In addition to historical information, this Form 10-Q may contain
forward-looking statements relating to CoreCard. All statements, trend analyses
and other information relative to markets for our products and trends in
revenue, gross margins and anticipated expense levels, as well as other
statements including words such as "anticipate", "believe", "plan", "estimate",
"expect", and "intend", and other similar expressions, constitute
forward-looking statements. Prospective investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties including those factors described below under "Factors
That May Affect Future Operations", and that actual results may differ
materially from those contemplated by such forward-looking statements. CoreCard
undertakes no obligation to update or revise forward-looking statements to
reflect changed assumptions, the occurrence of unanticipated events or changes
in future operating results.
For purposes of this discussion and analysis, we are assuming and relying upon
the reader's familiarity with the information contained in Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations, in the
Form 10- K for the year ended December 31, 2021 as filed with the Securities and
Exchange Commission.
Overview
CoreCard Corporation, a Georgia corporation, and its predecessor companies have
operated since 1973 and its securities have been publicly traded since 1980. In
this report, sometimes we use the terms "Company", "us", "ours", "we",
"Registrant" and similar words to refer to CoreCard Corporation and
subsidiaries. Our executive offices are located in Norcross, Georgia and our
website is www.corecard.com.
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On December 15, 2021, we changed our name to CoreCard Corporation from
Intelligent Systems Corporation. Our corporate structure did not change nor did
our financial reporting. See our 8-K dated December 15, 2021, for more
information. We are primarily engaged in the business of providing technology
solutions and processing services to the financial technology and services
market, commonly referred to as the FinTech industry. Our operations are
conducted through our affiliate companies located in Romania, India, United Arab
Emirates and Colombia, as well as the corporate office in Norcross, Georgia
which provides significant administrative, human resources and executive
management support. Corecard's foreign subsidiaries are CoreCard SRL in Romania,
CoreCard Software in India, CoreCard Colombia SAS in Colombia and Corecard
Software DMCC in United Arab Emirates, that perform software development and
testing as well as processing operations support.
Our results vary in part depending on the size and number of software licenses
recognized as well as the value and number of professional services contracts
recognized in a particular period. As we continue to grow our Processing
Services business, we continue to gain economies of scale on the investment we
have made in the infrastructure, resources, processes and software features
developed over the past number of years to support this growing side of our
business. We are adding new processing customers at a faster pace than we are
adding new license customers, resulting in steady growth in the processing
revenue stream. However, we also receive license revenue and are experiencing
growth in our professional services revenue due to the addition of Goldman Sachs
Group, Inc. as a customer in 2018, referred to as "Customer A" in the Notes to
Consolidated Financial Statements. In total, this customer represented 84% and
71% of our consolidated revenues in the first quarters of 2022 and 2021,
respectively. We expect future professional services, maintenance, and license
revenue from this customer for the remainder of 2022 and future years; however,
the amount and timing will be dependent on various factors not in our control
such as the number of accounts on file and the level of customization needed by
the customer. License revenue from this customer, similar to other license
arrangements, is tiered based on the number of active accounts on the system.
Once the customer achieves each tier level, they receive a perpetual license up
to that number of accounts; inactive accounts do not count toward the license
tier. The customer receives an unlimited perpetual license at a maximum tier
level that allows them to utilize the software for any number of active
accounts. They previously used the software for a single institution. In the
first quarter of 2022 they added an additional customer, resulting in additional
one-time license fees. Support and maintenance fees are charged based on the
tier level achieved and increase at new tier levels.
The infrastructure of our multi customer environment is scalable for the future.
A significant portion of our expense is related to personnel, including
approximately 850 employees located in India, Romania, United Arab Emirates and
Colombia. In October 2020, we opened a new office in Dubai, United Arab Emirates
to support CoreCard's expansion of processing services into new markets in the
Asia Pacific, Middle East, Africa and European regions. In October 2021, we
opened a new location in Bogotá, Colombia where we expect to hire technical
personnel to support existing customers and continued growth. Our ability to
hire and train employees on our processes and software impacts our ability to
onboard new customers and deliver professional services for software
customizations. In addition, we have certain corporate office expenses
associated with being a public company that impact our operating results.
Our revenue fluctuates from period to period and our results are not necessarily
indicative of the results to be expected in future periods. It is difficult to
predict the level of consolidated revenue on a quarterly or annual basis for a
number of reasons, including the following:
? Software license revenue in a given period may consist of a relatively small
number of contracts and contract values can vary considerably depending on the
software product and scope of the license sold. Consequently, even minor delays
in delivery under a software contract (which may be out of our control) could
have a significant and unpredictable impact on the consolidated revenue that we
recognize in a given quarterly or annual period.
? Customers may decide to postpone or cancel a planned implementation of our
software for any number of reasons, which may be unrelated to our software or
contract performance, but which may affect the amount, timing and
characterization of our deferred and/or recognized revenue.
? Customers typically require our professional services to modify or enhance
their CoreCard software implementation based on their specific business
strategy and operational requirements, which vary from customer to customer and
period to period.
? The timing of new processing customer implementations is often dependent on
third party approvals or processes which are typically not under our direct
control.
We continue to maintain a strong cash position. We intend to use cash balances
to support the domestic and international operations associated with our
CoreCard business and to expand our operations in the FinTech industry through
financing the growth of CoreCard and, if appropriate opportunities become
available, through acquisitions of businesses in this industry. In April 2021,
the Board authorized $10 million for our share repurchase program, of which $8.7
million has been utilized. We made share repurchases of $2.3 million for the
three months ended 2022, and $2.7 million in share repurchases in the three
month period ended March 31, 2021. We have $1.3 million of authorized share
repurchases remaining at March 31, 2022. In May 2022, the Board authorized an
additional $20 million for our share repurchase program.
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Results of Operations
The following discussion should be read in conjunction with the Consolidated
Financial Statements and the notes to Consolidated Financial Statements
presented in this quarterly report.
Revenue - Total revenue in the three-month period ended March 31, 2022 was
$24,284,000 which represents a 172% percent increase over the first quarter of
2021.
? Revenue from services was $11,795,000 in the first quarter of 2022 compared to
$8,912,000 in the first quarter of 2021. Revenue from transaction processing
services, software maintenance and support services, and professional services
were greater in the first quarter of 2022 as compared to the first quarter of
2021 due to an increase in the number of customers and accounts on file and an
increase in the number and value of professional services contracts completed
during the first quarter of 2022. We expect that processing services will
continue to grow as our customer base increases; however, the time required to
implement new customer programs could be delayed due to third party integration
and approval processes. It is difficult to predict with accuracy the number and
value of professional services contracts that our customers will require in a
given period. Customers typically request our professional services to modify
or enhance their CoreCard software implementation based on their specific
business strategy and operational requirements, which vary from customer to
customer and period to period.
? Revenue from products, which is primarily software license fees, was
$12,489,000 in the three-month period ended March 31, 2022, compared to $0 in
the comparable period in 2021. The increase results from our largest customer
adding a new institution to our platform in the first quarter of 2022,
resulting in one-time license fees, as discussed above, and multiple new tiers
due to the additional active accounts added from a conversion completed in the
first quarter of 2022 and account growth from existing customers.
Cost of Revenue - Total cost of revenue was 31 percent and 50 percent of total
revenue in the three-month periods ended March 31, 2022 and 2021, respectively.
The decrease in cost of revenue as a percentage of revenue is primarily driven
by the increase in license revenue, partially offset by higher costs for
professional services, continued infrastructure investments and higher costs
related to new customer implementations. Total cost of revenue was $7,456,000
and $4,429,000 in the periods ended March 31, 2022 and 2021, respectively. Cost
of revenue includes costs to provide annual maintenance and support services to
our installed base of licensed customers, costs to provide professional
services, and costs to provide our financial transaction processing services.
The cost and gross margins on such revenues can vary considerably from period to
period depending on the customer mix, customer requirements and project
complexity as well as the mix of our U.S. and offshore employees working on the
various aspects of services provided. In addition, we continue to devote the
resources necessary to support our growing processing business, including direct
costs for regulatory compliance, infrastructure, network certifications, and
customer support. Investments in our infrastructure in 2021 and 2022 are in
anticipation of adding customers in future periods. As such, we will not
experience economies of scale unless we add additional customers, as
anticipated. This may be subject to change in the future if new regulations or
processing standards are implemented causing us to incur additional costs to
comply.
Operating Expenses - In the three-month period ended March 31, 2022, total
operating expenses from consolidated operations were greater than in the
corresponding period in 2021 primarily due to increased research and development
expenses and general and administrative expenses. Research and development
expenses were 58% percent higher in 2022 as compared to 2021, mainly due to
increased payroll related to hiring of additional offshore technical personnel
and higher bonus accruals. Additionally, we hired onshore technical personnel to
work on the development of an updated platform. General and administrative
expenses were higher in 2022 than in 2021, primarily due to bonus accruals in
the current period. Marketing expenses increased 78% in 2022 as compared to
2021. Our client base continues to increase with minimal marketing efforts as we
continue to have prospects contact us via online searches; however, we will
continue to re-evaluate our marketing expenditures as needed to competitively
position the Processing Services business.
Investment Income (Loss) - In the quarter ended March 31, 2022, we recorded
$103,000 of investment losses compared to investment losses of $133,000 for the
quarter ended March 31, 2021. We did not record any impairments in 2022 or 2021.
Other Income, net - In the quarter ended March 31, 2022, we recorded $37,000 in
other income compared to $75,000 for the quarter ended March 31, 2021. The
decrease results from lower interest income due to lower interest rates and
lower cash balances.
Income Taxes - Our effective tax rate for the quarter ended March 31, 2022, was
25.8% compared to an effective tax rate of 26.1% for the quarter ended March 31,
2021.
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Liquidity and Capital Resources
Our cash balance at March 31, 2022 was $24,544,000 compared to $29,244,000 at
December 31, 2021. During the quarter ended March 31, 2022, cash provided by
operations was $185,000 compared to cash used for operations of $2,326,000 for
the quarter ended March 31, 2021. The increase is primarily due to higher net
income, higher income taxes payable, higher accounts payable and accrued payroll
balances, partially offset by higher accounts receivable and prepaid expense
balances. In addition, we advanced $550,000 on Promissory Notes for the three
months ended March 31, 2021, which is described in more detail in Note 3 to the
Consolidated Financial Statements.
During the quarter ended March 31, 2022, we used $2,737,000 of cash to acquire
computer equipment primarily for the technical resources added in our India
office and continued investments in our existing processing environment in the
U.S.
We expect to have sufficient liquidity from cash on hand as well as projected
customer payments to support our operations and capital equipment purchases in
the foreseeable future. Currently we expect to use cash in excess of what is
required for our current operations for opportunities we believe will expand our
FinTech business, as exemplified in transactions described in Notes 3 and 4,
although there can be no assurance that appropriate opportunities will arise. In
April 2021, the Board authorized $10 million for our share repurchase program,
of which $8.7 million has been utilized. We made share repurchases of $2.3
million in the first quarter of 2022, and we made $2.7 million in share
repurchases in the first quarter of 2021. At March 31, 2022, approximately
$1,341,000 was authorized for future repurchases of our common stock. In May
2022, the Board authorized an additional $20 million for our share repurchase
program.
Off-Balance Sheet Arrangements
We do not currently have any off-balance sheet arrangements that are reasonably
likely to have a current or future material effect on our financial condition,
liquidity or results of operations.
Critical Accounting Policies and Estimates
The discussion and analysis of our financial condition and results of operations
is based upon our Consolidated Financial Statements which have been prepared in
accordance with accounting principles generally accepted in the United States.
The preparation of these financial statements requires us to make estimates and
judgments that affect the reported amount of assets, liabilities, revenues and
expenses. We consider certain accounting policies related to revenue recognition
and valuation of investments to be critical policies due to the estimation
processes involved in each. Management discusses its estimates and judgments
with the Audit Committee of the Board of Directors. For a detailed description
on the application of these and other accounting policies, see Note 1 to the
Consolidated Financial Statements contained in our Annual Report on Form 10-K
for the fiscal year ended December 31, 2021. Reference is also made to the
discussion of the application of these critical accounting policies and
estimates contained in Management's Discussion and Analysis of Financial
Condition and Results of Operations in our Annual Report on Form 10-K for 2021.
During the three-month period ended March 31, 2022, there were no significant or
material changes in the application of critical accounting policies.
Factors That May Affect Future Operations
Future operations are subject to risks and uncertainties that may negatively
impact our future results of operations or projected cash requirements. It is
difficult to predict future quarterly and annual results with certainty.
Among the numerous factors that may affect our consolidated results of
operations or financial condition are the following:
? Our largest customer represented 84% of our consolidated revenues for the three
months ended March 31, 2022. In the event of material failures to meet contract
obligations related to the services provided, there is risk of breach of
contract and loss of the customer and related future revenues. Additionally,
loss of the customer and related future revenues or a reduction in revenues
could result if they or their customers choose an alternative service provider,
build an in-house solution, or decide to exit the business or service line that
falls under the services that we provide for them.
? Weakness or instability in the global financial markets could have a negative
impact due to potential customers (most of whom perform some type of financial
services) delaying decisions to purchase software or initiate processing
services.
? Increased federal and state regulations and reluctance by financial
institutions to act as sponsor banks for prospective customers could result in
losses and additional cash requirements.
? Delays in software development projects could cause our customers to postpone
implementations or delay payments, which would increase our costs and reduce
our revenue and cash.
? We could fail to deliver software products which meet the business and
technology requirements of our target markets within a reasonable time frame
and at a price point that supports a profitable, sustainable business model.
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? Our processing business is impacted, directly or indirectly, by more
regulations than our licensed software business. If we fail to provide services
that comply with (or allow our customers to comply with) applicable regulations
or processing standards, we could be subject to financial or other penalties
that could negatively impact our business.
? A security breach in our platform could expose confidential information of our
customers' account holders, hackers could seize our digital infrastructure and
hold it for ransom or other cyber risk events could occur and create material
losses in excess of our insurance coverage.
? Software errors or poor quality control may delay product releases, increase
our costs, result in non-acceptance of our software by customers or delay
revenue recognition.
? We could fail to expand our base of customers as quickly as anticipated,
resulting in lower revenue and profits and increased cash needs.
? We could fail to retain key software developers and managers who have
accumulated years of know-how in our target markets and company products or
fail to attract and train a sufficient number of new software developers and
testers to support our product development plans and customer requirements at
projected cost levels.
? Increasing and changing government regulations in the United States and foreign
countries related to such issues as data privacy, financial and credit
transactions could require changes to our products and services which could
increase our costs and could affect our existing customer relationships or
prevent us from getting new customers.
? Delays in anticipated customer payments for any reason would increase our cash
requirements and could adversely impact our profits.
? Competitive pressures (including pricing, changes in customer requirements and
preferences, and competitor product offerings) may cause prospective customers
to choose an alternative product solution, resulting in lower revenue and
profits (or losses).
? Our future capital needs are uncertain and depend on a number of factors;
additional capital may not be available on acceptable terms, if at all.
? Volatility in the markets, including as a result of political instability,
civil unrest, war or terrorism, or pandemics or other natural disasters, such
as the recent outbreak of coronavirus, could adversely affect future results of
operations and could negatively impact the valuation of our investments.
? Other general economic and political conditions could cause customers to delay
or cancel purchases.
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