10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File Number: 000-5734

AGILYSYS, INC.

(Exact Name of Registrant as Specified in its Charter)


Delaware	34-0907152
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
3655 Brookside Parkway, Suite 300 Alpharetta, Georgia	30022
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (770) 810-7800

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, without par value

    AGYS

    Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated filer	☒	Accelerated filer	☐
Non-Accelerated filer	☐	Smaller reporting company	☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 19, 2024, the registrant had 27,881,838 shares of common stock outstanding.

AGILYSYS, INC.

TABLE OF CONTENTS



Part I. Financial Information
	Item 1	Financial Statements (Unaudited)	3

		Condensed Consolidated Balance Sheets – June 30, 2024 (Unaudited) and March 31, 2024	3

		Condensed Consolidated Statements of Operations (Unaudited) – Three Months Ended June 30, 2024 and June 30, 2023	4

		Condensed Consolidated Statements of Comprehensive Income (Unaudited) – Three Months Ended June 30, 2024 and June 30, 2023	5

		Condensed Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended June 30, 2024 and June 30, 2024	6

		Condensed Consolidated Statements of Shareholders' Equity (Unaudited) – Three Months Ended June 30, 2024 and June 30, 2023	7

		Notes to Condensed Consolidated Financial Statements (Unaudited)	8

	Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17

	Item 3	Quantitative and Qualitative Disclosures About Market Risk	23

	Item 4	Controls and Procedures	23

Part II. Other Information

	Item 1	Legal Proceedings	24

	Item 1A	Risk Factors	24

	Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	24

	Item 3	Defaults Upon Senior Securities	24

	Item 4	Mine Safety Disclosures	24

	Item 5	Other Information	24

	Item 6	Exhibits	25

Signatures			26

AGILYSYS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


(In thousands, except share data)	June 30, 2024 (Unaudited)			March 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	144,111		$	144,891
Accounts receivable, net of allowance for expected credit losses of $944 and $974, respectively		27,308			29,441
Contract assets		3,523			2,287
Inventories		5,300			4,587
Prepaid expenses and other current assets		6,523			7,731
Total current assets		186,765			188,937
Property and equipment, net		17,663			17,930
Operating lease right-of-use assets		17,843			18,384
Goodwill		32,659			32,791
Intangible assets, net		16,706			16,952
Deferred income taxes, non-current		76,237			67,373
Other non-current assets		7,825			8,063
Total assets	$	355,698		$	350,430
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	10,085		$	9,422
Contract liabilities		49,200			56,148
Accrued liabilities		13,127			19,522
Operating lease liabilities, current		4,992			4,279
Total current liabilities		77,404			89,371
Deferred income taxes, non-current		549			554
Operating lease liabilities, non-current		18,903			19,613
Other non-current liabilities		4,671			4,415
Commitments and contingencies
Shareholders' equity:
Common shares, without par value, at $0.30 stated value; 80,000,000 shares authorized; 33,342,288 shares issued; and 27,872,345 and 27,376,862 shares outstanding at June 30, 2024 and March 31, 2024, respectively		10,003			10,003
Treasury shares, 5,469,903 and 5,965,426 at June 30, 2024 and March 31, 2024, respectively		(1,642	)		(1,791	)
Capital in excess of stated value		98,277			94,680
Retained earnings		151,861			137,755
Accumulated other comprehensive loss		(4,328	)

SEC Form 10-Q filed by Agilysys Inc.