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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

 

Date of Report (Date of earliest event reported): May 15, 2023

 

INTELLINETICS, INC.

(Exact name of Registrant as specified in its charter)

 

Nevada   001-41495   87-0613716

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S Employer

Identification No.)

 

2190 Dividend Dr., Columbus, Ohio   43228
(Address of principal executive offices)   (Zip code)

 

Registrant’s telephone number, including area code: (614) 388-8908

 

Intellinetics, Inc.

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.001 par value   INLX   NYSE American

 

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

 

Indicate by check mark whether the registrant is an emerging growth company 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 May 15, 2023, the Company issued a press release announcing its financial results for the fiscal quarter ended March 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information reported under this Item 2.02 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Name of Exhibit
     
99.1   Press release issued by Intellinetics, Inc., on May 15, 2023.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  INTELLINETICS, INC.
     
  By: /s/ James F. DeSocio
    James F. DeSocio
    President and Chief Executive Officer
     
Dated: May 15, 2023    

 

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

 

Intellinetics Grows Revenues 55% in Q1 2023

 

SaaS Revenue more than doubled, Now at 30% of Total Revenue

 

COLUMBUS, OH – May 15, 2023 – Intellinetics, Inc. (NYSE American: INLX), a digital transformation solutions provider, announced financial results for the three months ended March 31, 2023.

 

2023 First Quarter Financial Highlights

 

  Total Revenue increased 55% over the same period in 2022.
  Software as a Service revenue increased 187% over the same period in 2022.
  SaaS revenue increased to 30% of revenue compared to 16% of revenue for the same period in 2022.
  Net Income was $112,563, or $0.03 per fully diluted share, compared to net loss of $20,126, or $(0.01) per fully diluted share, for the same period in 2022.
  Adjusted EBITDA increased 48% to $629,879, compared to $424,492 from the same period in 2022.

 

    Three months
ended
March 31, 2023
    Three months
ended
March 31, 2022
 
Revenues by revenue source                
Sale of software   $ 15,293     $ 64,491  
Software as a service     1,238,432       431,221  
Software maintenance services     349,542       336,602  
Professional services     2,299,289       1,587,948  
Storage and retrieval services     284,277       283,250  
Total revenues   $ 4,186,833     $ 2,703,512  

 

James F. DeSocio, President & CEO of Intellinetics, stated, “Intellinetics continues to deliver double-digit revenue increases, both from organic growth and prior acquisitions, with most of the increase tied to higher-margin, recurring SaaS revenue. This growth, combined with rigorous expense management and a strong overall recurring revenue base, enabled us to deliver a 48% increase in Adjusted EBITDA and positive net income. Today, Intellinetics has built a stable, profitable platform for continued robust growth as we capture share in large, and largely underserved, markets.”

 

“Our profitability comes even after investments in technology and marketing initiatives designed to broaden industry awareness in our solutions and improve sales execution,” continued Mr. DeSocio. “We continue to broaden our portfolio of products with IntelliCloud™ Payables Automation System (IPAS) which automates the entire invoice-to-pay-to-reconciliation AP process. Embedding our technology with ERP platforms enables us to enter new markets and scale customer acquisition. Cross-selling remains a key area of focus, and we are seeing tangible progress in expanding our wallet-share with clients. We expect to continue to grow, adding new customers and expanding relationships with existing customers, throughout 2023.”

 

Summary – 2023 First Quarter Results

 

Revenues for the three months ended March 31, 2023 were $4,186,833 as compared with $2,703,512 for the same period in 2022. The 55% increase was largely driven by our acquisition of Yellow Folder in April 2022 combined with strong organic professional services growth in our Document Conversion segment. In addition to our acquisition growth and professional services growth, our SaaS and software maintenance revenues continued to grow. Intellinetics reported net income of $112,563 for the three months ended March 31, 2023 compared to net loss of $20,126 for the same period in 2022, representing an improvement of $132,689. Basic and diluted net income per share for the three months ended March 31, 2023 was $0.03. Basic and diluted net loss per share for the three months ended March 31, 2022 was $0.01. Our adjusted EBITDA improved year over year by $205,387, which was driven by improved operations and demonstrates the value of the 2022 acquisition.

 

2023 Outlook

 

Based on management’s current plans and assumptions, the Company expects to continue to grow revenues and Adjusted EBITDA on a year-over-year basis for 2023.

 

 

 

Conference Call

 

Intellinetics is holding a conference call to discuss these results on Monday, May 15, 2023, at 4:30 p.m. Eastern Time. The conference call can be accessed by dialing (888) 437-3179 or (862) 298-0702. If you are unable to participate during the live call, a replay of the conference call will be available approximately three hours after the completion of the call through May 29, 2023. The replay of the call can be accessed via phone by dialing (877) 660-6853 or (201) 612-7415 and using replay access code 13738699.

 

About Intellinetics, Inc.

 

Intellinetics, Inc. (NYSE American: INLX) is enabling the digital transformation. Intellinetics empowers organizations to manage, store and protect their important documents and data. The Company’s flagship solution, the IntelliCloud™ content management platform, delivers advanced security, compliance, workflow and collaboration features critical for highly regulated, risk-intensive markets. IntelliCloud connects documents to users and the processes they support anytime, anywhere to accelerate innovation and empower organizations to think and work in new ways. In addition, Intellinetics offers business process outsourcing (BPO), document and micrographics scanning services, and records storage. From highly regulated industries like Healthcare/Human Service Providers, K-12, Public Safety, and State and Local Governments, to businesses looking to move away from paper-based processes, Intellinetics is the all-in-one, compliant, document management solution. Intellinetics is headquartered in Columbus, Ohio. For additional information, please visit www.intellinetics.com.

 

Cautionary Statement

 

Statements in this press release which are not purely historical, including statements regarding future business and growth, future profitability, future market share, future revenues, including 2023 revenues and Adjusted EBITDA, outlook, and future expansion with new and existing customers, cross-selling efforts and other synergies associated with our acquisition of Yellow Folder and the success of our integration efforts; market penetration; execution of Intellinetics’ business plan, strategy, direction and focus; and other intentions, beliefs, expectations, representations, projections, plans or strategies regarding future growth, financial results, and other future events are forward-looking statements. The forward-looking statements involve risks and uncertainties including, but not limited to, the risks associated with the effect of changing economic conditions including inflationary pressures, economic downturn, Intellinetics’ ability to execute on its business plan and strategy, customary risks attendant to acquisitions, trends in the products markets, variations in Intellinetics’ cash flow or adequacy of capital resources, market acceptance risks, the success of Intellinetics’ solutions providers, including human services, health care, and education, technical development risks, and other risks, uncertainties and other factors discussed from time to time in its reports filed with or furnished to the Securities and Exchange Commission, including in Intellinetics’ most recent annual report on Form 10-K as well as subsequently filed reports on Form 8-K. Intellinetics cautions investors not to place undue reliance on the forward-looking statements contained in this press release. Intellinetics disclaims any obligation and does not undertake to update or revise any forward-looking statements in this press release. Expanded and historical information is made available to the public by Intellinetics on its website at www.intellinetics.com or at www.sec.gov.

 

CONTACT:

FNK IR

Tom Baumann / Rob Fink

646.349.6641 / 646.809.4048

INLX@fnkir.com

 

Joe Spain, CFO

Intellinetics, Inc.

614.921.8170 investors@intellinetics.com

 

Non-GAAP Financial Measures

 

Intellinetics uses non-GAAP Adjusted EBITDA as supplemental measures of our performance that are not required by, or presented in accordance with, accounting principles generally accepted in the United States (GAAP). A non-GAAP financial measure is a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different from the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of a company.

 

Adjusted EBITDA: Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as an alternative to net income, operating income, or any other performance measure derived in accordance with GAAP, or as an alternative to cash flow from operating activities or a measure of our liquidity. Intellinetics urges investors to review the reconciliation of non-GAAP Adjusted EBITDA to the comparable GAAP Net Loss, which is included in this press release, and not to rely on any single financial measure to evaluate Intellinetics’ financial performance.

 

We believe that Adjusted EBITDA is a useful performance measure and is used by us to facilitate a comparison of our operating performance on a consistent basis from period-to-period and to provide for a more complete understanding of factors and trends affecting our business than measures under GAAP can provide alone. We define “Adjusted EBITDA” as earnings before interest expense, any income taxes, depreciation and amortization expense, stock-based compensation, note conversion and note or equity offer warrant or stock expense, gain or loss on debt extinguishment, change in fair value of contingent consideration, and transaction costs.

 

 

 

Reconciliation of Net Income to Adjusted EBITDA

 

    For the Three Months Ended March 31,  
    2023     2022  
Net income (loss) - GAAP   $ 112,563     $ (20,126 )
Interest expense, net     171,436       112,601  
Depreciation and amortization     227,718       117,302  
Stock-based compensation     118,162       80,460  
Change in fair value of earnout liabilities     -       64,204  
Transaction costs     -       70,051  
Adjusted EBITDA   $ 629,879     $ 424,492  

 

Recurring Revenue: Recognized revenue for any applicable period that we characterize as being recurring in nature, without regard to contract start or end dates or renewal rates. It includes the following revenue types: SaaS subscription agreements, maintenance contracts related to perpetual software licenses, storage and retrieval services, and professional services revenues in the nature of business process outsourcing. It excludes revenues of a type that are not expected to recur, primarily perpetual licenses, most document conversion services, and other professional services that are project based. Recurring revenue is not determined by reference to deferred revenue, unbilled revenue, or any other GAAP financial measure over any period, so the Company has not reconciled the Recurring Revenues to any GAAP measure. Recurring revenue should not be extrapolated into a precise prediction of future revenues, because it does not take into account our contract start and end dates and our renewal rates. Management believes that reviewing this metric, in addition to GAAP results, helps investors and financial analysts understand the value of Intellinetics’ recurring revenue streams versus prior periods.

 

Reconciliation of revenues to recurring revenues:

 

    For the three months ended
March 31,
 
    2023     2022  
             
Revenues as reported:                
Sale of software   $ 15,293     $ 64,491  
Software as a service     1,238,432       431,221  
Software maintenance services     349,542       336,602  
Professional services     2,299,289       1,587,948  
Storage and retrieval services     284,277       283,250  
Total revenues   $ 4,186,833     $ 2,703,512  
                 
Revenues – recurring only:                
Sale of software – recurring   $ -     $ -  
Software as a service – recurring     1,177,333       366,262  
Software maintenance services – recurring     349,542       336,602  
Professional services – recurring     669,685       663,905  
Storage and retrieval services – recurring     235,001       202,221  
Total recurring revenues   $ 2,431,561     $ 1,568,990  
                 
Revenues – non-recurring only:                
Sale of software – non-recurring only   $ 15,293     $ 64,491  
Software as a service – non-recurring only1     61,099       64,959  
Software maintenance services – non-recurring only     -       -  
Professional services – non-recurring only     1,629,604       924,043  
Storage and retrieval services – non-recurring only     49,276       81,029  
Total non-recurring revenues   $ 1,755,272     $ 1,134,522  
                 
Total recurring and non-recurring revenues   $ 4,186,833     $ 2,703,512  

 

Note 1 – Software as a service non-recurring revenue is comprised of professional services setup fees which are recognized ratably over the initial contract period. They do not renew, and are therefore non-recurring. Under ASC 606, they are deemed essential to the functionality of the subscription Software as a service, and are therefore recognized together with the subscription Software as a service revenue.

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Condensed Consolidated Balance Sheets

 

    (unaudited)        
    March 31,     December 31,  
    2023     2022  
             
ASSETS                
Current assets:                
Cash   $ 1,419,138     $ 2,696,481  
Accounts receivable, net     1,182,523       1,121,083  
Accounts receivable, unbilled     887,742       596,410  
Parts and supplies, net     81,455       73,221  
Contract assets     80,577       80,378  
Prepaid expenses and other current assets     327,198       325,466  
Total current assets     3,978,633       4,893,039  
                 
Property and equipment, net     1,029,127       1,068,706  
Right of use assets, operating     3,070,782       3,200,191  
Right of use asset, finance     147,574       154,282  
Intangible assets, net     4,292,069       4,419,646  
Goodwill     5,789,821       5,789,821  
Other assets     491,464       417,457  
Total assets   $ 18,799,470     $ 19,943,142  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
                 
Current liabilities:                
Accounts payable   $ 368,797     $ 370,300  
Accrued compensation     604,260       411,683  
Accrued expenses     153,677       114,902  
Lease liabilities, operating - current     708,573       692,074  
Lease liability, finance - current     22,918       22,493  
Deferred revenues     2,182,276       2,754,064  
Earnout liabilities - current     -       700,000  
Notes payable - current     696,459       936,966  
Total current liabilities     4,736,960       6,002,482  
                 
Long-term liabilities:                
Notes payable - net of current portion     2,116,087       2,085,035  
Notes payable - related party     536,964       529,084  
Lease liabilities, operating - net of current portion     2,482,692       2,624,608  
Lease liability, finance - net of current portion     127,240       133,131  
Total long-term liabilities     5,262,983       5,371,858  
Total liabilities     9,999,943       11,374,340  
                 
Stockholders’ equity:                
Common stock, $0.001 par value, 25,000,000 shares authorized; 4,073,757 shares issued and outstanding at March 31, 2023 and December 31, 2022     4,074       4,074  
Additional paid-in capital     30,297,179       30,179,017  
Accumulated deficit     (21,501,726 )     (21,614,289 )
Total stockholders’ equity     8,799,527       8,568,802  
Total liabilities and stockholders’ equity   $ 18,799,470     $ 19,943,142  

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)

 

    For the Three Months Ended March 31,  
    2023     2022  
             
Revenues:                
Sale of software   $ 15,293     $ 64,491  
Software as a service     1,238,432       431,221  
Software maintenance services     349,542       336,602  
Professional services     2,299,289       1,587,948  
Storage and retrieval services     284,277       283,250  
Total revenues     4,186,833       2,703,512  
                 
Cost of revenues:                
Sale of software     8,181       26,193  
Software as a service     220,640       91,249  
Software maintenance services     16,716       18,300  
Professional services     1,187,116       848,167  
Storage and retrieval services     108,341       87,766  
Total cost of revenues     1,540,994       1,071,675  
                 
Gross profit     2,645,839       1,631,837  
                 
Operating expenses:                
General and administrative     1,554,611       935,691  
Change in fair value of earnout liabilities     -       64,204  
Transaction costs     -       70,051  
Sales and marketing     579,511       352,114  
Depreciation and amortization     227,718       117,302  
Total operating expenses     2,361,840       1,539,362  
                 
Income from operations     283,999       92,475  
                 
Interest expense     (171,436 )     (112,601 )
                 
Net income (loss)   $ 112,563     $ (20,126 )
                 
Basic net income (loss) per share:   $ 0.03     $ (0.01 )
Diluted net income per (loss) share:   $ 0.03     $ (0.01 )
                 
Weighted average number of common shares outstanding - basic     4,073,757       2,830,899  
Weighted average number of common shares outstanding - diluted     4,695,106       2,830,899  

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(unaudited)

 

    For the Three Months Ended March 31,  
    2023     2022  
             
Cash flows from operating activities:                
Net income (loss)   $ 112,563     $ (20,126 )
Adjustments to reconcile net income (loss) to net cash used in / provided by operating activities:                
Depreciation and amortization     227,718       117,302  
Bad debt expense (recovery)     20,102       (2,097 )
Amortization of deferred financing costs     49,997       25,935  
Amortization of debt discount     11,378       26,666  
Amortization of right of use asset, financing     6,709       -  
Stock issued for services     -       57,500  
Stock option compensation     118,162       22,960  
Change in fair value of earnout liabilities     -       64,204  
Changes in operating assets and liabilities:                
Accounts receivable     (81,542 )     279,757  
Accounts receivable, unbilled     (291,332 )     (29,204 )
Parts and supplies     (8,234 )     10,978  
Prepaid expenses and other current assets     (1,931 )     (63,583 )
Accounts payable and accrued expenses     229,849       85,739  
Operating lease assets and liabilities, net     3,992       8,286  
Deferred compensation     -       (20,166 )
Deferred revenues     (571,788 )     (58,583 )
Total adjustments     (286,920 )     525,694  
Net cash used in / provided by operating activities     (174,357 )     505,568  
                 
Cash flows from investing activities:                
Capitalization of internal use software     (112,208 )     (29,397 )
Purchases of property and equipment     (22,361 )     (56,043 )
Net cash used in investing activities     (134,569 )     (85,440 )
                 
Cash flows from financing activities:                
Payment of earnout liabilities     (700,000 )     -  
Principal payments on financing lease liability     (5,467 )     -  
Repayment of notes payable     (262,950 )     -  
Net cash used in financing activities     (968,417 )     -  
                 
Net (decrease) increase in cash     (1,277,343 )     420,128  
Cash - beginning of period     2,696,481       1,752,630  
Cash - end of period   $ 1,419,138     $ 2,172,758  
            $ 2,172,758  
Supplemental disclosure of cash flow information:                
Cash paid during the period for interest   $ 116,110     $ 60,000  
Cash paid during the period for income taxes   $ 2,499     $ 1,303