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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

July 24, 2024 (July 24, 2024)
Date of Report (Date of earliest event reported)
_____________________________________________
TYLER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
_____________________________________________
Delaware 1-10485 75-2303920
(State or other jurisdiction of incorporation organization) (Commission
File Number)
 (I.R.S. Employer Identification No.)
5101 TENNYSON PARKWAY PLANO Texas 75024
 (Address of principal executive offices) (City) (State) (Zip code)

(972) 713-3700
(Registrant’s telephone number, including area code)

    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)
Title of each class Trading symbol
Name of each exchange
on which registered
COMMON STOCK, $0.01 PAR VALUE TYL New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 July 24, 2024, Tyler Technologies, Inc. issued the earnings news release announcing results from operations and financial condition as of June 30, 2024, attached hereto as Exhibit 99.1, which news release is incorporated by reference herein.
Exhibit number
 Exhibit description
News Release issued by Tyler Technologies, Inc. dated July 24, 2024
104
Cover Page Interactive Data File (embedded in the Inline XBRL document)

    

    


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 hereunto duly authorized.


TYLER TECHNOLOGIES, INC.
/s/ Brian K. Miller 
July 24, 2024 By: Brian K. Miller
Executive Vice President and Chief Financial
Officer (principal financial officer)










    










    
EX-99.1 2 a991earningsrelease-6302024.htm EX-99.1 Document

finalpressreleaseimage1a05.jpg

Tyler Technologies Reports Earnings for Second Quarter 2024
Strong results fueled by 23% growth in SaaS revenues
PLANO, Texas – July 24, 2024 – Tyler Technologies, Inc. (NYSE: TYL), a large-cap growth technology company, today announced financial results for the second quarter ended June 30, 2024.
Second Quarter 2024 Financial Highlights (all comparisons are to the second quarter of 2023):
Revenues
Total revenues were $541.0 million, up 7.3%. On an organic basis, revenues grew 6.5%.
Recurring Revenues
Recurring revenues from maintenance and subscriptions were $449.0 million, up 8.4%, and comprised 83.0% of total revenues, up from 82.2%. On an organic basis, recurring revenues grew 7.8%.
•Subscription revenues were $333.7 million, up 12.1%. On an organic basis, subscription revenues grew 11.8%. Within subscriptions:
◦SaaS revenues grew 23.2% to $156.0 million. On an organic basis, SaaS revenues grew 22.5%.
◦Transaction-based revenues grew 3.8% on an organic basis to $177.7 million.
◦SaaS arrangements comprised approximately 97% of the total new software contract value, up from approximately 82%.
•Annualized recurring revenue (ARR) was $1.80 billion, up 8.4%.
Earnings/EBITDA
•GAAP operating income was $78.0 million, up 26.1%. Non-GAAP operating income was $132.6 million, up 14.4%.
•GAAP net income was $67.7 million, or $1.57 per diluted share, up 37.9%. Non-GAAP net income was $103.9 million, or $2.40 per diluted share, up 20.9%.
•Adjusted EBITDA was $144.0 million, up 14.7%.
Cash Flow
•Cash flow from operations was $64.3 million, compared to negative $19.2 million.
•Free cash flow was $48.6 million, compared to negative $33.2 million.
•During the second quarter, cash tax payments included approximately $29 million related to IRC Section 174 capitalization rules.



Tyler Technologies Reports Earnings
for Second Quarter 2024
July 24, 2024
Page 2
"We built on the momentum from our strong first quarter performance to again deliver exceptional results for the second quarter," said Lynn Moore, Tyler's president and chief executive officer. "SaaS revenues grew 23.2%, and SaaS arrangements comprised 97% of our new software contract value, as clients across all segments of the public sector increasingly embrace the cloud. Transaction revenues outperformed our plan, primarily due to higher transaction volumes, including e-filing and new payment services. In addition, operating margins exceeded our expectations and benefited from improved professional services margins, as well as continued progress around key initiatives associated with our cloud transition.
"Our new business pipeline remains at elevated levels, reflecting a robust market environment, growing cross-sell opportunities, and continued solid execution by our sales organization. We're pleased with our progress under each of the pillars supporting our near and long-term growth objectives. Our outlook for the remainder of 2024 is positive, and we have revised our full-year guidance accordingly," concluded Moore.
Guidance for 2024
As of July 24, 2024, Tyler Technologies is providing the following guidance for the full year 2024:
•Total revenues are expected to be in the range of $2.120 billion to $2.150 billion.
•GAAP diluted earnings per share are expected to be in the range of $5.76 to $5.96.
•Non-GAAP diluted earnings per share are expected to be in the range of $9.25 to $9.45.
•Free cash flow margin is expected to be in the range of 18% to 20%.
•Research and development expense is expected to be in the range of $122 million to $125 million.
•Capital expenditures are expected to be in the range of $50 million to $52 million, including approximately $33 million of capitalized software development costs.



Tyler Technologies Reports Earnings
for Second Quarter 2024
July 24, 2024
Page 3
GAAP to non-GAAP guidance reconciliation
2024
GAAP diluted earnings per share (1)
$5.76 - $5.96
Plus:
Share-based compensation expense 2.85
Amortization of acquired software and other intangibles 2.23
Acquisition-related costs
Lease restructuring costs and other
Less:
Income tax impact (1)
(1.59)
Non-GAAP diluted earnings per share $9.25 - $9.45
Shares used in computing diluted earnings per share (millions) 43.5
GAAP estimated annual effective tax rate used in computing GAAP diluted earnings per share (1) 15.5%
Non-GAAP estimated annual effective tax rate used in computing Non-GAAP diluted earnings per share 22%
(1) GAAP diluted earnings per share may fluctuate due to the impact on our annual effective tax rate of discrete tax items, such as stock incentive awards, future acquisitions, changes in tax legislation, and other transactions.
Conference Call
Tyler Technologies will hold a conference call on Thursday, July 25, 2024, at 10:00 a.m. ET to discuss its second quarter 2024 results. Participants can pre-register for the teleconference here. Alternatively, participants can also join the teleconference by dialing 833-470-1428 and entering access code 328788 to join the live call.
The live audio webcast and archived replay can also be accessed at the Events & Presentations section of Tyler's investor relations website.
About Tyler Technologies, Inc.
Tyler Technologies (NYSE: TYL) is a leading provider of integrated software and technology services for the public sector. Tyler's end-to-end solutions empower local, state, and federal government entities to operate efficiently and transparently with residents and each other. By connecting data and processes across disparate systems, Tyler's solutions transform how clients turn actionable insights into opportunities and solutions for their communities. Tyler has more than 44,000 successful installations across 13,000 locations, with clients in all 50 states, Canada, the Caribbean, Australia, and other international locations. Tyler has been recognized numerous times for growth and innovation, including Government Technology's GovTech 100 list. More information about Tyler Technologies, an S&P 500 company headquartered in Plano, Texas, can be found at tylertech.com.
Non-GAAP Financial Measures
Tyler Technologies has provided in this press release financial measures that have not been prepared in accordance with generally accepted accounting principles (GAAP) and are therefore considered non-GAAP financial measures.



Tyler Technologies Reports Earnings
for Second Quarter 2024
July 24, 2024
Page 4
This information includes non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, non-GAAP earnings per diluted share, EBITDA, adjusted EBITDA, free cash flow, and free cash flow margin. We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating Tyler’s ongoing operational performance because they provide additional insight in comparing results from period to period. Tyler believes the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures. Non-GAAP financial measures discussed above exclude share-based compensation expense, employer portion of payroll taxes on employee stock transactions, expenses associated with amortization of intangibles arising from business combinations, acquisition-related expenses, and lease restructuring costs and other. Annualized recurring revenues (ARR) is calculated by annualizing the current quarter's recurring revenues from maintenance and subscriptions.
Tyler currently uses a non-GAAP tax rate of 22.0%. This rate is based on Tyler's estimated annual GAAP income tax rate forecast, adjusted to account for items excluded from GAAP income in calculating Tyler's non-GAAP income, as well as significant non-recurring tax adjustments. The non-GAAP tax rate used in future periods will be reviewed periodically to determine whether it remains appropriate in consideration of factors including Tyler's periodic annual effective tax rate calculated in accordance with GAAP, changes resulting from tax legislation, changes in the geographic mix of revenues and expenses, and other factors deemed significant. Due to differences in tax treatment of items excluded from non-GAAP earnings, as well as the methodology applied to Tyler's estimated annual tax rate as described above, the estimated tax rate on non-GAAP income may differ from the GAAP tax rate and from Tyler's actual tax liabilities.
Non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial information prepared in accordance with GAAP. The non-GAAP measures used by Tyler Technologies may be different from non-GAAP measures used by other companies. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures, which has been provided in the financial statement tables included below in this press release.
Forward-looking Statements
This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical in nature and typically address future or anticipated events, trends, expectations or beliefs with respect to our financial condition, results of operations or business. Forward-looking statements often contain words such as “believes,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates,” “plans,” “intends,” “continues,” “may,” “will,” “should,” “projects,” “might,” “could” or other similar words or phrases. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. We believe there is a reasonable basis for our forward-looking statements, but they are inherently subject to risks and uncertainties and actual results could differ materially from the expectations and beliefs reflected in the forward-looking statements. We presently consider the following to be among the important factors that could cause actual results to differ materially from our expectations and beliefs: (1) changes in the budgets or regulatory environments of our clients, primarily local and state governments, that could negatively impact information technology spending; (2) disruption to our business and harm to our competitive position resulting from cyber-attacks, security vulnerabilities and software updates; (3) our ability to protect client information from security breaches and provide uninterrupted operations of data centers; (4)



Tyler Technologies Reports Earnings
for Second Quarter 2024
July 24, 2024
Page 5
our ability to achieve growth or operational synergies through the integration of acquired businesses, while avoiding unanticipated costs and disruptions to existing operations; (5) material portions of our business require the Internet infrastructure to be adequately maintained; (6) our ability to achieve our financial forecasts due to various factors, including project delays by our clients, reductions in transaction size, fewer transactions, delays in delivery of new products or releases or a decline in our renewal rates for service agreements; (7) general economic, political and market conditions, including continued inflation and rising interest rates; (8) technological and market risks associated with the development of new products or services or of new versions of existing or acquired products or services; (9) competition in the industry in which we conduct business and the impact of competition on pricing, client retention and pressure for new products or services; (10) the ability to attract and retain qualified personnel and dealing with rising labor costs, and the loss or retirement of key members of management or other key personnel; and (11) costs of compliance and any failure to comply with government and stock exchange regulations. These factors and other risks that affect our business are described in our filings with the Securities and Exchange Commission, including the detailed “Risk Factors” contained in our most recent annual report on Form 10-K and quarterly report on Form 10-Q. We expressly disclaim any obligation to publicly update or revise our forward-looking statements.
(Comparative results follow)
Contact: Hala Elsherbini
Senior Director, Investor Relations
Tyler Technologies, Inc.
972-713-3770
hala.elsherbini@tylertech.com

Source: Tyler Technologies
#TYL_Financial
24-35



TYLER TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share data)
(Unaudited)


Three months ended June 30, Six months ended June 30,
2024 2023 2024 2023
Revenues:
Subscriptions $ 333,682  $ 297,789  $ 646,925  $ 578,254 
Maintenance 115,309  116,539  232,527  231,670 
Professional services 71,928  66,420  136,734  127,349 
Software licenses and royalties 5,329  9,779  14,063  19,909 
Hardware and other 14,728  13,752  23,086  18,951 
Total revenues 540,976  504,279  1,053,335  976,133 
Cost of revenues:
Subscriptions, maintenance, and professional services 277,145  255,789  546,015  508,204 
Software licenses and royalties 1,560  2,432  3,125  4,745 
Amortization of software development 4,484  2,896  8,847  5,485 
Amortization of acquired software 9,240  8,924  18,479  17,844 
Hardware and other 10,731  11,061  15,387  16,841 
Total cost of revenues 303,160  281,102  591,853  553,119 
  Gross profit 237,816  223,177  461,482  423,014 
Sales and marketing expense 41,565  37,103  77,992  74,206 
General and administrative expense 75,420  77,681  148,130  150,041 
Research and development expense 28,951  28,153  58,384  55,139 
Amortization of other intangibles 13,845  18,366  31,963  36,774 
  Operating income 78,035  61,874  145,013  106,854 
Interest expense (1,253) (6,387) (3,437) (14,071)
Other income, net 1,883  643  3,728  1,889 
Income before income taxes 78,665  56,130  145,304  94,672 
Income tax provision 10,927  7,000  23,396  14,667 
Net income $ 67,738  $ 49,130  $ 121,908  $ 80,005 
Earnings per common share:
   Basic $ 1.59  $ 1.17  $ 2.87  $ 1.91 
   Diluted $ 1.57  $ 1.15  $ 2.82  $ 1.87 
Weighted average common shares outstanding:
   Basic 42,527  41,980  42,528  41,987 
   Diluted 43,275  42,751  43,286  42,710 




TYLER TECHNOLOGIES, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Amounts in thousands, except per share data)
(Unaudited)
 


Three months ended June 30, Six months ended June 30,
Reconciliation of non-GAAP gross profit and margin 2024 2023 2024 2023
GAAP gross profit $ 237,816 $ 223,177 $ 461,482 $ 423,014
Non-GAAP adjustments:
  Add: Share-based compensation expense included in cost of
           revenues
7,620 6,437 15,010 12,779
  Add: Amortization of acquired software 9,240 8,924 18,479 17,844
Non-GAAP gross profit $ 254,676 $ 238,538 $ 494,971 $ 453,637
GAAP gross margin 44.0  % 44.3  % 43.8  % 43.3  %
Non-GAAP gross margin 47.1  % 47.3  % 47.0  % 46.5  %

Three months ended June 30, Six months ended June 30,
Reconciliation of non-GAAP operating income and margin 2024 2023 2024 2023
GAAP operating income $ 78,035 $ 61,874 $ 145,013 $ 106,854
Non-GAAP adjustments:
  Add: Share-based compensation expense 30,407 26,028 57,273 53,924
  Add: Employer portion of payroll tax related to employee stock
           transactions
873 669 1,678 1,148
  Add: Acquisition-related costs 2 50 29 72
  Add: Lease restructuring costs and other
167 (159) 1,545
  Add: Amortization of acquired software 9,240 8,924 18,479 17,844
  Add: Amortization of other intangibles
13,845 18,366 31,963 36,774
Non-GAAP adjustments subtotal 54,534 54,037 109,263 111,307
Non-GAAP operating income $ 132,569 $ 115,911 $ 254,276 $ 218,161
GAAP operating margin 14.4  % 12.3  % 13.8  % 10.9  %
Non-GAAP operating margin 24.5  % 23.0  % 24.1  % 22.3  %

Three months ended June 30, Six months ended June 30,
Reconciliation of non-GAAP net income and earnings per share 2024 2023 2024 2023
GAAP net income $ 67,738 $ 49,130 $ 121,908 $ 80,005
Non-GAAP adjustments:
  Add: Total non-GAAP adjustments to operating income 54,534 54,037 109,263 111,307
  Less: Income tax impact (18,377) (17,237) (32,609) (30,648)
Non-GAAP net income $ 103,895 $ 85,930 $ 198,562 $ 160,664
GAAP earnings per diluted share $ 1.57 $ 1.15 $ 2.82 $ 1.87
Non-GAAP earnings per diluted share $ 2.40 $ 2.01 $ 4.59 $ 3.76




TYLER TECHNOLOGIES, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Amounts in thousands, except per share data)
(Unaudited)
 

Three months ended June 30, Six months ended June 30,
Detail of share-based compensation expense 2024 2023 2024 2023
Subscriptions, maintenance, and professional services $ 7,620 $ 6,437 $ 15,010 $ 12,779
Sales and marketing expense 3,141 2,367 6,124 4,760
General and administrative expense 19,646 17,224 36,139 36,385
Total share-based compensation expense $ 30,407 $ 26,028 $ 57,273 $ 53,924

Three months ended June 30, Six months ended June 30,
Reconciliation of EBITDA and adjusted EBITDA 2024 2023 2024 2023
GAAP net income $ 67,738 $ 49,130 $ 121,908 $ 80,005
Amortization of other intangibles 13,845 18,366 31,963 36,774
Depreciation and amortization included in cost of revenues, sales and marketing expense, general and administrative expense, and research and development expense 19,620 19,359 40,721 39,124
Interest expense 1,253 5,566 3,437 11,894
Income tax provision 10,927 7,000 23,396 14,667
EBITDA $ 113,383 $ 99,421 $ 221,425 $ 182,464
Share-based compensation expense 30,407 26,028 57,273 53,924
Acquisition-related costs 2 50 29 72
Lease restructuring costs and other asset write-offs 167 (159) 1,545
Adjusted EBITDA $ 143,959 $ 125,499 $ 278,568 $ 238,005

Three months ended June 30, Six months ended June 30,
Reconciliation of free cash flow 2024 2023 2024 2023
Net cash provided by operating activities $ 64,304  $ (19,184) $ 136,143  $ 55,525 
Less: additions to property and equipment (6,568) (4,350) (13,850) (6,370)
Less: investment in software development (9,107) (9,674) (16,493) (18,753)
Free cash flow $ 48,629  $ (33,208) $ 105,800  $ 30,402 
Free cash flow margin 9.0  % (6.6) % 10.0  % 3.1  %



TYLER TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
 (Unaudited)

June 30, 2024 December 31, 2023
ASSETS
Current assets:
     Cash and cash equivalents $ 250,722  $ 165,493 
     Accounts receivable, net 700,825  619,704 
Short-term investments 7,288  10,385 
Prepaid expenses and other current assets 83,497  65,003 
           Total current assets 1,042,332  860,585 
Accounts receivable, long-term portion 7,928  8,988 
Operating lease right-of-use assets 36,647  39,039 
Property and equipment, net 167,635  169,720 
Other assets:
     Software development costs, net 74,069  67,124 
     Goodwill 2,531,899  2,532,109 
     Other intangibles, net 878,272  928,870 
     Non-current investments 3,879  7,046 
     Other non-current assets 76,818  63,182 
Total assets $ 4,819,479  $ 4,676,663 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
     Accounts payable and accrued liabilities $ 303,476  $ 304,897 
Operating lease liabilities 11,179  11,060 
     Current income tax payable 20,375  2,466 
     Deferred revenue 652,302  632,914 
     Current portion of term loans —  49,801 
           Total current liabilities 987,332  1,001,138 
Convertible senior notes due 2026, net 597,069  596,206 
Deferred revenue, long-term —  291 
Deferred income taxes 41,584  78,590 
Operating lease liabilities, long-term 35,624  39,822 
Other long-term liabilities 25,762  22,621 
Total liabilities 1,687,371  1,738,668 
Shareholders' equity $ 3,132,108  $ 2,937,995 
Total liabilities and shareholders' equity $ 4,819,479  $ 4,676,663 


TYLER TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
Three months ended June 30, Six months ended June 30,
2024 2023 2024 2023
Cash flows from operating activities:
    Net income $ 67,738  $ 49,130  $ 121,908  $ 80,005 
    Adjustments to reconcile net income to cash
    provided by operations:
      Depreciation and amortization 34,139  37,636  74,236  75,748 
     (Gains) losses from sale of investments
(1) (1)
      Share-based compensation expense 30,407  26,028  57,273  53,924 
      Operating lease right-of-use assets expense 2,343  2,765  4,865  6,569 
      Deferred income tax benefit (12,473) (21,109) (36,807) (39,665)
      Other 225  (54) 190  445 
      Changes in operating assets and liabilities,
      exclusive of effects of acquired companies
(58,074) (113,582) (85,521) (121,503)
Net cash provided (used) by operating activities 64,304  (19,184) 136,143  55,525 
Cash flows from investing activities:
Additions to property and equipment (6,568) (4,350) (13,850) (6,370)
Purchase of marketable security investments —  —  —  (10,617)
Proceeds and maturities from marketable security investments 3,080  14,132  6,351  37,107 
Investment in software development (9,107) (9,674) (16,493) (18,753)
Cost of acquisitions, net of cash acquired —  —  (1,302) (1,875)
Other —  21  16 
Net cash (used) provided by investing activities (12,592) 108  (25,273) (492)
Cash flows from financing activities:
Payment on term loans —  —  (50,000) (120,000)
Proceeds from exercise of stock options, net of withheld shares for taxes upon equity award settlement 5,852  2,281  15,885  2,123 
Contributions from employee stock purchase plan 4,921  4,714  8,474  7,751 
Net cash provided (used) by financing activities 10,773  6,995  (25,641) (110,126)
Net increase (decrease) in cash and cash equivalents
62,485  (12,081) 85,229  (55,093)
Cash and cash equivalents at beginning of period 188,237  130,845  165,493  173,857 
Cash and cash equivalents at end of period $ 250,722  $ 118,764  $ 250,722  $ 118,764