8-K
false 0001437226 0001437226 2023-05-03 2023-05-03

 

 

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 3, 2023

 

 

MASTECH DIGITAL, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Pennsylvania   001-34099   26-2753540

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1305 Cherrington Parkway, Suite 400

Moon Township, PA 15108

(Address of Principal Executive Offices) (Zip Code)

(412) 787-2100

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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))

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, par value $.01 per share   MHH   NYSE American

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 3, 2023, Mastech Digital, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the first quarter ended March 31, 2023. A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit
No.

  

Description

99.1    Press Release issued by Mastech Digital, Inc. on May 3, 2023.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

-1-


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.

 

MASTECH DIGITAL, INC.
By:  

/s/ John J. Cronin, Jr.

Name:   John J. Cronin, Jr.
Title:   Chief Financial Officer

May 3, 2023

EX-99.1

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE:

Mastech Digital Reports an 8% Year-over-Year Revenue Decline in a Challenging First Quarter of 2023

PITTSBURGH, PA – May 3, 2023- Mastech Digital, Inc. (NYSE American: MHH), a leading provider of Digital Transformation IT Services, announced today its financial results for the first quarter ended March 31, 2023.

First Quarter 2023 Highlights:

 

   

Total consolidated revenues declined by 8% to $55.1 million, compared to revenues of $59.8 million in the first quarter of 2022;

 

   

The Company’s Data and Analytics Services segment reported revenues of $9.4 million, compared to $10.2 million in the first quarter of 2022, which represented a sequential increase of 3% over 2022 fourth quarter revenues in this segment;

 

   

The IT Staffing Services segment achieved revenues of $45.7 million, compared to $49.6 million in the first quarter of 2022, as its consultants-on-billing headcount declined during the quarter;

 

   

GAAP diluted earnings per share were $0.02 in the first quarter of 2023 versus $0.19 in the first quarter of 2022;

 

   

Non-GAAP diluted earnings per share were $0.12 in the first quarter of 2023 versus $0.28 in the first quarter of 2022; and

 

   

At March 31, 2023, the Company had no bank debt and held $9.1 million of cash balances on hand.

First Quarter Results:

Revenues for the first quarter of 2023 totaled $55.1 million, compared to $59.8 million during the corresponding quarter of 2022. Gross profits in the first quarter of 2023 were $13.5 million, compared to $15.9 million in the same quarter of 2022. GAAP net income for the first quarter of 2023 totaled $261,000, or $0.02 per diluted share, compared to $2.3 million, or $0.19 per diluted share, during the same period of 2022. Non-GAAP net income for the first quarter of 2023 was $1.4 million, or $0.12 per diluted share, compared to $3.3 million, or $0.28 per diluted share, in the first quarter of 2022.

Activity levels at the Company’s Data and Analytics Services segment improved during the first quarter of 2023, with bookings of $8.4 million and a notable improvement in RFP submittals and pipeline opportunities. Demand for the Company’s IT Staffing Services segment, which is largely linked to U.S. economic conditions, declined during the quarter as clients responded to uncertainties in the domestic economy. This pullback in demand was more pronounced in the financial services markets due to several bank failures and concerns over a global bank crisis. Financial services represented approximately 50% of our billable consultant base as we entered 2023.


Vivek Gupta, the Company’s President and Chief Executive Officer stated: “Clearly, the possibility of a recession is weighing-in on clients’ spending dynamics – particularly in the financial services industry. However, demand in our Data and Analytics Services segment improved over the course of the quarter in terms of the pipeline of new opportunities. While it is anyone’s guess as to when the economic outlook will improve, it’s important to note that our businesses remain fundamentally sound, and our balance sheet is solid – with no bank debt and access to over $40 million of borrowing availability and cash on hand.”

Michael Fleishman, the Company’s newly-appointed Chief Executive Officer of the Data and Analytics Services segment, stated: “We continue to make good progress at positioning the D&A Services segment for sustainable future growth. We have upgraded leadership talent in sales, marketing, technology and delivery; improved communication lines within the organization; and we believe our messaging to existing clients and new prospects is gaining traction—as evidenced by an increase in our pipeline of opportunities. Gross margins and utilization improved from the fourth quarter of 2022 and significantly improved in March when compared to the start of 2023.”    

Commenting on the Company’s financial position, Jack Cronin, Mastech Digital’s Chief Financial Officer, stated: “At March 31, 2023, we had $9.1 million of cash balances on hand, no bank debt, and borrowing availability of $31.5 million under our revolving credit facility. Our Days Sales Outstanding (DSO) measurement was 61 days at March 31, 2023. We believe our cash on hand, credit availability and free cash flow expectations for 2023 provide us with adequate resources to fund the business and support our share repurchase program.”

About Mastech Digital, Inc.:

Mastech Digital (NYSE American: MHH) is a leading provider of Digital Transformation IT Services. The Company offers Data Management and Analytics Solutions, Digital Learning, and IT Staffing Services with a Digital First approach. A minority-owned enterprise, Mastech Digital is headquartered in Pittsburgh, PA, with offices across the U.S., Canada, Europe, and India.

Use of Non-GAAP Measures:

This press release contains non-GAAP financial measures to supplement our financial results presented on a GAAP basis. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool. Reconciliations of these non-GAAP measures to their comparable GAAP measures are included in the attached financial tables.

We believe that providing non-GAAP net income and non-GAAP diluted earnings per share offers investors useful supplemental information about the financial performance of our business, enables comparison of financial results between periods where certain items may vary independent of business performance, and allows for greater transparency with respect to key metrics used by management in operating our business. Additionally, management uses these non-GAAP financial measures in evaluating the Company’s performance.

Specifically, the non-GAAP financial measures contained herein exclude the following expense items:

Amortization of acquired intangible assets: We amortize intangible assets acquired in connection with our June 2015 acquisition of Hudson IT, our July 2017 acquisition of the services division of InfoTrellis, Inc. and our October 2020 acquisition of AmberLeaf Partners. We exclude these amortization expenses in our non-GAAP financial measures because we believe it allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates a helpful comparison of our results with other periods.


Stock-based compensation expenses: We incur material recurring expenses related to non-cash, stock-based compensation. We exclude these expenses in our non-GAAP financial measures because we believe that it provides investors with meaningful supplemental information regarding operational performance. In particular, because of varying available valuation methodologies, subjective assumptions and the variety of award types that companies can use under ASC 718, we believe that providing non-GAAP financial measures that exclude these expenses allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates comparison of our results with other periods.

Forward-Looking Statements:

Certain statements contained in this release are forward-looking statements based on management’s expectations, estimates, projections and assumptions. Words such as “expects,” “anticipates,” “plans,” “believes,” “scheduled,” “estimates” and variations of these words and similar expressions are intended to identify forward-looking statements, which include but are not limited to projections of and statements regarding the Company’s ability to generate revenues, earnings, and cash flow, and statements regarding the Company’s share repurchase program. These statements are based on information currently available to the Company and it assumes no obligation to update the forward-looking statements as circumstances change. These statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Therefore, actual future results and trends may differ materially from what is forecasted in forward-looking statements due to a variety of factors, including, without limitation, the level of market demand for the Company’s services, the highly competitive market for the types of services offered by the Company, the impact of competitive factors on profit margins, market conditions that could cause the Company’s customers to reduce their spending for its services, the Company’s ability to create, acquire and build new lines of business, to attract and retain qualified personnel, reduce costs and conserve cash, the extent to which the Company’s business is adversely affected by the impacts of the COVID-19 pandemic and governmental responses to limit the further spread of COVID-19 and other risks that are described in more detail in the Company’s filings with the Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2022.

# # #

For more information, contact:

Donna Kijowski

Manager, Investor Relations

Mastech Digital, Inc.

888.330.5497


MASTECH DIGITAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

(Unaudited)

 

     March 31,     December 31,  
     2023     2022  

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 9,097     $ 7,057  

Accounts receivable, net

     42,078       42,322  

Prepaid and other current assets

     3,353       3,795  
  

 

 

   

 

 

 

Total current assets

     54,528       53,174  

Equipment, enterprise software and leasehold improvements, net

     2,446       2,665  

Operating lease right-of-use assets, net

     3,504       3,886  

Deferred financing costs, net

     275       293  

Non-current deposits

     491       578  

Goodwill, net of impairment

     32,510       32,510  

Intangible assets, net of amortization

     15,080       15,773  
  

 

 

   

 

 

 

Total assets

   $ 108,834     $ 108,879  
  

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

    

Current liabilities:

    

Current portion of long-term debt

   $ —       $ 1,100  

Current portion of operating lease liability

     1,470       1,504  

Accounts payable

     4,688       4,475  

Accrued payroll and related costs

     11,481       11,085  

Other accrued liabilities

     1,338       1,393  
  

 

 

   

 

 

 

Total current liabilities

     18,977       19,557  

Long-term liabilities:

    

Long-term operating lease liability, less current portion

     1,974       2,294  

Long-term accrued income taxes

     105       105  

Deferred income taxes

     674       920  
  

 

 

   

 

 

 

Total liabilities

     21,730       22,876  

Shareholders’ equity:

    

Common stock, par value $0.01 per share

     133       133  

Additional paid-in capital

     32,894       32,059  

Retained earnings

     59,814       59,553  

Accumulated other comprehensive income (loss)

     (1,550     (1,555

Treasury stock, at cost

     (4,187     (4,187
  

 

 

   

 

 

 

Total shareholders’ equity

     87,104       86,003  
  

 

 

   

 

 

 

Total liabilities and shareholders’ equity

   $ 108,834     $ 108,879  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except per share data)

(Unaudited)

 

     Three Months ended March 31,  
     2023     2022  

Revenues

   $ 55,063     $ 59,755  

Cost of revenues

     41,581       43,823  
  

 

 

   

 

 

 

Gross profit

     13,482       15,932  

Selling, general and administrative expenses

     12,950       12,625  
  

 

 

   

 

 

 

Income from operations

     532       3,307  

Other income/(expense), net

     (53     (60
  

 

 

   

 

 

 

Income before income taxes

     479       3,247  

Income tax expense

     218       915  
  

 

 

   

 

 

 

Net income

   $ 261     $ 2,332  
  

 

 

   

 

 

 

Earnings per share:

    

Basic

   $ 0.02     $ 0.20  

Diluted

   $ 0.02     $ 0.19  

Weighted average common shares outstanding:

    

Basic

     11,638       11,509  
  

 

 

   

 

 

 

Diluted

     12,054       12,035  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

 

     Three Months ended March 31,  
     2023     2022  

GAAP Net Income

   $ 261     $ 2,332  

Adjustments:

    

Amortization of acquired intangible assets

     693       792  

Stock-based compensation

     835       526  

Income taxes adjustments

     (388     (340
  

 

 

   

 

 

 

Non-GAAP Net Income

   $ 1,401     $ 3,310  
  

 

 

   

 

 

 

GAAP Diluted Earnings Per Share

   $ 0.02     $ 0.19  
  

 

 

   

 

 

 

Non-GAAP Diluted Earnings Per Share

   $ 0.12     $ 0.28  
  

 

 

   

 

 

 

Weighted average common shares outstanding:

    

GAAP Diluted Shares

     12,054       12,035  
  

 

 

   

 

 

 

Non-GAAP Diluted Shares

     12,054       12,035  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(Amounts in thousands)

(Unaudited)

 

     Three Months ended March 31,  
     2023     2022  

Revenues:

    

Data and analytics services

   $ 9,395     $ 10,152  

IT staffing services

     45,668       49,603  
  

 

 

   

 

 

 

Total revenues

   $ 55,063     $ 59,755  
  

 

 

   

 

 

 

Gross Margin %:

    

Data and analytics services

     38.5     45.2

IT staffing services

     21.6     22.9
  

 

 

   

 

 

 

Total gross margin %

     24.5     26.7
  

 

 

   

 

 

 

Segment Operating Income:

    

Data and analytics services

   $ (680   $ 972  

IT staffing services

     1,905       3,127  
  

 

 

   

 

 

 

Subtotal

     1,225       4,099  

Amortization of acquired intangible assets

     (693     (792

Interest expense and other, net

     (53     (60
  

 

 

   

 

 

 

Income before income taxes

   $ 479     $ 3,247