Teletouch Reports Second Quarter 2013 Fiscal Year Results

Teletouch Reports Second Quarter 2013 Fiscal Year Results

FORT WORTH, Texas--(BUSINESS WIRE)-- Teletouch Communications, Inc. (OTCBB: TLLE), a leading U.S. cellular services provider and consumer electronics distributor, reported audited consolidated results on Form 10-Q and announced financial results for its second fiscal quarter ended November 30, 2012.

2nd Quarter Results - Financial

  • Total operating revenues of $5.00 million
  • Income from continuing operations of $0.06 million
  • EBITDA from continuing operations of $0.28 million
  • Net loss from continuing operations of $0.38 million

Year-to-Date Highlights - Financial (as reported)

  • Total operating revenues of $10.22 million
  • Income from continuing operations of $0.43 million
  • EBITDA from continuing operations of $0.88 million
  • Net loss from continuing operations of $0.49 million
  • Reduced total liabilities by $2.47 million

Material Subsequent Event - Settlement of Texas Sales Tax Obligation

  • On January 7, 2013, the Company entered into a settlement agreement with the State of Texas ("State") related to the prior reported sales tax obligation of its wholly owned subsidiary, Progressive Concepts, Inc. ("PCI"), assessed following an audit of tax periods from January 2006 through October 2009;
  • The settlement reduced PCI's total sales tax obligation from approximately $1.91 million to $1.41 million as of the settlement date, i.e., approximately $0.50 million in penalties and interest will be waived by the State once the tax obligation is paid pursuant to the terms of the settlement, as further described below;
  • Terms of settlement:
    • Settlement obligation to State - $1,413,888 (actual tax assessed from audit);
    • $625,000 down payment ($150,000 was prior paid voluntarily through December 1, 2012, with the remaining $475,000 paid January 10, 2013);
    • Beginning February 15, 2013, PCI shall make 35 payments of $22,000 each month, with a final payment of $18,888 due January 15, 2016 (total of $788,888);
    • Total settlement obligation amount due is interest free;
    • All penalties and interest will be waived by the State after the settlement obligation is paid in full;
  • As the settlement and related current obligation was agreed to (and financed at zero interest) by the State prior to the Company's 2nd quarter financials being released, $1.1 million of the total obligation has been reclassified as a long term obligation on the Consolidated Balance Sheet as of November 30, 2012.

"This year's quarter is not easily compared to last year's same period, as we settled the AT&T litigation in late November 2011," stated T. A. "Kip" Hyde, Jr., President, Chief Operating Officer and Director of Teletouch. "For a more comparable view, adjusted EBITDA for the second quarter was $0.29 million versus an adjusted EBITDA of $0.36 million for the same period last year. Adjusted Operating Income increased to $0.07 million from an adjusted Operating Income of $0.03 million last year. Our adjusted net loss from continuing operations decreased to $0.37 million from $0.59 million in the prior year's quarter. While all-in-all, we maintained a reasonably comparable quarter, we are still not where we need to be to drive solid top and bottom-line growth."

Hyde continued, "Although we expected to close our new senior credit facility during the quarter, a requirement by our prospective new lender to resolve the State of Texas sales tax obligation, and related ongoing negotiations with our current lender, Thermo Credit on payment and inter-creditor terms, have caused unexpected delays. We reached favorable terms with the State in mid-December and completed the settlement agreement in early January, but the negotiations with Thermo Credit continue. At this point, Thermo must agree to terms acceptable to our new lender for the new financing to move forward. We are optimistic that both lenders will reach agreement shortly and our new financing will be completed. However, at this point, we can just watch and wait."

"Meanwhile, our operations suffer each day that we do not have a new credit facility in place to finance needed inventory purchases, expand wholesale partnership opportunities, and support our cellular operations. While we have faced some early challenges in executing on our wholesale business growth plan, we remain committed to the distribution business as the long-term growth engine for the Company. We are working to focus this business unit on fewer key product lines and generating larger customer relationships, in the expectation that these activities will provide substantial growth, especially by leveraging our expected new financing options."

Hyde added, "Until then, the cellular business remains the key income driver of our operations. The rate of cellular subscriber attrition remains within our expectations, but the ongoing subsidies required for cellular phones used for subscriber contract renewals are straining our liquidity. Of particular note, during the quarter, not only was the iPhone 5 launched, but also the price of the iPhone 4 was significantly reduced, which combined with the start of the holiday season, resulted in substantially increased demand from our cellular subscribers for new cellular handsets, increasing the negative impact on our cash and earnings. Although the net present value of the required two-year services contract renewal and related transfer value at the end of our AT&T contract far exceeds the up-front subsidy on each handset, the subsidized amount is recognized immediately, which negatively impacts current earnings and cash. Until our new credit facility is in place, we are actively monitoring subscriber upgrade activity and may have to curtail certain subsidies and services over time."

Hyde concluded, "The delays in completing the new financing have clearly impacted all areas of our business. We see many opportunities to grow, but need the additional liquidity that a new credit facility will provide in order to act upon them. At this point, it is clear that the timing of an agreement between our new lender and Thermo Credit is not within our control. Until then, we will continue to review all of our corporate expense structures and look for available ways to improve our overall profitability. However, we remain optimistic that a new facility will be implemented in the relatively near future, and once put in place, we expect to drive new sales growth through the back half of the fiscal year."


The Company's fiscal second quarter 2013 earnings conference call is scheduled on January 30, 2013, at 4:15 p.m. Eastern (3:15 p.m. Central). To join, participants will call 866-901-2585 or 404-835-7099. Callers will be asked to provide their first and last names, email address, company and/or financial institution name, as applicable. Participants are advised to dial in approximately 10-15 minutes before the conference call is scheduled to begin. After information is given to the operator, participants will be placed on music-hold prior to the start of the call, then all added to call at start. After the speakers conclude their prepared remarks, the moderator will provide instructions to all calling participants on how to queue up their questions.

For its second fiscal quarter ended November 30, 2012, the Company announced the following results [the Tables below present selected financial data, including certain non-GAAP measures; see Teletouch's Form 10-Q for its quarter ended November 30, 2012, filed on January 22, 2013 for complete financials and additional information]:

Teletouch Communications, Inc.
(in thousands, except shares and per share amounts)
Three Months Ended
November 30November 30  

$ Change

% Change
Summary Operating Results:
Service revenue$3,411$3,853$(442)-11.5%
Product sales revenue 1,592  2,422  (830)-34.3%
Total operating revenues5,0036,275(1,272)-20.3%
Cost of service(671)(941)270-28.7%
Cost of products sold (1,675) (2,395) 720 -30.1%
Gross margin on service revenue2,7402,912(172)-5.9%
Gross margin on product sales revenue (83) 27  (110)(G)
Gross margin on total revenue 2,657  2,939  (282)-9.6%
Operating income from continuing operations598,440(8,381)-99.3%
Net income (loss) from continuing operations(376)7,817(8,193)(G)
Net loss from discontinued operations (F)(48)(29)(19)65.5%
Net income (loss)$(424)$7,788$(8,212)(G)
Basic income (loss) per share of common stock from continuing operations$(0.01)$0.16$(0.17)(G)
Diluted income (loss) per share of common stock from continuing operations$(0.01)$0.15$(0.16)(G)
Weighted average shares outstanding:
EBITDA, Adjusted EBITDA, Operating Income and Net Income (Loss) from Continuing Operations Reconciliation:
Net income (loss) from continuing operations$(376)$7,817$(8,193)(G)
Add back:
Depreciation and amortization222332(110)-33.1%
Interest expense374523(149)-28.5%
Income tax expense 61  100  (39)-39.0%
EBITDA from continuing operations (A)2818,772(8,491)-96.8%
Non-cash stock compensation expense640(34)-85.0%
Severance costs4-4100.0%
Litigation costs (AT&T arbitration) (C)-149(149)-100.0%
Gain on settlement with AT&T (D)-(10,000)10,000-100.0%
Management bonuses related to settlement with AT&T (E) -  1,400  (1,400)-100.0%
Total adjustments 10  (8,411) 8,421 (G)
Adjusted EBITDA from continuing operations (B)291361(70)-19.4%
Adjusted Operating Income from Continuing Operations Reconcilation:
Operating income from continuing operations$59$8,440$(8,381)-99.3%
Total adjustments 10  (8,411) 8,421 (G)
Adjusted operating income from operations (B)692940137.9%
Adjusted Net Income (Loss) from Continuing Operations Reconciliation:
Net income (loss) from continuing operations$(376)$7,817$(8,193)(G)
Total adjustments 10  (8,411) 8,421 (G)
Adjusted net loss from continuing operations (B)(366)(594)228(G)
(A) Teletouch's EBITDA means Net income (loss) from continuing operations before depreciation and amortization, interest expense and income tax expense. EBITDA is non-GAAP measure that the Company believes allows for a more complete analysis of our results.

(B) Teletouch's Adjusted EBITDA, Adjusted operating income and Adjusted net income (loss) from continuing operations means EBITDA, Operating income and Net income (loss) from Continuing Operations before non-cash stock compensation expense and significant items that do not occur on a routine basis. These adjusted measurements are non-GAAP measures that the Company believes allows for a more comparative analysis of our results to other periods.

(C) The Company's subsidiary, PCI, commenced binding arbitration against AT&T on September 30, 2009. PCI commenced the binding arbitration to seek relief for damages PCI had incurred as AT&T had prevented PCI from selling the iPhone and other AT&T exclusive products and services that PCI had been contractually entitled to provide to its customers under its distribution agreements with AT&T. The litigation against AT&T was settled on November 23, 2011.

(D) As a result of the settlement and release agreement that was executed with AT&T on November 23, 2011, the Company recorded the initial consideration of $10,000,000 as a gain, which was included in the operating income on the Company's consolidated statement of operations for the three and six months ended November 30, 2011. The initial consideration was comprised of a $5,000,000 cash payment and $5,000,000 credit against PCI's outstanding accounts payable to AT&T.

(E) The Compensation Committee of the Company's Board of Directors approved a bonus for executive and management personnel due to the successful settlement of the litigation against AT&T in November 2011 and in light of the fact that no bonuses were awarded during fiscal year 2011 due primarily to a decrease in earnings caused by delays in this litigation outside of the Company's control.

(F) On August 11, 2012, Teletouch and DFW Communications, Inc. entered into an Asset Purchase Agreement (the "APA") to sell substantially all of the assets of the Company associated with the two-way radio and public safety equipment business. The sale of the business was approved by the Company's Board of Directors on August 10, 2012, and the Company received approximately $1,169,000 of cash consideration for the sale of the assets of the two-way radio and public safety equipment business.

(G) Percent change is not provided if either the latest period or the year-ago period contains a loss.
Teletouch Communications, Inc.
(in thousands, except shares and per share amounts)
Six Months Ended
November 30November 30  


% Change
Summary Operating Results:
Service revenue$7,134$7,979$(845)-10.6%
Product sales revenue 3,089  5,782  (2,693)-46.6%
Total operating revenues10,22313,761(3,538)-25.7%
Cost of service(1,340)(1,945)605-31.1%
Cost of products sold (3,154) (5,767) 2,613 -45.3%
Gross margin on service revenue5,7946,034(240)-4.0%
Gross margin on product sales revenue (65) 15  (80)(G)
Gross margin on total revenue 5,729  6,049  (320)-5.3%
Operating income from continuing operations4348,286(7,852)-94.8%
Net income (loss) from continuing operations(487)7,102(7,589)(G)
Net loss from discontinued operations (F)(145)
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