UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
Amendment No. 1 to Form 10-Q
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended October 31, 2006
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 0-23057
LOGILITY, INC
(Exact name of registrant as specified in its charter)
| Georgia | 58-2281338 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification Number) | |
| 470 East Paces Ferry Road, N.E., Atlanta, Georgia | 30305 | |
| (Address of principal executive offices) | (Zip Code) | |
(404) 261-9777
(Registrant’s telephone number, including area code)
None
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non- accelerated filer (as defined in Exchange Act Rule 12b-2).
Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Indicate the number of shares outstanding of the issuer’s common stock, as of the latest practicable date.
| Class |
Outstanding at December 7, 2006 | |
| Common Stock, no par value | 12,896,936 Shares |
LOGILITY, INC. AND SUBSIDIARY
Form 10-Q
Quarter Ended October 31, 2006
| Page Number | ||
|
Condensed Consolidated Balance Sheets |
4 | |
| 5 | ||
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Explanatory Note
We are filing this Amendment No. 1 on Form 10-Q/A to our Quarterly Report on form 10-Q for the six months ended October 31, 2006 for the purpose of amending the following items:
| 1. | The number of Class A Common shares reported on the cover page of our form 10-Q as outstanding on December 7, 2006 was inadvertently misstated. We have determined that the correct amount outstanding on that date to be 12,896,936 and not 14,193,040 as previously reported. This correction did not have an impact on our financial statements for any period presented. |
| 2. | Total Liabilities and Shareholders’ Equity reported on the Condensed Consolidated Balance Sheet for the period ended October 31, 2006 contains a typographical error. Total Liabilities and Shareholders Equity should reflect $57,483,000 and not $57,481,000 as previously reported. This correction did not have an impact on our financial statements for any period presented. |
Pursuant to Rule 12b-15 under the Securities and Exchange Act of 1934, as amended, this Amendment No. 1 also contains Item 1 of Part 1, as amended, and new certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002. This Amendment No. 1 contains only the sections and exhibits to the Form 10-Q that are being amended. The sections of and exhibits to the Form 10-Q as originally filed, which are not included herein, are unchanged and continue in full force and effect as originally filed. This Amendment No. 1 speaks as of the date of the original filing of the Form 10-Q and has not been updated to reflect events occurring subsequent to the original filing date.
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PART I - FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets (unaudited)
(in thousands, except share data)
| October 31, 2006 |
April 30, 2006 |
|||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 7,531 | $ | 6,128 | ||||
| Investments – current |
22,268 | 20,332 | ||||||
| Trade accounts receivable, less allowance for doubtful accounts of $71 and $64 at October 31, 2006 and April 30, 2006: |
||||||||
| Billed |
7,522 | 5,308 | ||||||
| Unbilled |
1,976 | 1,777 | ||||||
| Deferred income taxes |
2,288 | 2,922 | ||||||
| Prepaid expenses and other current assets |
1,838 | 1,673 | ||||||
| Total current assets |
43,423 | 38,140 | ||||||
| Investments – noncurrent |
— | 499 | ||||||
| Furniture, equipment, and purchased software, net |
464 | 457 | ||||||
| Capitalized computer software development costs, less accumulated amortization |
6,185 | 6,382 | ||||||
| Goodwill |
5,809 | 5,809 | ||||||
| Other intangibles, net |
1,525 | 1,688 | ||||||
| Other assets |
77 | 99 | ||||||
| $ | 57,483 | $ | 53,074 | |||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 382 | $ | 346 | ||||
| Accrued compensation and related costs |
920 | 2,792 | ||||||
| Other current liabilities |
2,739 | 1,751 | ||||||
| Deferred revenue |
12,608 | 10,534 | ||||||
| Due to American Software, Inc. |
3,776 | 2,087 | ||||||
| Total current liabilities |
20,425 | 17,510 | ||||||
| Deferred income taxes - long-term |
951 | 316 | ||||||
| Deferred income taxes - due to American Software, Inc. |
— | 1,358 | ||||||
| Total liabilities |
21,376 | 19,184 | ||||||
| Shareholders’ equity: |
||||||||
| Preferred stock: 2,000,000 shares authorized; no shares issued |
— | — | ||||||
| Common stock, no par value; 20,000,000 shares authorized; 14,192,040 and 14,164,275 shares issued at October 31, 2006 and April 30, 2006, respectively |
— | — | ||||||
| Additional paid-in capital |
41,830 | 41,539 | ||||||
| Retained earnings |
2,063 | 25 | ||||||
| Treasury stock, at cost – 1,296,104 shares at October 31, 2006 and 1,281,104 shares at April 30, 2006 |
(7,786 | ) | (7,674 | ) | ||||
| Total shareholders’ equity |
36,107 | 33,890 | ||||||
| Commitments and contingencies |
||||||||
| $ | 57,483 | $ | 53,074 | |||||
See accompanying notes to condensed consolidated financial statements - unaudited.
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Exhibits 31.1-31.2. Rule 13a-14(a)/15d-14(a) Certifications
Exhibit 32.1. Section 906 Certifications
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.
| LOGILITY, INC. | ||||
| Date: December 20, 2006 | By: | /s/ J. Michael Edenfield | ||
| J. Michael Edenfield | ||||
| President and Chief Executive Officer | ||||
| Date: December 20, 2006 | By: | /s/ Vincent C. Klinges | ||
| Vincent C. Klinges | ||||
| Chief Financial Officer | ||||
| By: | /s/ Herman L. Moncrief | |||
| Date: December 20, 2006 | Herman L. Moncrief | |||
| Controller and Principal Accounting Officer | ||||
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