forklifts and construction vehicles. The accretive acquisition gives us a full suite of product offerings capable of covering any sized fleet and budget. The integration is proceeding as planned, and Keytroller’s sales exceeded expectations for August and September, demonstrating the immediate sales synergies between our organizations. Keytroller provides our industrial truck business more scale, both from a product and revenue standpoint, as well as positions us to achieve sustained non-GAAP profitability. Concurrent with our acquisition of Keytroller, we significantly improved our balance sheet and cash position and eliminated our line of credit.

 

“With Keytroller as an integral part of our business, I.D. Systems has truly become a leading single source of fleet management technology for industrial truck owners and operators in the market globally. This competitive position helps us compete more effectively and diversify our revenue sources to ultimately drive long-term sustainable growth and shareholder value.”

 

Third Quarter 2017 Financial Results

 

Revenue increased 4% to $11.1 million from $10.7 million in the prior quarter and increased 35% from $8.2 million in same year-ago period. The increase was primarily due to higher vehicle management systems (VMS) revenue and rental fleet revenue from the company’s agreement with Avis Budget Group, as well as contribution from Keytroller, which was acquired in August 2017.

 

Recurring revenue increased 5% to $4.7 million from $4.5 million in the same period a year ago.

 

Gross margin increased to 50.8% from 48.7% in the same period a year ago.

 

 

 

 

Selling, general and administrative expenses were $5.2 million, compared to $5.0 million in the same year-ago period. The increase was due to expenses related to the Keytroller acquisition.

 

Research and development expenses were $958,000, compared to $1.1 million in the same year-ago quarter.

 

Excluding stock-based compensation, depreciation and amortization, foreign currency translation losses, and acquisition-related expenses, non-GAAP net income totaled $287,000 or $0.02 per basic and diluted share, compared to non-GAAP net loss of $1.4 million or $(0.11) per basic and diluted share in the same year-ago quarter.

 

Net loss totaled $586,000 or $(0.04) per basic and diluted share, an improvement from a net loss of $2.1 million or $(0.16) per basic and diluted share in the same year-ago quarter.

 

For the nine-month period ended September 30, 2017, net cash provided by operations was $3.9 million, compared to net cash used in operations of $1.3 million in the same period of 2016.

 

At quarter-end, the company had $17.4 million in cash, cash equivalents and marketable securities, compared to $10.3 million at the end of the prior quarter.

 

Investor Conference Call

 

I.D. Systems management will discuss the results of the company’s operations and business outlook on a conference call today (Thursday, November 9, 2017) at 4:45 p.m. Eastern time (1:45 p.m. Pacific time).

 

Company CEO Chris Wolfe and CFO Ned Mavrommatis will host the call, followed by a question and answer session where financial analysts and major institutional shareholders can ask questions.

 

U.S. dial-in: 877-307-1379

International dial-in: 443-877-4066

 

The conference call will be broadcast simultaneously and available for replay for 90 days in the investor section of the company’s website at www.id-systems.com.

 

If you have any difficulty connecting with the conference call, please contact I.D. Systems’ investor relations team at 949-574-3860.

 

Non-GAAP Measures

 

To supplement its financial statements presented in accordance with Generally Accepted Accounting Principles (GAAP), I.D. Systems provides certain non-GAAP measures of financial performance. These non-GAAP measures include non-GAAP net income/loss and non-GAAP net income/loss per basic and diluted share. Reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, or superior to, GAAP results. These non-GAAP measures are provided to enhance investors’ overall understanding of I.D. Systems’ current financial performance. Specifically, I.D. Systems believes the non-GAAP measures provide useful information to both management and investors by excluding certain expenses, gains and losses that may not be indicative of its core operating results and business outlook. Because I.D. Systems’ method for calculating the non-GAAP measures may differ from other companies’ methods, the non-GAAP measures may not be comparable to similarly titled measures reported by other companies. Reconciliation of all non-GAAP measures included in this press release to the nearest GAAP measures can be found in the financial tables included in this press release.

 

 

 

 

About I.D. Systems

 

Headquartered in Woodcliff Lake, New Jersey, with subsidiaries in Texas, Florida, Germany, and the United Kingdom, I.D. Systems is a leading global provider of wireless M2M solutions for securing, controlling, tracking, and managing high-value enterprise assets, including rental cars, industrial vehicles, trailers, containers, and cargo. The Company’s patented technologies address the needs of organizations to monitor and analyze their assets to increase efficiency and productivity, reduce costs, and improve profitability. For more information, please visit www.id-systems.com.

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release contains forward looking statements within the meaning of federal securities laws. Forward-looking statements include statements with respect to I.D. Systems’ beliefs, plans, goals, objectives, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond I.D. Systems’ control, and which may cause its actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be forward-looking statements. For example, forward-looking statements include statements regarding: prospects for additional customers; potential contract values; market forecasts; projections of earnings, revenues, synergies, accretion or other financial information; emerging new products; and plans, strategies and objectives of management for future operations, including growing revenue, controlling operating costs, increasing production volumes, and expanding business with core customers. The risks and uncertainties referred to above include, but are not limited to, future economic and business conditions, the loss of key customers or reduction in the purchase of products by any such customers, the failure of the market for I.D. Systems’ products to continue to develop, the possibility that I.D. Systems may not be able to integrate successfully the business, operations and employees of acquired businesses, the inability to protect I.D. Systems’ intellectual property, the inability to manage growth, the effects of competition from a variety of local, regional, national and other providers of wireless solutions, and other risks detailed from time to time in I.D. Systems’ filings with the Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2016. These risks could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, I.D. Systems. Unless otherwise required by applicable law, I.D. Systems assumes no obligation to update the information contained in this press release, and expressly disclaims any obligation to do so, whether as a result of new information, future events or otherwise.

 

I.D. Systems Contact

Ned Mavrommatis, CFO

ned@id-systems.com

201-996-9000

 

Investor Contact

Matt Glover

Liolios Group, Inc.

IDSY@liolios.com

949-574-3860

 

 

 

 

I.D. Systems, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations Data

(Unaudited)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30, 
   2016   2017   2016   2017 
Revenue:                    
Products  $4,561,000   $6,490,000   $15,761,000   $17,199,000 
Services   3,654,000    4,596,000    11,835,000    12,592,000 
                     
    8,215,000    11,086,000    27,596,000    29,791,000 
Cost of revenue:                    
Cost of products   3,018,000    3,475,000    10,346,000    9,717,000 
Cost of services   1,195,000    1,984,000    3,325,000    4,756,000 
                     
    4,213,000    5,459,000    13,671,000    14,473,000 
                     
Gross profit   4,002,000    5,627,000    13,925,000    15,318,000 
                     
Operating expenses:                    
Selling, general and administrative expenses   4,984,000    5,213,000    14,789,000    15,184,000 
Research and development expenses   1,098,000    958,000    3,420,000    3,050,000 
                     
    6,082,000    6,171,000    18,209,000    18,234,000 
                     
Loss from operations   (2,080,000)   (544,000)   (4,284,000)   (2,916,000)
Interest income   65,000    59,000    218,000    169,000 
Interest expense   (78,000)   (100,000)   (222,000)   (248,000)
Other income, net   1,000    (1,000)   1,000    (1,000)
                     
Net loss  $(2,092,000)  $(586,000)  $(4,287,000)  $(2,996,000)
                     
Net loss per share - basic and diluted  $(0.16)  $(0.04)  $(0.33)  $(0.21)
                     
Weighted average common shares outstanding -basic and diluted   13,004,000    16,190,000    12,946,000    14,311,000 

 

 

 

 

I.D. Systems, Inc. and Subsidiaries

Reconciliation of GAAP to Non-GAAP Financial Measures

(Unaudited)

 

   Three Months Ended
September 30,
  

Nine Months Ended

September 30,

 
   2016   2017   2016   2017 
                 
Net loss attributable to common stockholders  $(2,092,000)  $(586,000)  $(4,287,000)  $(2,996,000)
Depreciation and amortization   168,000    349,000    522,000    742,000 
Stock-based compensation   472,000    556,000    1,499,000    1,853,000 
Foreign currency translation   41,000    (133,000)   164,000    (406,000)
                     
Acquisition related fees   -    101,000    -    251,000 
                     
Non-GAAP (loss) income  $(1,411,000)  $287,000   $(2,102,000)  $(556,000)
                     
Non-GAAP net loss per share - basic and diluted  $(0.11)  $0.02   $(0.16)  $(0.04)

 

 

 

 

I.D. Systems, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet Data

 

   December 31, 2016*   September 30, 2017 
       (Unaudited) 
ASSETS          
Current assets:          
Cash and cash equivalents  $4,972,000   $5,546,000 
Restricted cash   305,000    305,000 
Investments - short term   115,000    1,286,000 
Accounts receivable, net   9,585,000    9,379,000 
Financing receivables - current, net   1,766,000    1,488,000 
Inventory, net   3,920,000    4,723,000 
Deferred costs - current   3,750,000    4,208,000 
Prepaid expenses and other current assets   3,495,000    3,795,000 
           
Total current assets   27,908,000    30,730,000 
           
Investments - long term   1,499,000    10,238,000 
Financing receivables - less current portion   2,430,000    1,658,000 
Deferred costs - less current portion   6,638,000    5,027,000 
Fixed assets, net   3,075,000    2,770,000 
Goodwill   1,837,000    7,042,000 
Intangible assets, net   706,000    5,595,000 
Other assets   153,000    159,000 
           
   $44,246,000   $63,219,000 
           
LIABILITIES          
Current liabilities:          
Short-term borrowings  $2,993,000   $- 
Accounts payable and accrued expenses   7,622,000    8,637,000 
Deferred revenue - current   7,197,000    9,799,000 
Acquisition related contingent consideration - current   -    1,868,000 
           
Total current liabilities   17,812,000    20,304,000 
           
Deferred rent   366,000    316,000 
Deferred revenue - less current portion   10,066,000    8,403,000 
Acquisition related contingent consideration – less current portion   -    815,000 
           
    28,244,000    29,838,000 
           
STOCKHOLDERS’ EQUITY          
Preferred stock   -    - 
Common stock   129,000    165,000 
Additional paid-in capital   111,844,000    132,980,000 
Accumulated deficit   (91,498,000)   (94,494,000)
Accumulated other comprehensive loss   (103,000)   (471,000)
Treasury stock   (4,370,000)   (4,799,000)
           
Total stockholders’ equity   16,002,000    33,381,000 
Total liabilities and stockholders’ equity  $44,246,000   $63,219,000 

 

* Derived from audited balance sheet as of December 31, 2016

 

 

 

 

I.D. Systems, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flow Data

(Unaudited)

 

  

Nine Months Ended

September 30,

 
   2016   2017 
Cash flows from operating activities:          
           
Net loss  $(4,287,000)  $(2,996,000)
Adjustments to reconcile net loss to cash used in operating activities:          
Bad debt expense   48,000    141,000 
Stock-based compensation expense   1,499,000    1,853,000 
Depreciation and amortization   522,000    742,000 
Inventory reserve   160,000    256,000 
Other non-cash items   21,000    (49,000)
Changes in:          
Accounts receivable   1,996,000    967,000 
Financing receivables   435,000    1,050,000 
Inventory   930,000    7,000 
Prepaid expenses and other assets   (93,000)   (306,000)
Deferred costs   (2,438,000)   1,153,000 
Deferred revenue   1,669,000    939,000 
Accounts payable and accrued expenses   (1,744,000)   134,000 
Net cash (used in) provided by operating activities   (1,282,000)   3,891,000 
Cash flows from investing activities:          
Business acquisition   -    (7,098,000)
Capital expenditures   (389,000)   (197,000)
Purchase of investments   (768,000)   (10,618,000)
Proceeds from the sale and maturities of investments   758,000    678,000 
Net cash used in investing activities   (399,000)   (17,235,000)
Cash flows from financing activities:          
Proceeds from underwritten public offering   -    16,065,000 
Borrowings under revolving credit facility   1,900,000    11,655,000 
Repayments under revolving credit facility   (1,314,000)   (14,648,000)
Proceeds from exercise of stock options   20,000    1,254,000 
Net cash provided by financing activities   606,000    14,326,000 
Effect of foreign exchange rate changes on cash and cash equivalents   183,000    (408,000)
Net (decrease) increase in cash and cash equivalents   (892,000)   574,000 
Cash and cash equivalents - beginning of period   4,489,000    4,972,000 
Cash and cash equivalents - end of period  $3,597,000   $5,546,000