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) April 21, 2016
_________________________________________________________________________
UNISYS CORPORATION
_________________________________________________________________________
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-8729 38-0387840
_________________________________________________________________________
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
801 Lakeview Drive, Suite 100
Blue Bell, Pennsylvania 19422
_________________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
(215) 986-4011
_________________________________________________________________________
(Registrant's telephone number, including area code)
N/A
_________________________________________________________________________
(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))
Item 2.02. Results of Operations and Financial Condition.
On April 21, 2016, Unisys Corporation (the "Company") issued a news release to
report its financial results for the quarter ended March 31, 2016. The
release is furnished as Exhibit 99 to this Current Report.
The information in this Current Report, including the Exhibit attached hereto,
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section. The information contained herein and in the accompanying
Exhibit shall not be incorporated by reference into any registration statement
or other document filed with the Securities and Exchange Commission by the
Company, whether before or after the date hereof, regardless of any general
incorporation language in such filing, except as shall be expressly set forth
by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibit is being furnished herewith:
99 News Release, dated April 21, 2016, of Unisys Corporation
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.
UNISYS CORPORATION
Date: April 21, 2016 By: /s/ Janet B. Haugen
-------------------
Janet B. Haugen
Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
-------------
Exhibit
No.
------
99 News Release, dated April 21, 2016, of Unisys Corporation
News Release
Investor Contact:
Niels Christensen, 215-986-6651
niels.christensen@unisys.com
Media Contact:
John Clendening, 214-403-1981
john.clendening@unisys.com
UNISYS ANNOUNCES FIRST-QUARTER 2016 FINANCIAL RESULTS
1Q 2016:
* Revenue of $667 million, down 8 percent year-over-year (3 percent in
constant currency(1))
* Diluted loss per share of ($0.80) versus ($0.87) in 1Q 2015
* Non-GAAP diluted earnings per share(2) of $0.11 versus diluted loss per
share of ($0.32) in 1Q 2015
* $100 million increase in adjusted free cash flow(3) year-over-year
BLUE BELL, Pa., April 21, 2016 -- Unisys Corporation (NYSE: UIS) today
reported first quarter 2016 results highlighted by year-over-year increases in
both operating profit margin and free cash flow.
The company reported an operating profit margin of (4.1) percent including
cost reduction charges and pension expense. First quarter 2016 non-GAAP
operating profit margin(4) was 2.9 percent, an increase of 320 basis points
from the prior year. In addition, the company reported first quarter 2016 free
cash flow usage of $12 million(5), an $89 million improvement year-over-year
due to higher operating cash flow and lower capital expenditures. Adjusted
free cash flow in first quarter 2016 increased $100 million from the prior
year.
"Our first quarter results represent a step toward our goal of improving
profitability and cash flow," said Unisys President and CEO Peter Altabef. "We
also continued to deepen our vertical go-to-market capabilities and leadership
team and expand our security solutions during the quarter."
SUMMARY OF FIRST QUARTER 2016 BUSINESS RESULTS
Company:
* Revenue of $667 million declined 8 percent year-over-year; down 3 percent in
constant currency.
* Overall operating profit margin of (4.1) percent includes cost reduction
charges and pension expense. First quarter 2016 non-GAAP operating profit
margin was 2.9 percent, an increase of 320 basis points from the prior year.
Services:
* Services revenue, which represented 89 percent of total revenue, declined by
7 percent, down 2 percent in constant currency.
* Services operating profit margin was 0.7 percent, an increase of 200 basis
points from the prior year, reflecting the benefit of cost reduction actions
taken during the past twelve months.
Technology:
* Technology revenue, which represented 11 percent of total revenue, declined
13 percent, down 10 percent in constant currency, reflecting reduced
ClearPath Forward(TM) revenue, which can vary significantly from quarter-to-
quarter based on the timing of license renewals.
* Operating profit margin improved to 18.1 percent from 5.2 percent in the
prior year due to the benefit of operating cost reductions.
Cash Flow:
* First quarter 2016 free cash flow usage of $12 million improved $89 million
year-over-year due to higher operating cash flow and lower capital
expenditures. Adjusted free cash flow in first quarter 2016 increased $100
million to $38 million from the prior year.
* During the first quarter 2016, the company completed a convertible senior
notes offering that generated net proceeds of approximately $160 million.
* At March 31, 2016, the company had $514 million in cash.
EXECUTING ON BUSINESS STRATEGY
Unisys business strategy, laid out in 2015, is to execute on several key areas
for improved business performance in 2016: go-to-market vertical market
orientation; security solutions, most notably Unisys Stealth(TM); and higher-
value, advisory consulting services. The company has announced business wins,
strategic moves and implementation successes covering each of these areas,
including in the past week:
* The global delivery of Unisys Stealth(cloud)(TM) on the Microsoft Azure
Cloud, a platform used by more than 66 percent of Fortune 500 companies in
140 countries.
* The successful implementation of Stealth(core) to protect ANGKASA's self-
service banking kiosks in Malaysia.
* A new agreement to deliver Stealth(mobile) to Mitel clients. Mitel is a
new Unisys client that will use Stealth to protect its systems, data and
intellectual property and leverage Stealth to protect users across its
global network.
* A contract with the State of Washington, Division of Child Support,
Department of Social & Health Services to deliver managed data center
services and ClearPath Forward services.
* A contract with China's HubSky, a new Unisys client, to deliver cloud/data
center design and consulting services.
In addition, the company made three major leadership announcements in Q1:
* Inder M. Singh as senior vice president and chief marketing and strategy
officer. Immediately prior to joining Unisys, Singh was a managing
director at SunTrust Robinson Humphrey, Inc., where he provided equity
research and advice across the technology, media and telecommunications
sectors. Singh has also held strategy and financial leadership positions
at Comcast, Cisco Systems, and AT&T.
* Andy Stafford as senior vice president of Services. Most recently,
Stafford was a senior managing director at Accenture, where he led the
firm's Global Delivery Network for Technology. Prior to Accenture,
Stafford held senior positions with Xchanging, Virgin Group, Deloitte
Consulting, Computacenter and Andersen Consulting.
* Eric Crabtree as the global leader of our Financial Services vertical
industry group. Crabtree most recently served as managing director of
omni-channel banking at Royal Bank of Scotland. He previously held senior
executive leadership positions at Barclays Bank and Washington Mutual, and
founded an advisory and consulting firm focused on the financial services
industry.
CONFERENCE CALL
Unisys will hold a conference call today at 5:30 p.m. Eastern Time to discuss
its results. The listen-only Webcast, as well as the accompanying presentation
materials, can be accessed on the Unisys Investor Web site at
www.unisys.com/investor. Following the call, an audio replay of the Webcast,
and accompanying presentation materials, can be accessed through the same link.
NON-GAAP INFORMATION
Unisys reports its results in accordance with Generally Accepted Accounting
Principles (GAAP) in the United States. However, in an effort to provide
investors with additional perspective regarding the company's results as
determined by GAAP, the company also discusses, in its earnings press release
and/or earnings presentation materials, non-GAAP information which management
believes provides useful information to investors. Management uses
supplemental non-GAAP financial measures internally to understand, manage and
evaluate the business and assess operational alternatives.
Non-GAAP measures are not intended to be considered in isolation or as
substitutes for results determined in accordance with GAAP and should be read
only in conjunction with our consolidated financial statements prepared in
accordance with GAAP. (See GAAP to non-GAAP reconciliations attached.)
(1) Constant currency -- The company refers to growth rates in constant
currency or on a constant currency basis so that the business results can be
viewed without the impact of fluctuations in foreign currency exchange rates to
facilitate comparisons of the company's business performance from one period to
another. Constant currency is calculated by retranslating current and prior
period results at a consistent rate.
(2) Non-GAAP diluted earnings per share -- During the first quarter 2016,
Unisys recorded pension expense, net of tax, and a charge, net of tax, in
connection with cost reduction actions. In an effort to provide investors with
a perspective on the company's earnings without these charges, they are
excluded from the non-GAAP diluted earnings/loss per share calculations.
(3) Adjusted free cash flow -- Adjusted free cash flow provides free cash flow
before the company's pension contributions or cost reduction payments in an
effort to provide investors with a perspective on the company's free cash flow
generation before these items.
(4) Non-GAAP operating profit -- During the first quarter 2016, Unisys
recorded pretax pension expense and a pretax charge in connection with cost
reduction actions. In order to provide investors with additional
understanding of the company's operating results, these changes are excluded
from the operating profit.
(5) Free cash flow -- The company defines free cash flow as cash flow from
operations less capital expenditures. Management believes this measure gives
investors an additional perspective on cash flow from operating activities in
excess of amounts required for reinvestment.
ABOUT UNISYS
Unisys is a global information technology company that works with many of the
world's largest companies and government organizations to solve their most
pressing IT and business challenges. Unisys specializes in providing
integrated, leading-edge solutions to clients in the government, financial
services and commercial markets. With more than 20,000 employees serving
clients around the world, Unisys offerings include cloud and infrastructure
services, application services, security solutions, and high-end server
technology. For more information, visit www.unisys.com.
FORWARD-LOOKING STATEMENTS
Any statements contained in this release that are not historical facts are
forward-looking statements as defined in the Private Securities Litigation
Reform Act of 1995. Forward-looking statements include, but are not limited
to, any projections of earnings, revenues, or other financial items; any
statements of the company's plans, strategies or objectives for future
operations; statements regarding future economic conditions or performance;
and any statements of belief or expectation. All forward-looking statements
rely on assumptions and are subject to various risks and uncertainties that
could cause actual results to differ materially from expectations. Risks and
uncertainties that could affect the company's future results include the
company's ability to effectively anticipate and respond to volatility and
rapid technological innovation in its industry; the company's ability to
improve margins in its services business; the company's ability to sell new
products while maintaining its installed base in its technology business; the
company's ability to access financing markets to refinance its outstanding
debt; the company's ability to realize anticipated cost savings and to
successfully implement its cost reduction initiatives to drive efficiencies
across all of its operations; the company's significant pension obligations
and requirements to make significant cash contributions to its defined benefit
plans; the company's ability to attract, motivate and retain experienced and
knowledgeable personnel in key positions; the risks of doing business
internationally when a significant portion of the company's revenue is derived
from international operations; the potential adverse effects of aggressive
competition in the information services and technology marketplace; the
company's ability to retain significant clients; the company's contracts may
not be as profitable as expected or provide the expected level of revenues;
cybersecurity breaches could result in significant costs and could harm the
company's business and reputation; a significant disruption in the company's
IT systems could adversely affect the company's business and reputation; the
company may face damage to its reputation or legal liability if its clients
are not satisfied with its services or products; the performance and
capabilities of third parties with whom the company has commercial
relationships; the adverse effects of global economic conditions, acts of war,
terrorism or natural disasters; contracts with U.S. governmental agencies may
subject the company to audits, criminal penalties, sanctions and other
expenses and fines; the potential for intellectual property infringement
claims to be asserted against the company or its clients; the possibility that
pending litigation could affect the company's results of operations or cash
flow; the business and financial risk in implementing future dispositions or
acquisitions; and the company's consideration of all available information
following the end of the quarter and before the filing of the Form 10-Q and
the possible impact of this subsequent event information on its financial
statements for the reporting period. Additional discussion of factors that
could affect the company's future results is contained in its periodic filings
with the Securities and Exchange Commission. The company assumes no obligation
to update any forward-looking statements.
###
RELEASE NO.: 0421/9418
Unisys and other Unisys products and services mentioned herein, as well as
their respective logos, are trademarks or registered trademarks of Unisys
Corporation. Any other brand or product referenced herein is acknowledged to
be a trademark or registered trademark of its respective holder.
UIS-Q
UNISYS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Millions, except per share data)
Three Months
Ended March 31
-------------------
2016 2015
-------- --------
Revenue
Services $595.1 $639.0
Technology 71.7 82.2
-------- --------
666.8 721.2
Costs and expenses
Cost of revenue:
Services 533.7 564.3
Technology 34.6 39.9
-------- --------
568.3 604.2
Selling, general and
administrative 110.1 128.8
Research and development 16.0 18.2
-------- --------
694.4 751.2
-------- --------
Operating loss (27.6) (30.0)
Interest expense 4.4 2.6
Other income (expense), net (1.2) 4.9
-------- --------
Loss before income taxes (33.2) (27.7)
Provision for income taxes 5.5 13.3
-------- --------
Consolidated net loss (38.7) (41.0)
Net income attributable
to noncontrolling interests 1.2 2.2
-------- --------
Net loss attributable
to Unisys Corporation
common shareholders ($39.9) ($43.2)
======== ========
Loss per common share attributable
to Unisys Corporation
Basic ($ .80) ($ .87)
======== ========
Diluted ($ .80) ($ .87)
======== ========
Shares used in the per share
computations (thousands):
Basic 50,004 49,821
Diluted 50,004 49,821
UNISYS CORPORATION
SEGMENT RESULTS
(Unaudited)
(Millions)
Elimi-
Total nations Services Technology
-------- -------- -------- ----------
Three Months Ended
March 31, 2016
------------------
Customer revenue $666.8 $595.1 $71.7
Intersegment ($5.6) - 5.6
-------- -------- -------- --------
Total revenue $666.8 ($5.6) $595.1 $77.3
======== ======== ======== ========
Gross profit percent 14.8% 14.2% 48.6%
======== ======== ========
Operating profit
(loss) percent (4.1%) 0.7% 18.1%
======== ======== ========
Three Months Ended
March 31, 2015
------------------
Customer revenue $721.2 $639.0 $82.2
Intersegment ($6.7) - 6.7
-------- -------- -------- --------
Total revenue $721.2 ($6.7) $639.0 $88.9
======== ======== ======== ========
Gross profit percent 16.2% 14.1% 49.6%
======== ======== ========
Operating profit
(loss) percent (4.2%) (1.3%) 5.2%
======== ======== ========
UNISYS CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Millions)
March 31, December 31,
2016 2015 *
---------- ----------
Assets
Current assets
Cash and cash equivalents $513.8 $365.2
Accounts and notes receivable, net 520.8 581.6
Inventories
Parts and finished equipment 18.8 20.9
Work in process and materials 27.7 22.9
Prepaid expense and other
current assets 125.9 120.9
---------- ----------
Total 1,207.0 1,111.5
---------- ----------
Properties 891.1 876.6
Less accumulated depreciation
and amortization 739.0 722.8
---------- ----------
Properties, net 152.1 153.8
---------- ----------
Outsourcing assets, net 190.1 182.0
Marketable software, net 136.5 138.5
Prepaid postretirement assets 57.4 45.1
Deferred income taxes 133.3 127.4
Goodwill 179.4 177.4
Other long-term assets 209.3 194.3
---------- ----------
Total $2,265.1 $2,130.0
========== ==========
Liabilities and deficit
Current liabilities
Notes payable $65.7 65.8
Current maturities of long-term debt 11.1 11.0
Accounts payable 216.0 219.3
Deferred revenue 343.5 335.1
Other accrued liabilities 309.2 329.9
---------- ----------
Total 945.5 961.1
---------- ----------
Long-term debt 388.2 233.7
Long-term postretirement liabilities 2,070.4 2,111.3
Long-term deferred revenue 131.4 123.3
Other long-term liabilities 83.9 79.2
Commitments and contingencies
Total deficit (1,354.3) (1,378.6)
---------- ----------
Total $2,265.1 $2,130.0
========== ==========
* Certain amounts have been reclassified to conform
with the 2016 presentation.
UNISYS CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
(Millions)
Three Months Ended
March 31
-------------------
2016 2015
------- -------
Cash flows from operating activities
Consolidated net loss ($38.7) ($41.0)
Add (deduct) items to reconcile consolidated loss
to net cash provided by (used for) operating activities:
Foreign currency transaction loss 0.1 -
Non-cash interest expense 0.7 -
Employee stock compensation 3.2 4.4
Depreciation and amortization of properties 9.6 11.7
Depreciation and amortization of
outsourcing assets 11.1 12.7
Amortization of marketable software 16.4 16.3
Other non-cash operating activities 0.3 (0.1)
Disposals of capital assets 0.3 1.4
Pension contributions (31.6) (38.7)
Pension expense 20.3 27.9
Increase in deferred
income taxes, net (6.9) (4.4)
Decrease in receivables, net 69.4 106.8
Increase in inventories (1.9) (15.1)
Decrease in accounts payable
and other accrued liabilities (35.2) (106.4)
Increase (decrease) in other liabilities 3.4 (11.1)
Decrease (increase) in other assets 3.7 (7.7)
------- -------
Net cash provided by (used for)
operating activities 24.2 (43.3)
------- -------
Cash flows from investing activities
Proceeds from investments 1,365.0 1,153.4
Purchases of investments (1,367.8) (1,126.7)
Investment in marketable software (14.3) (16.7)
Capital additions of properties (6.6) (13.9)
Capital additions of outsourcing assets (15.1) (26.7)
Other (0.6) 1.5
------- -------
Net cash used for investing activities (39.4) (29.1)
------- -------
Cash flows from financing activities
Proceeds from issuance of long-term debt 190.0 -
Payments for capped call transactions (24.3) -
Issuance costs relating to long-term debt (6.2) -
Payments of long-term debt (0.7) (0.3)
Proceeds from exercise of stock options - 3.5
------- -------
Net cash provided by
financing activities 158.8 3.2
------- -------
Effect of exchange rate changes on cash
and cash equivalents 5.0 (23.1)
------- -------
Increase (decrease) in cash and
cash equivalents 148.6 (92.3)
Cash and cash equivalents, beginning of
period 365.2 494.3
------- -------
Cash and cash equivalents, end of period $513.8 $402.0
======= =======
(1)
UNISYS CORPORATION
RECONCILIATION OF SELECTED GAAP MEASURES TO NON-GAAP MEASURES
(Unaudited)
(Millions, except per share data)
Three Months
Ended March 31
------------------
2016 2015
-------- --------
GAAP net loss
attributable to Unisys Corporation
common shareholders ($39.9) ($43.2)
Cost reduction expense, net of tax 24.7 0.0
Pension expense, net of tax 20.6 27.4
-------- --------
Non-GAAP net income (loss)
attributable to Unisys Corporation
common shareholders 5.4 (15.8)
Add interest expense on
convertible notes 0.7 0.0
-------- --------
Non-GAAP net income (loss)
attributable to Unisys
Corporation for diluted
earnings per share $6.1 ($15.8)
======= ========
Weighted average
shares (thousands) 50,004 49,821
Plus incremental shares from assumed conversion:
Employee stock plans 134 0
Convertible notes 0 0
-------- --------
GAAP adjusted weighted
average shares 50,138 49,821
======== ========
Diluted earnings (loss) per share
GAAP basis
GAAP net loss
attributable to Unisys
Corporation for diluted
earnings per share ($39.9) ($43.2)
Divided by adjusted weighted
average shares 50,004 49,821
GAAP loss per diluted share ($ .80) ($ .87)
======== ========
Non-GAAP basis
Non-GAAP net income (loss)
attributable to Unisys
Corporation for diluted
earnings per share $5.4 ($15.8)
Divided by Non-GAAP adjusted
weighted average shares 50,138 49,821
Non-GAAP earnings (loss)
per diluted share $ .11 ($ .32)
======== ========
(2)
UNISYS CORPORATION
RECONCILIATION OF GAAP OPERATING PROFIT TO NON-GAAP
OPERATING PROFIT
(Unaudited)
(Millions)
Three Months
Ended March 31
-----------------
2016 2015
-------- --------
GAAP operating loss ($27.6) ($30.0)
Cost reduction expense 26.9 0.0
FAS87 pension expense 20.3 27.9
-------- --------
Non-GAAP operating profit (loss) $19.6 ($2.1)
======== ========
Customer Revenue $666.8 $721.2
GAAP operating loss % (4.1%) (4.2%)
Non-GAAP operating profit (loss) % 2.9% (0.3%)
(3)
UNISYS CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP
(Unaudited)
(Millions)
FREE CASH FLOW
--------------
Three Months
Ended March 31
-----------------
2016 2015
-------- --------
Cash provided by (used for)
operations $24.2 ($43.3)
Additions to marketable
software (14.3) (16.7)
Additions to properties (6.6) (13.9)
Additions to outsourcing
assets (15.1) (26.7)
-------- --------
Free Cash Flow (11.8) (100.6)
Pension funding 31.6 38.7
Cost reduction funding 18.0 -
-------- --------
Free cash flow before pension &
cost reduction funding $37.8 ($61.9)
======== ========