Form 8-K

 

 

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): April 29, 2020

 

 

MASTECH DIGITAL, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Pennsylvania

(State or Other Jurisdiction of Incorporation)

 

001-34099   26-2753540

(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)

 

(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 April 29, 2020, Mastech Digital, Inc. issued a press release (the “Press Release”) announcing its financial results for the first quarter ended March 31, 2020. 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 the accompanying exhibit 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)

The following exhibit is furnished with this Form 8-K:

 

Exhibit
    No.    

  

Description

99.1    Press Release issued by Mastech Digital, Inc. on April 29, 2020.


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

  Name:   John J. Cronin
  Title:   Chief Financial Officer

Date: April 29, 2020

EX-99.1

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE:

Mastech Digital Reports 12% Organic Revenue Growth in First Quarter 2020

Data & Analytics Segment Generates Record Revenues with 28% YOY Growth

PITTSBURGH, PA – April  29, 2020 - 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, 2020.

First Quarter 2020 Highlights:

 

   

Total revenues increased 12% to $50.4 million, compared to revenues of $45.2 million in the 2019 first quarter;

 

   

The Company’s Data and Analytics Services segment reported record revenues for the fourth consecutive quarter;

 

   

The IT Staffing Services segment achieved revenue of $43.1 million, which represented growth of 9% compared to the first quarter of 2019;

 

   

GAAP diluted earnings per share were $0.16 in the first quarter of 2020 versus $0.09 in the 2019 first quarter; and

 

   

Non-GAAP diluted earnings per share were $0.23 in the first quarter of 2020 versus $0.15 in the 2019 first quarter.

Mastech’s Response to COVID-19:

Vivek Gupta, the Company’s President and Chief Executive Officer stated “as you are aware the current COVID-19 pandemic and the public health responses to contain it have resulted in global recessionary conditions. I am pleased to say that Mastech Digital responded to these ever-changing developments and challenges in a very proactive manner. We were quick to mobilize our workforce, in both of our business segments, to a remote work-from-home model to mitigate the health risks to our employees and to continue to provide uninterrupted service to our customers. Our entire organization is working incredibly hard to service our customers during these difficult times. We are also prudently adjusting our cost structure in ways that will allow us to maintain our top-notch talent that we have so artfully secured over the years. And we are laser-focused on the business elements that are within our control, and can help mitigate the impact of these recessionary conditions on our financial results. With that said, we did see some impact of COVID-19 during the month of March and we continue to see our businesses being impacted thus far in the second quarter. The ultimate impact on the second quarter and full year 2020 will depend heavily on the duration of social distancing and shelter-in-place mandates, as well as the substance and pace of macroeconomic recovery, all of which are uncertain and difficult to predict considering the rapidly evolving landscape of the COVID-19 pandemic and the public health responses to contain it.”

First Quarter Results:

Revenues for the first quarter of 2020 totaled $50.4 million compared to $45.2 million during the corresponding quarter last year. Gross profits in the first quarter of 2020 were $12.7 million, a 17.4% increase as compared to $10.8 million in the same quarter of 2019. Gross margins in the 2020 quarter were 25.2% or 120-basis points higher than first quarter 2019. GAAP net income for the first quarter of 2020 totaled $1.9 million or $0.16 per diluted share, compared to $1.0 million or $0.09 per diluted share during the same period last year. Non-GAAP net income for the first quarter of 2020 was $2.7 million or $0.23 per diluted share, compared to $1.6 million or $0.15 per diluted share in the first quarter of 2019.


LOGO

 

Activity levels at the Company’s Data and Analytics Services segment held up well given the state of the global economy, and we were able to sign a significant multi-year, multi-million-dollar order with a blue-chip customer in the financial services vertical in March. Demand for the Company’s IT Staffing Services segment started to taper-off during the second half of the first quarter, particularly with clients in hard hit industries such as transportation, energy and manufacturing.

Commenting on the Company’s financial position, Jack Cronin, Mastech Digital’s Chief Financial Officer, stated, “During the first quarter, we reduced bank debt by $3.4 million, improved our leverage ratios and increased our cash availability under our credit facility to $15.2 million from $13 million at year-end 2019. Continuing our strong liquidity position will be a top priority during these uncertain times.”

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, EMEA, India and ASEAN.

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 and our July 2017 acquisition of the services division of InfoTrellis, Inc. 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 expense 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.


LOGO

 

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 (i) projections of revenues, earnings, and cash flow, and (ii)  the effects of the COVID-19 pandemic and the regulatory, social and business responses thereto. 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 forecast in forward-looking statements due to a variety of factors, including, without limitation, the level of market demand for its 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, and the Company’s ability to create, acquire and build new lines of business, to attract and retain qualified personnel, reduce costs and conserve cash, 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, 2019.

# # #

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,  
     2020     2019  
ASSETS     

Current assets:

    

Cash and cash equivalents

   $ 2,575     $ 2,981  

Accounts receivable, net

     33,596       32,352  

Prepaid and other current assets

     1,036       1,597  
  

 

 

   

 

 

 

Total current assets

     37,207       36,930  

Equipment, enterprise software and leasehold improvements, net

     2,393       2,476  

Operating lease right-of-use assets

     4,348       4,617  

Non-current deposits

     388       405  

Goodwill, net of impairment

     26,106       26,106  

Intangible assets, net

     19,377       20,050  
  

 

 

   

 

 

 

Total assets

   $ 89,819     $ 90,584  
  

 

 

   

 

 

 
LIABILITIES AND SHAREHOLDERS’ EQUITY     

Current liabilities:

    

Current portion of long-term debt

   $ 8,537     $ 4,575  

Current portion of operating lease liability

     1,392       1,396  

Accounts payable

     3,440       4,027  

Accrued payroll and related costs

     9,456       7,902  

Other accrued liabilities

     764       1,191  
  

 

 

   

 

 

 

Total current liabilities

     23,589       19,091  

Long-term liabilities:

    

Long-term debt, less current portion, net

     13,358       20,682  

Long-term operating lease liability, less current portion

     3,019       3,321  

Long-term accrued income taxes

     185       185  

Deferred income taxes

     843       1,025  
  

 

 

   

 

 

 

Total liabilities

     40,994       44,304  

Shareholders’ equity:

    

Common stock, par value $0.01 per share

     128       127  

Additional paid-in capital

     22,950       21,939  

Retained earnings

     30,628       28,759  

Accumulated other comprehensive income (loss)

     (694     (358

Treasury stock, at cost

     (4,187     (4,187
  

 

 

   

 

 

 

Total shareholders’ equity

     48,825       46,280  
  

 

 

   

 

 

 

Total liabilities and shareholders’ equity

   $ 89,819     $ 90,584  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except per share data)

(Unaudited)

 

     Three Months ended March 31,  
     2020     2019  

Revenues

   $ 50,425     $ 45,199  

Cost of revenues

     37,706       34,364  
  

 

 

   

 

 

 

Gross profit

     12,719       10,835  

Selling, general and administrative expenses

     10,243       8,965  
  

 

 

   

 

 

 

Income from operations

     2,476       1,870  

Other income/(expense), net

     (226     (554
  

 

 

   

 

 

 

Income before income taxes

     2,250       1,316  

Income tax expense

     381       352  
  

 

 

   

 

 

 

Net income

   $ 1,869     $ 964  
  

 

 

   

 

 

 

Earnings per share:

    

Basic

   $ 0.17     $ 0.09  

Diluted

   $ 0.16     $ 0.09  

Weighted average common shares outstanding:

    

Basic

     11,127       10,998  
  

 

 

   

 

 

 

Diluted

     11,675       11,218  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

 

     Three Months ended March 31,  
     2020     2019  

GAAP Net Income

   $ 1,869     $ 964  

Adjustments:

    

Amortization of acquired intangible assets

     673       672  

Stock-based compensation

     456       236  

Income taxes adjustments

     (296     (241
  

 

 

   

 

 

 

Non-GAAP Net Income

   $ 2,702     $ 1,631  
  

 

 

   

 

 

 

GAAP Diluted Earnings Per Share

   $ 0.16     $ 0.09  
  

 

 

   

 

 

 

Non-GAAP Diluted Earnings Per Share

   $ 0.23     $ 0.15  
  

 

 

   

 

 

 

Weighted average common shares outstanding:

    

GAAP Diluted Shares

     11,675       11,218  
  

 

 

   

 

 

 

Non-GAAP Diluted Shares

     11,675       11,218  
  

 

 

   

 

 

 


MASTECH DIGITAL, INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(Amounts in thousands)

(Unaudited)

 

     Three Months ended March 31,  
     2020     2019  

Revenues:

    

Data and analytics services

   $ 7,360     $ 5,768  

IT staffing services

     43,065       39,431  
  

 

 

   

 

 

 

Total revenues

   $ 50,425     $ 45,199  
  

 

 

   

 

 

 

Gross Margin %:

    

Data and analytics services

     47.1     45.5

IT staffing services

     21.5     20.8
  

 

 

   

 

 

 

Total gross margin %

     25.2     24.0
  

 

 

   

 

 

 

Segment Operating Income:

    

Data and analytics services

     909       1,041  

IT staffing services

   $ 2,240     $ 1,501  
  

 

 

   

 

 

 

Subtotal

     3,149       2,542  

Amortization of acquired intangible assets

     (673     (672

Interest expense and other, net

     (226     (554
  

 

 

   

 

 

 

Income before income taxes

   $ 2,250     $ 1,316