Descartes Reports Fiscal 2008 Third Quarter Financial Results

Record Profits: Quarterly Net Income Up 325 Percent Over Year-Ago Quarter; Year-to-Date Net Income Increased 61 Percent Over Previous Year


WATERLOO, Ontario, Nov. 29, 2007 (PRIME NEWSWIRE) -- Descartes Systems Group (Nasdaq:DSGX) (TSX:DSG), a global on-demand software-as-a-service (SaaS) logistics solutions provider, announced financial results for its fiscal 2008 third quarter (Q3FY08) ended October 31, 2007. All financial results referenced are in United States currency and, unless otherwise indicated, are determined in accordance with United States Generally Accepted Accounting Principles (GAAP).

Q3FY08 Financial Results

As described in more detail below, key financial highlights for Descartes in Q3FY08 included:


  *  Revenues of $15.5 million, up $2.1 million or 16% from the
     third quarter of last fiscal year (Q3FY07) and up $1.2 million
     or 8% from $14.3 million in the previous quarter (Q2FY08).
     Services revenues in the quarter were $14.5 million, up $2.1
     million or 17% from $12.4 million in Q3FY07 and up $1.0
     million or 7% from $13.5 million in Q2FY08. Revenues in the
     quarter benefited from Descartes' August 2007 acquisition of
     Global Freight Exchange Limited ("GF-X");
  *  Net income of $1.7 million, up $1.3 million or 325% from $0.4
     million in Q3FY07 and unchanged from $1.7 million in Q2FY08;
  *  Earnings per share of $0.03, up from $0.01 in Q3FY07 and
     unchanged from Q2FY08;
  *  Record EBITDA of $3.7 million, up 23% from $3.0 million in
     Q3FY07 and up 9% from $3.4 million in Q2FY08. EBITDA as a
     percentage of revenues was 24% this quarter, compared to 22%
     in Q3FY07 and 24% in Q2FY08. Q3FY08 is the eighth consecutive
     quarter where EBITDA grew by more than 20% over the same
     quarter in the previous year. Q3FY08 is also the seventh
     consecutive quarter that EBITDA, as a percentage of revenues,
     has exceeded 20%.

EBITDA is a non-GAAP financial measure provided as a complement to financial results presented in accordance with GAAP that we calculate as net income before interest, taxes, depreciation and amortization (for which we include amortization of intangible assets, contingent acquisition consideration, deferred compensation and stock-based compensation, and the impairment of goodwill). These items are considered by management to be outside Descartes' ongoing operational results. A reconciliation of EBITDA to net income determined in accordance with GAAP is provided later in this release.

The following table summarizes Descartes' results in the categories specified below over the past 5 fiscal quarters (unaudited, dollar amounts in millions, except per share amounts):


  ----------------------------------------------------------------
                   Q3        Q2        Q1        Q4        Q3
                  FY08      FY08      FY08      FY07      FY07
                  ------------------------------------------------
  Revenues        15.5      14.3      13.3      13.6      13.4
  Services
   revenues       14.5      13.5      12.2      11.6      12.4
  Net income       1.7*      1.7*      1.1*      1.2*      0.4*
  Earnings per
   share          0.03      0.03      0.02      0.03      0.01
  EBITDA           3.7       3.4       3.0       3.3       3.0
  EBITDA % of
   revenues         24%       24%       23%       24%       22%
  -----------------------------------------------------------------
  *  Total expenses include contingent acquisition consideration
     from Descartes' FY07 acquisitions of Flagship Customs Services
     and ViaSafe (Q3FY08 $0.5 million; Q2FY08 $0.5 million; Q1FY08
     $0.5 million; Q4FY07 $0.5 million; and Q3FY07 $1.2 million).
     Q3FY08 expenses also included a $0.2 million one-time expense
     related to the termination of a third-party hosting agreement.

Total revenues of $15.5 million in Q3FY08 were comprised of $14.5 million in services revenues and $1.0 million in license revenues. As a percentage of total revenues, services revenues were 94%, compared to 93% in Q3FY07 and 94% in Q2FY08, with the balance of the revenues in each period being license revenues.

Geographically, $8.8 million of revenues (57%) were generated in the Americas, excluding Canada, $4.0 million (26%) in Europe, Middle East and Africa ("EMEA"), $2.3 million (15%) in Canada, and $0.4 million (2%) in the Asia Pacific region.

Revenues recognized in Canadian dollars in Q3FY08 were approximately CAD$2.2 million, and expenses incurred in Canadian dollars in that same period were approximately CAD$4.9 million. Q3FY08 expenses included a $0.2 million one-time expense related to the termination of a third-party hosting agreement.

Cash provided by operating activities was $5.0 million for Q3FY08, compared to $4.1 million in Q3FY07 and $3.4 million in Q2FY08. As at October 31, 2007, Descartes had $48.3 million in cash and cash equivalents. Days-sales-outstanding was 53 days in Q3FY08, compared to 54 days for Q2FY08 and 45 days for Q3FY07.

"Our consistent attention to our operating model, and focused acquisition integration, has had a positive impact on our bottom line," said Stephanie Ratza, Descartes' CFO. "Our core business is performing well, we continue to have a solid balance sheet with a healthy cash position, and we are generating cash from operations. This creates an excellent platform to continue to provide value for our customers and shareholders."

"Our customers are achieving results at an accelerating rate using the Descartes Global Logistics Network. Our metrics-driven, focused-on-results implementation methodology and software-as-a-service business model are delivering higher impact, lower risk and faster results for our customers. This, in turn, is contributing to positive financial results for Descartes," said Arthur Mesher, CEO at Descartes. "Our logistics solutions enable our customers to use government systems more effectively, and comply with the industry standards and regulations that make our borders more safe and secure. We also help our customers automate delivery processes to drive economic efficiencies; and reduce the number of miles traveled by vehicles, thereby reducing their carbon footprint and leading to more environmentally responsible logistics processes."

Fiscal 2008 Year-to-Date Financial Results

As described in more detail below, key financial highlights for Descartes in the first nine months of fiscal 2008 included the following:


  *  Revenues of $43.0 million, increased $4.6 million or 12%
     from $38.4 million in the first nine months of fiscal 2007;
  *  Services revenues of $40.1 million, increased by $4.9 million
     or 14% from $35.2 million in the first nine months of
     fiscal 2007;
  *  Net income of $4.5 million, improved $1.7 million or 61%
     from $2.8 million in the first nine months of fiscal 2007;
  *  Earnings per share of $0.09, improved by $0.03 or 50% from
     $0.06 per share in the first nine months of fiscal 2007; and
  *  EBITDA of $10.0 million, increased by $1.8 million or 22% from
     EBITDA of $8.2 million in the first nine months of fiscal
     2007. EBITDA as a percentage of revenues was 23% in the
     first nine months of fiscal 2008 compared to 21% for the
     first nine months of fiscal 2007. EBITDA is a non-GAAP
     financial measure provided as a complement to the GAAP
     financial measures in this release. A reconciliation of
     EBITDA to net income determined in accordance with GAAP
     is provided later in this release.

Revenues recognized in Canadian dollars in the first nine months of fiscal 2008 were approximately CAD$6.6 million, and expenses incurred in Canadian dollars in that same period were approximately CAD$14.4 million.

The following table summarizes Descartes' results in the categories specified below over the past two fiscal years (unaudited, dollar amounts in millions, except per share amounts):


 ------------------------------------------------------------
                    First Nine Months      First Nine Months
                     of Fiscal 2008         of Fiscal 2007
 ------------------------------------------------------------
 Revenues                   43.0                38.4
 ------------------------------------------------------------
 Services revenues          40.1                35.2
 ------------------------------------------------------------
 Net income                  4.5*                2.8
 ------------------------------------------------------------
 Earnings per share         0.09                0.06
 ------------------------------------------------------------
 EBITDA                     10.0                 8.2
 ------------------------------------------------------------
 EBITDA % of revenues         23%                 21%
 ------------------------------------------------------------
  *  Expenses for the first nine months of fiscal 2008 also
     included a $0.2 million one-time expense related to the
     termination of a third-party hosting agreement.

GF-X Acquisition

On August 17, 2007, Descartes announced that it had acquired U.K.-based Global Freight Exchange Limited (GF-X), a global leader for electronic freight booking in the air cargo industry. GF-X added electronic air freight booking capability to Descartes' Global Logistics Network (GLN), creating a global network capable of managing the entire air cargo shipment lifecycle. GF-X's offering includes a comprehensive, on-line cargo reservation system where air carriers and freight forwarders can complete electronic air cargo bookings. Many of the world's leading carriers and forwarders use GF-X's products in major airfreight markets worldwide, including American Airlines, Air France, British Airways, Delta Air Lines, DHL, Kuhne + Nagel, Lufthansa, and Panalpina. In support of the acquisition, several key air cargo carriers and freight forwarders extended their customer commitments to use GF-X's products and services.

In negotiating the initial purchase price for the acquisition and planning the ongoing integration activities, Descartes assumed that GF-X would be neutral to Descartes' EBITDA in fiscal 2008 and contribute at least $4.0 million in revenues and $0.8 million in EBITDA to Descartes' financial results for the 2009 fiscal year.

Conference Call

Members of Descartes' executive management team will host a conference call to discuss the company's financial results and business outlook at 8:00 a.m. EST on November 29. Designated numbers are (800) 950-1454 for North America or (212) 231- 2900 for International. The company simultaneously will conduct an audio webcast on the Descartes Web site at www.descartes.com/company/investors. Phone conference dial-in or webcast log-in is required approximately 10 minutes beforehand.

Replays of the conference call will be available in two formats and accessible for 24 hours after the call's completion by dialing (800) 558-5253 or (416) 626-4100 and using passcode number 21354365. An archived replay of the webcast will be available at www.descartes.com/company/investors.

About Descartes

Descartes (Nasdaq:DSGX) (TSX:DSG), a leading provider of software-as-a-service (SaaS) logistics solutions, is delivering results across the globe today for organizations that operate logistics-intensive businesses. Descartes' logistics management solutions combine a multi-modal network, the Descartes Global Logistics Network, with component-based 'nano' sized applications to provide messaging services between logistics trading partners, shipment management services to help manage third party carriers and private fleet management services for organizations of all sizes. These solutions and services help Descartes' customers reduce administrative costs, billing cycles, fleet size, contract carrier costs, and mileage driven and improve pick up and delivery reliability. Our hosted, transactional and packaged solutions deliver repeatable, measurable results and fast time-to-value. Descartes customers include an estimated 1,600 ground carriers and more than 90 airlines, 30 ocean carriers, 900 freight forwarders and third-party providers of logistics services, and hundreds of manufacturers, retailers, distributors, private fleet owners and regulatory agencies. The company has over 300 employees and is based in Waterloo, Ontario, with operations in Atlanta, Pittsburgh, Ottawa, Washington DC, Derby, London, Stockholm, Shanghai, Singapore and Melbourne. For more information, visit www.descartes.com.

The Descartes Systems Group logo is available at http://www.primenewswire.com/newsroom/prs/?pkgid=4065

Safe Harbor Statement

This release contains forward-looking information within the meaning of applicable securities laws ("forward-looking statements") that relate to the positioning of Descartes to provide value to customers and shareholders; revenues, expenses, goals and contribution of the GF-X acquisition; and other matters. Such forward-looking statements involve known and unknown risks, uncertainties and other factors and assumptions that may cause the actual results, performance or achievements of Descartes, or developments in Descartes' business or industry, to differ materially from the anticipated results, performance or achievements or developments expressed or implied by such forward-looking statements. Such factors include, but are not limited to, Descartes' ability to continue to align operating expenses to visible and recurring revenues; the impact of foreign currency exchange rates; Descartes' ability to successfully execute on acquisitions and to integrate acquired businesses and assets, including the GF-X acquisition, and to predict expenses associated with and revenues from the acquisition; the ability to attract and retain key personnel and the ability to manage the departure of key personnel; departures of key customers; disruptions in the movement of freight; and other factors and assumptions discussed in the section entitled, "Certain Factors That May Affect Future Results" in documents filed with the Securities and Exchange Commission, the Ontario Securities Commission and other securities commissions across Canada, including Descartes' Annual Report on Form 40-F for the fiscal year ended January 31, 2007. If any such risks actually occur, they could materially adversely affect our business, financial condition or results of operations. In that case, the trading price of our common shares could decline, perhaps materially. Readers are cautioned not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. We do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in our expectations or any change in events, conditions or circumstances on which any such statement is based.

Reconciliation of Non-GAAP Financial Measure - EBITDA

We prepare and release quarterly unaudited and annual audited financial statements prepared in accordance with GAAP. We also disclose and discuss certain non-GAAP financial information, used to evaluate our performance, in this and other earnings releases and investor conference calls as a complement to results provided in accordance with GAAP. We believe that current shareholders and potential investors in our company use non-GAAP financial measures, such as EBITDA, in making investment decisions about our company and measuring our operational results. The term "EBITDA" refers to a financial measure that we define as earnings before interest, taxes, depreciation and amortization (for which we include amortization of intangible assets, contingent acquisition consideration, deferred compensation and stock-based compensation, and impairment of goodwill). Since EBITDA is not a measure determined under GAAP it may not be comparable to similarly titled measures reported by other companies. EBITDA should not be construed as a substitute for net income determined in accordance with GAAP. We have presented EBITDA to show Descartes' baseline performance before certain non-cash and acquisition-related expenses and other items that are considered by management to be outside Descartes' ongoing operational results. We believe that financial analysts, current investors and potential investors use EBITDA to understand Descartes' financial results and that EBITDA will help investors' overall understanding of our results by providing a higher level of transparency for certain expenses and by providing a level of disclosure that will help investors understand how we plan and measure our business. The table below reconciles EBITDA to net income reported in our unaudited Consolidated Statements of Operations for Q3FY08, Q2FY08, Q1FY08, Q4FY07, and Q3FY07, which we believe is the most directly comparable GAAP measure.


 (US dollars
  in millions)              Q3FY08   Q2FY08  Q1FY08  Q4FY07  Q3FY07

 Net income, as reported
  on Consolidated
  Statements of Operations     1.7     1.7    1.1     1.2     0.4
 Adjustments to reconcile
  to EBITDA:
  Investment income           (0.5)   (0.5)  (0.1)   (0.1)   (0.1)
  Income tax expense
   (recovery)                  0.1     0.1     --     0.1    (0.1)
  Depreciation expense         0.7     0.6    0.5     0.6     0.6
  Impairment of goodwill,
   amortization of
   intangible assets and
   contingent acquisition
   consideration               1.5     1.3    1.3     1.3     2.0
  Amortization of
   deferred compensation
   and stock-based
   compensation expense        0.2     0.2    0.2     0.2     0.2
                              ------------------------------------
  EBITDA                       3.7     3.4    3.0     3.3     3.0
                              ====================================

The table below reconciles EBITDA to net income reported in our unaudited Consolidated Statements of Operations for the first nine months of fiscal 2008 and the first nine months of fiscal 2007, which we believe is the most directly comparable GAAP measure.


 (US dollars in millions)         First Nine       First Nine
                                   Months of        Months of
                                  Fiscal 2008      Fiscal 2007

 Net income, as reported
  on Consolidated Statements 
  of Operations                       4.5             2.8
 Adjustments to reconcile to
  EBITDA:
   Investment income                 (1.1)           (0.5)
   Income tax expense                 0.2             0.1
   Depreciation expense               1.8             1.6
   Impairment of goodwill,
    amortization of intangible 
    assets and contingent
    acquisition consideration         4.0             3.6
   Amortization of deferred
    compensation and
    stock-based compensation
    expense                           0.6             0.6
                                 ------------     -----------       
 EBITDA                              10.0             8.2
                                 ============     ===========


 The Descartes Systems Group Inc.
 Interim Consolidated Balance Sheets
 (US dollars in thousands; US GAAP; unaudited)
 ---------------------------------------------------------------------

                                        ------------       -----------
                                         October 31,        January 31,
                                            2007               2007
                                        ------------       -----------
 ASSETS
 CURRENT ASSETS
   Cash and cash equivalents                48,258            19,370
   Marketable securities                        --             2,551
   Accounts receivable                                  
      Trade                                  9,127             6,905
      Other                                  1,223               611
   Prepaid expenses and other                1,048               919
   Deferred contingent                                  
    acquisition consideration                1,333             2,000
                                          --------          --------
                                            60,989            32,356
 CAPITAL ASSETS                              7,166             6,766
 GOODWILL                                   22,277            20,426
 INTANGIBLE ASSETS                          16,922            10,953
 DEFERRED CONTINGENT                                    
  ACQUISITION CONSIDERATION                     --               833
 DEFERRED INCOME TAXES                       1,268                --
                                          --------          --------
                                           108,622            71,334
                                          ========          ========
                                                  
 LIABILITIES AND SHAREHOLDERS' EQUITY                                              
 CURRENT LIABILITIES                                      
   Accounts payable                          3,681             3,391
   Accrued liabilities                       5,510             2,820
   Deferred revenue                          2,976             2,374
                                          --------          --------
                                            12,167             8,585
 INCOME TAX LIABILITY                        1,268                --
                                          --------          --------
                                            13,435             8,585
                                                        
 SHAREHOLDERS' EQUITY                                     
   Common shares - unlimited shares                   
    authorized; Shares issued and                     
    outstanding totalled                              
    52,899,227 at October 31, 2007                                
    (January 31, 2007 -                               
    46,361,500)                             44,132            19,319
   Additional paid-in capital              449,435           448,850
   Accumulated other comprehensive 
    income (loss)                            2,410              (123)
   Accumulated deficit                    (400,790)         (405,297)
                                          --------          --------
                                            95,187            62,749
                                          --------          --------
                                           108,622            71,334
                                          ========          ========


 THE DESCARTES SYSTEMS GROUP INC.
 INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
 (US DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS AND SHARE DATA; 
  US GAAP; UNAUDITED)
 ---------------------------------------------------------------------

                        ----------------------   ---------------------
                          Three Months Ended       Nine Months Ended
                        ----------------------   ---------------------
                              October 31,              October 31,
                          2007          2006       2007         2006
                        --------      --------   --------     --------
 REVENUES                 15,463        13,445     43,014       38,430
 COST OF REVENUES          5,468         4,366     14,895       12,887
                        --------      --------   --------     --------
 GROSS MARGIN              9,995         9,079     28,119       25,543
                        --------      --------   --------     --------
 EXPENSES                                                    
  Sales and                                                  
   marketing               2,412         2,450      7,326        7,635
  Research and                                               
   development             2,823         2,485      7,798        6,569
  General and                                                
   administrative          1,936         1,935      5,347        5,378
  Amortization of                                            
   intangible assets         987           801      2,486        1,991
  Contingent                                                 
   acquisition                                               
   consideration             500         1,156      1,500        1,505
  Impairment of                                              
   goodwill                   --            --         --          100
                        --------      --------   --------     --------
                           8,658         8,827     24,457       23,178
                        --------      --------   --------     --------
 INCOME FROM                                                 
   OPERATIONS              1,337           252      3,662        2,365
 INVESTMENT INCOME           481            82      1,071          495
                        --------      --------   --------     --------
 INCOME BEFORE INCOME                                        
  TAXES                    1,818           334      4,733        2,860
 INCOME TAX EXPENSE                                          
  (RECOVERY)                 121          (115)       226           87
                        --------      --------   --------     --------
 NET INCOME                1,697           449      4,507        2,773
                        ========      ========   ========     ========
 EARNINGS PER SHARE                                          
  Basic and diluted        0.03           0.01       0.09         0.06
                        ========      ========   ========     ========
 WEIGHTED AVERAGE                                            
  SHARES OUTSTANDING                                         
  (thousands)                                                
  Basic                   52,801        46,304     50,652       44,848
  Diluted                 53,715        47,548     51,821       46,088
                        ========      ========   ========     ========


 THE DESCARTES SYSTEMS GROUP INC.
 INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
 (US DOLLARS IN THOUSANDS; US GAAP; UNAUDITED)
----------------------------------------------------------------------

                             ------------------     ------------------
                             Three Months Ended      Nine Months Ended
                             ------------------     ------------------
                                 October 31,             October 31, 
                               2007       2006        2007       2006
                             -------    -------     -------    -------
 OPERATING ACTIVITIES
 Net income                   1,697        449       4,507       2,773
 Adjustments to reconcile                                     
  net income to cash                                          
  provided by operating 
  activities:                                       
   Depreciation                 638        568       1,748       1,582
   Amortization of                                            
    intangible assets           987        801       2,486       1,991
   Contingent acquisition                                     
    consideration                --        656          --         838
   Impairment of 
    goodwill                     --         --          --         100
   Amortization of 
    deferred                                     
    compensation                  2         (1)          8          66
   Stock-based 
    compensation                                    
    expense                     192        181         576         532
   Changes in operating                                       
    assets and 
    liabilities:                                    
     Accounts receivable                                        
       Trade                    665      1,253        (756)         27
       Other                   (500)       280        (437)        575
     Prepaid expenses and                                       
      other                   1,305        294         515        (157)
     Deferred contingent                                        
      acquisition                                               
      consideration             500        500       1,500      (3,333)
     Accounts payable           509       (552)       (134)        145
     Accrued liabilities       (237)       (15)         46        (121)
     Deferred revenue          (732)      (302)       (341)       (735)
                            -------    -------     -------     -------
 Cash provided by 
  operating activities        5,026      4,112       9,718       4,283
                            -------    -------     -------     -------
 INVESTING ACTIVITIES                                         
  Maturities of 
   marketable securities         --        (32)      2,820       5,302
  Sale of marketable                                          
   securities                    --         --          --       5,092
  Purchase of marketable                                      
   securities                    --         --          --      (7,641)
  Additions to capital                                        
   assets                      (214)      (178)       (670)     (1,134)
  Acquisition of                                              
   subsidiaries, net 
   of cash acquired and
   bank indebtedness 
   assumed                   (4,614)        --      (5,680)    (27,772)
  Acquisition-related
   costs                     (1,425)      (427)     (1,713)       (915)
                            -------    -------     -------     -------
 Cash used in investing                                       
  activities                 (6,253)      (637)     (5,243)    (27,068)
                            -------    -------     -------     -------
 FINANCING ACTIVITIES                                         
   Issuance of common                                         
    shares for cash, net                                      
    of issue costs             (262)        86      23,160      13,751
                            -------    -------     -------     -------
 Cash provided by 
  (used in) financing 
  activities                   (262)        86      23,160      13,751
                            -------    -------     -------     -------
 Effect of foreign 
  exchange rate on cash
  and cash equivalents          557         (8)      1,253        (496)
                            -------    -------     -------     -------
 Increase (decrease) in                                       
  cash and cash  
  equivalents                  (932)     3,553      28,888      (9,528)
 Cash and cash 
  equivalents at
  beginning of period        49,190     14,553      19,370      27,634
                            -------    -------     -------     -------
 Cash and cash
  equivalents at end
  of period                  48,258     18,106      48,258      18,106
                            =======    =======     =======     =======


            

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