Epicor Software Corporation Q1 2008 Earnings Call Transcript

Epicor Software Corporation (EPIC)

Q1 2008 Earnings Call

April 29, 2008 5:00 pm ET

Executives

Damon Wright - Senior Director of Investor Relations

Thomas Kelly - Chief Executive Officer, President and Director

Michael A. Piraino - Chief Financial Officer and Executive Vice President

John Hiraoka – Chief Marketing Officer

Analysts

Ajay Kasargod - Piper Jaffray

Richard Baldry - Canaccord Adams

Steve Koenig - KeyBanc Capital Markets

Brad Sills – Lehman Brothers

Abhey Lamba - UBS

Richard Davis – Needham

Analyst for Ross McMillan - Jeffries & Company

Presentation

Operator

Welcome to the Epicor Q1 2008 earnings results conference call. (Operator Instructions) Now at this time, I’ll turn things over to our host Damon Wright, Senior Director of Investor Relations.

Damon Wright

We appreciate you taking this time to join us on our call to discuss Epicor’s 2008 first quarter financial results. Our press release issued this afternoon detailing these results can be accessed on our website at www.epicor.com under the Investor section.

Joining us on today’s call are Tom Kelly, Epicor’s President and CEO, and Michael Piraino, Executive Vice President and CFO. Tom will begin the call with a few comments, followed by Michael, who will discuss certain financial results in more detail. Our Chief Marketing Officer, John Hiraoka is also on the call to participate in the Q&A session that will follow the prepared remarks.

Before we begin, I would appreciate your patience as I review our Safe Harbor statement. The discussions on today’s call will include forward-looking statements. These forward-looking statements include statements regarding the company’s expected revenue, earnings and other financial results, as well as expected new product releases and other statements that are not historical facts. Actual results may differ materially from those expressed or implied in the forward-looking statements.

For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in our forward-looking statements, please see our annual report on Form 10-K for the period ended December 31, 2007. Today’s comments will also include the discussion of certain non-GAAP financial measures, such as adjusted EBITDA, free cash flow and non-GAAP revenue and non-GAAP earnings, which exclude among other things amortization of prior intangible assets; stock-based compensation expense; restructuring and other charges.

The most directly comparable GAAP financial measures and information reconciling the company’s non-GAAP and GAAP results are included in our earnings release and in the Form 8-K to be filed with the SEC.

With that I would now like to turn the call over to Tom.

Thomas Kelly

It’s a privilege to be addressing you for the first time as the President and CEO of Epicor. While I am very disappointed in Epicor’s financial performance for the quarter, I took this position at Epicor because of the strong history of growth and profitability that the company has experienced over the past several years. I’ve taken leadership over from George Klaus, who along with his management team over a 12-year period took Epicor from $30 million in annual revenue and losing money to delivering more than $400 million in revenues and $66 million in free cash flow in 2007.

Epicor has a core base of more than 20,000 customers that depend upon our technology, products, and people to run their businesses every single day. I am here to build upon this foundation and to take Epicor into its next stage of growth and profitability. I realize that in light of our Q1 performance these may sound like empty words. Epicor will be judged on its performance over the balance of the year and over the years to come, and I fully understand that what we deliver is what the market reacts to.

During the first quarter Epicor faced three separate issues at the same time which negatively impacted our Q1 financial results. While I believe these types of issues can be a common occurrence within a successful, rapidly growing company, these short-term issues are not an excuse for falling short of our commitments to our shareholders. I believe the issues were largely Epicor related which in my mind makes our performance against our expectations all the more unacceptable.

Our shareholders’ disappointment in our results is reflected in our current stock price, and it’s up to Epicor to prove that our company is undervalued. I take a very hands on approach to running the company. And I have been and will continue to be highly involved in every aspect of our business.

One of the buzzwords that I am driving through the organization right now is “accountability”. We’ll say what we’ll do and we do what we say. If we fall short there will be accountability in this organization and that will apply across all areas of Epicor. We’re going to start doing things a bit differently under my watch starting with this conference call.

I’m going to ask Michael to start off by reviewing some of the key financial metrics from the quarter that are not detailed in the press release. I then plan to cover these primary issues. First, specific details on the issues we encountered in Q1 and how we have addressed the problems underlying these issues.

Secondly, how we recast our business outlook for the remainder of the year and why we have confidence in that outlook. And lastly, what went right in Q1 and some of the mega trends that we are tracking, which we believe can be complementary and additive to our existing businesses.

Michael A. Piraino

Now turning to some financial metrics from the quarter, you can all read the press release and tables for the bulk of the information, but I will provide some color around a few specific areas. Based on the acquisition of NSB in February and the application of purchase accounting rules, which require us to write down to fair value NSB deferred revenue from software, consulting and maintenance, some Q1 results and our Q2 and full year 2008 revenue guidance are being provided on a non-GAAP basis. Please refer to the non-GAAP reconciliation tables at the end of our earnings release.

GAAP revenue for the first quarter was $102.2 million and non-GAAP was $104 million, which included approximately $1.6 million in maintenance, approximately $200,000 in consulting and approximately $50,000 in software revenue loss to purchase accounting. You can see the breakout of our Q1 revenue by segment in the statement of operations. And Tom will be spending time addressing software revenue and consulting revenue and gross margin in a minute.

Hardware and other revenues were slightly above our prior guidance at $6.1 million down year-over-year due to the timing of customer orders. The revenue and profit bright spot for Epicor this quarter was maintenance, which grew to more than $47 million on a non-GAAP basis.

Maintenance revenue streams benefited from 94% retention rates and more than 150 win-backs during the quarter. The win-backs are expected to generate an excess of $3.2 million in additional maintenance revenue on an annual basis. Maintenance is our most profitable business segment and is key for Epicor’s continued cash generation.

We had a first quarter GAAP net loss of $7 million or $0.12 per share which included a tax benefit of $4.1 million. While the fact that we had a GAAP loss is directly attributable to significantly lower revenues and margins than originally expected, we also had a number of items related to the NSB acquisition and company restructuring, that we knew would negatively impact GAAP earnings.

As expected, amortization was higher this quarter than past quarters by nearly $3 million and we had expense of $1.6 million for option contracts, recorded another income to hedge the purchase price of NSB. Since the transaction was denominated in pounds sterling. We were successful in limiting our exposure to currency fluctuations, and in the end we had a net benefit in the final purchase price for NSB of more than $7.5 million USD based on currency movement versus the announced price of $322 million USD.

We also had approximately $4.1 million in company restructuring expense related to management severance and cost reductions from the elimination of redundancies in Epicor’s retail business. Excluding these expenses adjustments in stock comp on a non-GAAP basis net income was $4 million or $0.07 per diluted share.

As previously stated, Epicor is operating NSB as part of our retail division. Integration of all functions into Epicor’s retail division, which includes our prior acquisition of CRS Retail Systems in December of 2005, began immediately upon the close of the transaction in early February, making it more difficult to separate revenue and cost between the two companies as each day goes on. Since this acquisition just took place, we are able to provide for this quarter only what we believe is a good representation of NSB’s contribution for the period.

In the first quarter of 2008, NSB contributed approximately $12 million in total revenue to Epicor of which $1 million was hardware, and the transaction was slightly dilutive on a non-GAAP basis for the quarter. We did a good job of managing overall expenses this quarter versus last year, especially in light of adding the NSB infrastructure in February. Sales and marketing and R&D were up primarily based on the additional heads and programs that came along with NSB. Our G&A was down both in absolute dollars and as a percentage of revenue.

Now taking look at some margin analysis. Software license gross margins, excluding amortization, were up sequentially to 80.7% versus 78.5% in Q4 2007 due primarily to mix, which included less third party royalties. Consulting gross margins were negative minus 1.8% due to in large part to a strategic consulting project for which we had to adjust cost estimates and bring forward estimated future losses. Tom will cover the details on this shortly.

Consulting revenue and margins were also impacted by lower then expected utilization rates relating to the integration of NSB and the significant hiring we’ve done in low cost geographies, over the past several quarters. This of course required more training to bring these consultants up to fully billable rates.

We expect consulting margins to rebound in the second quarter moving back to the mid to high teens and increasing throughout the remainder of the year. Maintenance gross margins were 74.9% down from 77.6% in the year ago period due to the addition of NSB maintenance revenues, which have traditionally had a lower gross margin.

Hardware and other gross margin were negative, minus 4.2% impacted by a customer settlement and some significant lower margin hardware sales for large customers. Overall, 2008 first quarter gross margins excluding amortization were 48.5% on a non-GAAP basis down sequentially from Q4 ‘07, overall gross margins of 57.8%.

Adjusted EBITDA margin on a GAAP basis was also negatively impacted and fell short of expectations at 5.9%. Our mix of Americas and international software license revenues for the quarter was split approximately 73% Americas and 27% international. The change in mix is due to solid Americas ERP license sales, as well as to international license revenues coming in below our expectations. Tom will spend more time on this again in a moment.

2008 first quarter total revenues benefited by approximately $2.5 million from currency fluctuation, which was offset by $3.6 million in higher international costs. When we factor in a foreign exchange gain included in other income, which excludes the NSB option contract loss, the net currency impact to our income statement during the quarter was a loss of approximately $160,000.

We have strong collections during the quarter in excess of $130 million. Free cash flow, a non-GAAP measure, which we defined as adjusted EBITDA, plus stock comp, minus CapEx, taxes and net interest was approximately $3 million for the quarter. Historically Q1 is always the lowest cash generating quarter of the year and we were impacted meaningfully by our lower than expected margins and restructuring costs. On an annual basis we expect to continue to generate substantial free cash flow of $75 to $80 million, up approximately 17% the midpoint from approximately $66 million for the 2007 year.

As of March 31, 2008 the balance sheet included the $104.9 million in cash equivalents in short-term investment, which benefited from more than $33 million in cash from NSB’s balance sheet. Our total long-term debt balance at March 31, 2008 was $382.8 million consisting primarily of 2-3/8% $230 million obligation to holders of the company’s convertible bond and the LIBOR based $152 million in term loan from our credit facility to help fund the NSB acquisition.

With that I’d now like to turn the call back over to Tom.

Thomas Kelly

I want to spend some time covering in detail the facts that drove these numbers and how we’ve address to each area. The biggest impact was in our consulting and we did have a change in the senior management of our consulting business during the quarter. With revenues several million dollars below our expectations in the negative margin the consulting line was the biggest disappointment accounting for more than half of our revenue shortfall and hurting the bottom line by at least $0.07 to $0.08.

At mid-2007, the company entered into a strategic consulting deal with a large customer. This was a deal that fell outside the normal course and scope of our consulting business. We had turnover in the team leading this program in Q1 of this year, and we performed a complete evaluation of where the project stood and what was left to be completed to meet our commitment to the customer.

Following the review it was determined that significantly more work was required that would be covered by the contract. And we reallocated significant consulting resources to this project that we have been unable to bill to date. This provided a double hit in the quarter, as these resources were not generating revenue on other deals, nor were they currently billable on this deal, creating a meaningfully negative margin that impacted the quarter.

We also made an estimate of what it would take to fully complete this project and accrue these costs in Q1 less the original consulting fees agreed upon with the customer. This accrual will make the project earnings neutral in future quarters if our estimated cost to complete remains unchanged.

In hindsight, this contract was not well planned from the outset, had significant skill creep and was poorly handled by all involved. That said, it is our customers that make us successful and we stand behind our commitments to them. We believe that we’ve accounted for all future costs on this contract in Q1, so going forward there should be no P&L impact and we expect consulting margins to immediately return to the mid to high teens in Q2 and build throughout the year.

One thing I want to stress is that this project does not fall under the scope of our normal consulting implementation business. This was a one-off contract outside of our manufacturing sector the likes of which Epicor has not entered into previously.

Now let me turn to the software line. Back in February upon the completion of the NSB acquisition, we cautioned that we expected our retail vertical to face a challenging first half of 2008. We announced that bringing together two of the dominant players in the specialty retail space would create a temporary lengthening of our retail customers buying decision process as they waited for our detail product strategy. Originally we expected to take our go forward retail product strategy to the market in February.

However, a company gets one chance to do this right and the most important thing was to ensure we got our strategy 100% correct at the beginning. To ensure we made the proper technology and product decisions it took some extra time, about to the middle of March to complete delivering our messaging to the product. We have now fully conveyed our protected extend plan to the retail market, confirming the continued support enhancement of all the core NSB and Epicor retail products, including point of sale, merchandising and CRM.

Convergence, the third component of our product strategy will focus on creating a next generation retail product that leverages the best features and capabilities for each company’s products, and provides our customers solutions that they can rely upon as they grow.

We believe that our messaging has been very well received by current and perspective customers as well as by industry analysts and the trade media. In fact, we are already beginning to experience significant benefits from being the market share leader in specialty retail.

We are being brought into more new and large deals than ever before. We are seeing cross selling opportunities to take the product and services offerings from each former standalone company into our large combined base of leading retail customers and our retail pipelines are growing. We have made a large investment in the retail vertical. And we expected to pay dividend as we continue as the market share leader in this growing market.

Let’s take a look at international. We had some pockets of strength internationally, especially in the Asia Pacific region. But we experienced still slippage in certain geographies.

We do not see any specific market conditions that caused this. However, during the quarter we did have some significant senior management changes in corporate with our President and COO announcing his intention to leave mid-way through the quarter.

We also had significant focus by management on closing and integrating NSB. These distractions are behind us and the new team is squarely in place, and appropriately focused to cover every aspect of our worldwide business. We saw no changes in the international competitive environment and our Q2 pipelines remain strong, giving us every expectation for solid international license sales for the remainder of the year.

I want to spend a little time now on how we recast our financial guidance. While the numbers track similarly, it is definitely incorrect to assume that we simply subtracted the Q1 shortfall from our previous annual guidance to arrive at our new guidance.

After careful evaluation of the issues in Q1 and the steps taken to ensure the problems underlying the issues were addressed, we took the opportunity to completely review our budget, our cost structure, and our internal models from which we derived our financial guidance. I passed every one of our revenue stakeholders to carefully reexamine their businesses in light of what happened in Q1 with an eye out for other factors that could influence customer spending decisions in their specific areas throughout the remainder of the year. This was a bottoms up approach across the entire organization.

Michael and I then took these new forecasts and applied what we believe was an appropriate level of conservatism to arrive at our revised non-GAAP guidance. This was a complex process that took a completely new look at the business from revenue expectations to cost structures. It’s my responsibility to ensure that every area within Epicor is highly focused on meeting the commitments we have put forward to our customers and shareholders. I believe this process was reflective of that.

So what went right? It can be frustrating for all of our employees when temporary setbacks that impact a very short period in the life of Epicor completely overshadow everything good that the company has done over the past 12 years.

As I stated up front Epicor is an excellent company that has consistently delivered growing revenue and profits on an annual basis over the past several years. The backbone of this company is technology, products, customers and people. The things that make us great have not changed. There were a number of things that weren’t right in Q1 and it’s important to remember that Epicor remains a growing company with industry leading solutions that run the businesses of more than 20,000 of the world’s top companies.

During the quarter we added another 106 new customers and won back more than 150 customers that have gone off maintenance that are now back on. Retention rates remain near all time high at 94% a testament to the tremendous value of our products that our people provide on a daily basis to our customers.

We are well on our way to generating more then $200 million in highly profitable maintenance revenues this year. This is an incredible franchise with gross margins in excess of 75%. Domestic license sales were solid validating our position that spending on ERP solutions in our focused verticals will continue to be a top priority even in the face of possible economic weakness.

The average size of our top ten software deals was $440,000 and we continued to be pulled up market by Fortune 1,000 CIOs, who are looking down market for a better ROI for their large divisions. They are questioning why they should spend millions of dollars on a multiyear ERP implementation, when Epicor can provide superior functionality at a fraction of the price with a single point of accountability.

We hit our targeted annual cost savings from NSB, with the elimination of the public company costs and redundancies in people and programs. And perhaps most important of all, we believe we will generate between $75 to $80 million in free cash flow this year up 17% over the mid-point of the $66 million generated in 2007. Our employees have a lot to be proud of about what they’ve accomplished in this quarter.

I want to switch gears a bit to turn from discussing the past to looking towards the future. We are highly focused on making sure we’ve addressed the issues that have impacted us in Q1. We are even more focused on ensuring we are appropriately meeting and anticipating the requirements of our current and perspective customers in our ERP and retail markets.

Our existing markets are tremendously important. They are the businesses that support our financial expectations. I believe it is also critical for our company to identify and prepare to capitalize on the bigger picture. We’re always looking for areas that are complementary and additive to our solid ERP and retail businesses.

In addition there are mega trends that can play a significant role in shaping the future course of a company and of an industry. Two of the trends that Epicor has been monitoring for some time and shouldn’t come as a surprise to any of you are the mobile and software as a service.

I want to stress that these areas are areas that I can believe can be complementary and additive to our businesses by adding point solutions to our offerings or going after adjacent verticals in which we don’t currently compete. I will absolutely not allow our forward thinking in any area be it a mega trend or a new vertical to be a distraction to our executing our core business.

However, if we can drive additional opportunity in revenue from areas we don’t currently address or where we can provide supplementary benefits for our existing customers, I plan to do so.

To sum up in Q1 we face three issues that hit us at the same time on the heels of a record fourth quarter. The problems underlying these issues have been addressed and we believe our outlook is good and our Q2 pipelines are strong in every vertical and geography we address. Although we do not control the macroeconomic environment, we have some insight into our customers projected spending, which is reflective in our forecast.

We have more than 20,000 customers that rely upon Epicor everyday and we are optimizing our business model to insure that we do everything in our power to meet our targets for revenues, earnings and cash flows for the 2008 year.

In these prepared remarks, I’ve tried to make it clear that I will be taking a very hands on approach to running Epicor’s businesses and plan to drive accountability throughout this organization.

One of the most important things to me personally and I believe a key to success for any public company is consistency of quarterly results. The phrase “say what we do and do what we say” applies to our quarterly guidance and I intend to do my best to deliver consistency to our shareholders.

We’re ready to take questions.

Question-and-Answer Session

Operator

(Operator Instructions) Your first question comes from Ajay Kasargod - Piper Jaffray.

Ajay Kasargod - Piper Jaffray

Michael on the free cash flow guidance that you’ve given out there, what did you factor in for working capital in that $75 to $80 million?

Michael A. Piraino

Ajay, actually in all the free cash flow numbers that we’ve given both historical and the forward-looking, we haven’t factored in any movements in working capital. We wouldn’t expect them to be significant, obviously. But the growth in receivables we would expect if not a dollar-for-dollar, at least a similar growth in payables, accrued expenses and deferred revenue. So I would not expect the impact of working capital changes to have a significant impact on free cash flow.

Ajay Kasargod - Piper Jaffray

What have you factored in on CapEx?

Michael A. Piraino

CapEx we factored in about $15 million for 2008. Now that’s quite a significant increase from the prior year. I think in 2007, we had about $8 million in CapEx, but there are a handful of projects this year around the world that we really do. We are an IT company and obviously we want to be technologically advanced in terms of communications and structure and we’ve got a lot of offices that have to be integrated. So we’ve got a little bit more aggressive capital program going this year. But I’ve estimated $15 million.

Ajay Kasargod - Piper Jaffray

Tom, when you talk about the exhaustive review you made on your model, can you just talk to us about the products and verticals that will drive performances? And how does Epicor 9 factor into your outlook?

Thomas Kelly

I went through all our current businesses, and as you know today, or may not know we’re organized in two fashions. We have our Epicor retail organization. So I reviewed the detailed pipelines in the Epicor retail division. And then we have the existing Epicor businesses, where manufacturing is really our leading sector that we participate in and although we certainly have other sectors. So my reviews in those sectors were very much organized by geography, which is how I went about looking at it and I looked at the Americas pipeline, the international pipeline, and we went into some fair degree of detail.

In terms of where I see our growth and where I see, what I’m counting on for my business going forward. I’m counting on balance. I believe that our retail business has a lot of strength to it. I’m counting on my Americas business to continue to strengthen as demonstrated in Q1. And I believe that the international markets have the pipelines and no underlining market conditions that would interfere with those pipelines to allow us to deliver the NLR going forward.

So that’s how I went through this process. And the process was arguably more detailed in all honesty, because I am somewhat new here, very new here. And so I drove into detail to understand the dynamics and the thinking behind my executives as they build these forecasts up. And I utilized Michael beside me to factor in the historical perspectives.

Relative to the Epicor 9, I want to remind, as I understand there’s never been any guidance provided that 2008 was dependent, the revenues on Epicor 9 nor do we now project that it is dependent on Epicor 9. And so that factored into my plans in 2008, that doesn’t impact my revenues.

Operator

Your next question comes from Richard Baldry - Canaccord Adams.

Richard Baldry - Canaccord Adams

If you looked specifically into some detail on the G&A line, the absolute dollar number right around $12 million is sharply lower than both the fourth quarter number, and basically any quarter in ‘07. Can you talk maybe how that came down that dramatically and sequentially where we should see it?

Michael A. Piraino

Rich, the comparison between G&A this quarter and the same quarter last year is really in about three or four categories. We had a terrific collections quarter. I think I mentioned that in my prepared remarks. And so we were able to reduce our bad debt, expense charge for the quarter somewhat significantly.

You might also recall Q1 of last year, we were still somewhat new the SOX area and we had significant professional fees in Q1 of last year, which we’ve always said, as we got better about SOX and our accountants and advisors got better about SOX, there’d be a learning curve and we’d be able to take those expenses down. We’ve done that.

We’ve also benefited from a travel perspective, a T&E perspective, and both somewhat less year-over-year. And then of course with the lower performance this year’s first quarter versus last year’s first quarter, we’ve got lower bonus and stock compensation running through the line.

Richard Baldry - Canaccord Adams

How should we expect that to look sequentially? Was it a normalized basis?

Michael A. Piraino

I think from the modeling standpoint, I think based on the new revenue, which will include a full quarter of NSB, I think if you’re 11% to 12% of total revenue each quarter the remaining three quarters I think you’ll be in the right range.

Operator

Your next question comes from Steve Koenig - KeyBanc Capital Markets.

Steve Koenig - KeyBanc Capital Markets

On the international weakness, you talked about the slipped deals, that’s probably the one area out of the three that I feel I have less visibility on than the other areas and would want to get a little bit more color on that around where was it weak or what products and what cost and what’s happened with those deals as well?

Thomas Kelly

Let me start with what’s happened with them. We don’t see any of those deals that we lost, but that’s important to start right there. And this was, I went through, Steve, and I went through this in detail and it really is a handful, a number of deals that slid out of the quarter that slid out just a classic slide. I drove down in it, I pushed on it and it is my determination that it was simply nothing more than that.

We had in several of the markets, I am not sure it’s important to go into the countries, nor does it benefit me from competitive situations where that goes, but it really were conditions that slid out of the quarter. We expect those deals were not lost. And I know that doesn’t give you some quantitative thing that you can go put your finger on as far as an answer, but from my standpoint that was also what has given me confidence in not only the pipelines but also the reasons.

I don’t see any competitive reason, no product reason, and no market condition, anything that gave rise to that slide. So that really is as much detail I am able to lay out for you, but I am comfortable with my outlook for Q2 in the international market.

Steve Koenig - KeyBanc Capital Markets

Tom, was the international weakness in terms of its impact on license revenues, was it, roughly in the same order of magnitude as the retail license problem, and were they evenly contributing to the license revenue miss?

Thomas Kelly

They are pretty close to even. It’s pretty close. Clearly consulting was one and then these two guys in terms of the other impact on the P&L, certainly a license it was pretty evenly spread between international and retail.

Steve Koenig - KeyBanc Capital Markets

Do you have the deals over 500K and deals over a million for us?

Michael A. Piraino

I do. We had no deals over a million; in the top ten we had no deals over a million, period. And we had three deals over $500,000.

Operator

Your next question comes from Brad Sills – Lehman Brothers.

Brad Sills – Lehman Brothers

On the development cost, you mentioned it increasing due to NSB project, could you just elaborate a little bit on where we should see that going for the remainder of the year, given that you’ve got Epicor 9 project winding down, and then now also with this convergence project in there as well?

Thomas Kelly

Certainly Epicor 9 is in the full throw. This is really where much of our effort in the non-retail development sector is not much but the largest single project is clearly Epicor 9.

Michael A. Piraino

Yes, just in terms of providing some metrics. Those of you that have been with us for some time, remember clearly that over the last, I don’t know six, eight, 10 quarters, maybe 12 quarters, we’ve essentially operated R&D below 9% of revenue. There’s really two things that are influencing the mix in 2008.

Number one is we talked about on every call and we’re glad to talk about it and that is we are in the middle of the development cycle for our brand new product, Epicor 9. And clearly we are spending the appropriate amount of resources through the balance of this year to make sure that product comes to market with the highest quality possible.

The other thing that’s influential in 2008 is that we probably even mentioned this when we talked about the NSB acquisition a couple of months ago. They have historically not done offshore development. They have not done development in lower cost geographies. So as we bring them on, obviously, it’s part of the integration plan. We hope to improve that picture somewhat.

So those are the two things that are influencing ‘08 in terms of the comparison to the historical perspective. So going forward, again, just looking at the balance of the year, I think somewhere around 10.5% to 11.5% of revenue is probably the right range to be in, in terms of R&D cost.

Brad Sills – Lehman Brothers

On deferred, what was the sequential increase excluding NSB, the deferred revenue sequential increase or even just the balance excluding NSB?

Michael A. Piraino

Well the actual increase is $20 million. And I think NSB contributed probably $15 to $16 million of that, something like that. So there was a small increase from the heritage Epicor for lack of a better term, but the lion’s share of the increase came as a result of the NSB acquisition.

Operator

Your next question comes from Abhey Lamba - UBS.

Abhey Lamba - UBS

Given your view of the spending impact is in your industry verticals that you have focused on. What do you think is a market growth rate in those segments this year? And how does that compare to your organic license forecast?

Thomas Kelly

We have found that spending in the retail space and [AMR] in particular and I’ll have John do a little more elaboration, actually is not impacted by downturns.

It’s a time that the retailers, the forward thinking retailers take the effort to invest in systems and technologies to allow them to be more aggressive, more productive and more competitive when the upturn turns. And there’s some data and details on that.

And we have also found that the ERP spending trends in outside vertical often times lag these downturns, so we’re not sure today that we see any impact nor in terms of our pipelines or in terms of our forecast that would reflect some change in buying habits, given all the talk and in fact the possible economic downturn that we are in. So that is a quantitative and qualitative mix on that.

John Hiraoka

We think the three areas, if you look at three principle vertical markets that we serve, if you look at manufacturing with the weaker dollar we’re looking at export manufacturing increasing. The primary production sector actually looks to be solid. And as well as the Global 2000 is investing. So we are seeing market analyst research relative to that and again strength in the pipeline.

On the retail side, as Tom mentioned, a lot of the top tier retailers are now going to invest in infrastructure, and while they might not be doing as many store rollouts, actually now becomes a better time in these markets for them to do new system replacements and actually go with some of the new key applications like assortment planning, merchandise planning, etc. So we see opportunity there.

Lastly, the supply chain sector is actually an area where, typically in these types of markets, there is a lot of investment. So we are continuing to see strength across each one of our vertical industries as well as what’s being reflected in the pipeline.

Thomas Kelly

And in terms of the guidance on the market growth, you can do the math. The guidance that we provided out there, the math says that the midpoint of the software guidance for the year that we’re looking at a flat software growth.

Abhey Lamba - UBS

In terms of the international deals that slipped, have you closed any of the deals that slipped from the previous quarter so far?

Thomas Kelly

I don’t know that as I sit here today. I don’t know that.

Operator

Your next question comes from Richard Davis - Needham.

Richard Davis - Needham

First, where do you see consulting? Where should they be? Obviously, not negative but somewhere between negative and something. What should they be?

Thomas Kelly

Well, in our commentary we said we expect in the Q2 to get to the high teens or the mid to high teens and then find ourselves growing through to 20% through the year. So that’s exactly what I’m doing. I have some pretty high expectations of what I want to see consulting be in years beyond.

But right now, I took the opportunity to have consulting report directly to me for the last month or so since we’ve had the change in the leadership, six weeks. And so, I’ve gotten a more intimate understanding of exactly how we’re operating. We’ve got a lot of incredibly talented people in our consulting organization, and it’s given me a chance to see the organization and the capabilities we can deliver. My confidence in our ability to return to those mid to high teens in the second quarter remains high as I sit here today, and I expect that we should be able to improve above 20% throughout the year as I go.

So my objective is to provide some level of consistent quarter improvement in consulting and have more focus on margins and less focus on what is maybe as an accelerated growth. My most important focus right now in consulting is on margins, because I think that’s what’s going to have the biggest impact on my bottom line, quite frankly.

I don’t want to do anything to inhibit our ability to deliver our software products, and so we will continue to staff accordingly to make sure that we can keep pace with our license implementations and the demands that we have from our installed base. But I expect that over the course of this year, we should be able to drive consistently better margins through the quarters. And then when we go into next year, I can set the bar somewhat higher.

Richard Davis - Needham

Who’s running global sales now?

Thomas Kelly

Lauri Klaus.

Richard Davis - Needham

And then with regard to a turnaround, you usually need a team of people, whatever two, four, or six or obviously a bunch of people, but do you have that team? Do you feel like you have that team to run the plays that you need to do here or where are we in that regard?

Thomas Kelly

Well, let me start with the word turnaround. This is not a turnaround. I am very familiar with turnarounds and intimately familiar with some. This is not a turnaround. We are a robust, we have so many good things going on in this company, in our products, in our people, our markets. This is absolutely not a turnaround.

In terms of my team, I’m very happy with my team. I met with them yesterday in addition to my normal staff meetings to talk about our communication strategies as we go out after this call and talk to our employees. I believe that one of the great things that George left me, he is still very active, but one of the great things that George handed over to me, he handed over a great team.

And I’m working well with them. I’m proud of them, and I support them with what they do. I think I got the right players to lead through the hiccup in Q1 and to take advantage of the opportunities throughout the balance of the year. And we are always, myself and my team looking for other talent and other kinds of capabilities that could allow us to compete more effectively. And that’s something that we as a group are always looking for. So I’m excited about what I have got right now.

Richard Davis - Needham

So just as you said in the prepared remarks, its more like, look lets get focused, lets not do incorrect things. But that’s really the driver of the goal, is that a fair assessment?

Thomas Kelly

It’s absolutely a fair assessment. I don’t want to say that there was any lack of focus before, because you couldn’t have built this company to where it was with a lack of focus. But I believe that with a little more attention and a higher degree of importance on discipline and execution, accountability all these things that are earmarks to how I operate, I think, that we will be able to have greater confidence in our results and greater predictability in our ability to deliver them. That’s currently my read of it today.

Operator

Your last question comes from Analyst for Ross McMillan – Jeffries & Company.

Analyst for Ross McMillan - Jeffries & Company

You mentioned $15 million for CapEx this year, do you expect some of that to roll off in ‘09 and would we go back more to a $10 million base, what you had in the past?

Michael A. Piraino

We haven’t thought a whole lot about ‘09 from a CapEx perspective. If you push me out on the ledge there I would probably say, with NSB and being, $15 million in that range in an international company, I wouldn’t expect it to roll off too much.

I think as I said earlier, we’ve got an international infrastructure in communication requirement that’s important. We got call centers who are providing 24/7 support around the world. Maybe we will be lucky and keep the hammer out and knock a million or two off it, but I wouldn’t look for it to go down to terribly much in 2009.

Analyst for Ross McMillan - Jeffries & Company

On these slipped deals that you talked about will any of these deals be more concentrated on the higher-end or were they just across the board different sizes? In other words are you seeing tightening at the higher-end of deal sizes in the budget, IT budget? If on the deals that slipped were these more focused at higher end purchases or just generally across the board?

Thomas Kelly

Generally, they were across the board, but generally a deal, the larger the deal probably the chance it has to slip because there are more signatures on it, in all honesty. That’s usually, when you get right down at the practical aspect, or maybe we are attracting so many deals at any given time I’d say there was some slippage across the board. But as I said earlier I found no macro or general trend that indicated a problem that whether it be large product, competitive nothing that indicated that it was nothing more than a general slippage in that area and I fully expect them to close this quarter fully.

Operator

Your next question is a follow-up from Ajay Kasargod - Piper Jaffray.

Ajay Kasargod - Piper Jaffray

Tom, when you talked about your review and your view of the pipeline can you just talk to us about the deal pipeline? And also your assumptions around close rates, how is the same or how is changed in terms of forecasting?

Thomas Kelly

We expect our close rates in Q2 to go to their norms, we don’t expect, we’re not counting on any extraordinarily high close rates. We expect that the low close rate that was obviously reflected because of the deal slippage in international will return to norm. And there is not any evidence that it will not, The pipelines support it, in fact and so I am not building a model that requires any excessively or higher than historical or higher than seasonal or anything different from what would be fully supported by the pipelines in the history of the company in the close rates.

Operator

Your next question is a follow-up from Steve Koenig - KeyBanc.

Steve Koenig - KeyBanc Capital Markets

Tom, I’m wondering on the retail side. Can you give us any improve points, qualitative or other or deals, etc., about your customers being ready to make some larger commitments this quarter? And also related to that, you made comments about how retailers should spend in a downturn. Does your guidance assume that retail revenues are up this year on a pro forma combined basis or have you built some conservatism into your guidance with respect to that?

Thomas Kelly

Well first of all, I can’t give you any more detailed summary on the retail forecast. I went through it and absent giving you the forecast, which I’m not, I’ve gone through and I’ve looked at the numbers, I’ve looked at the account names, I’ve stayed on top of the progress all the way through the quarter. And as I sit here today on this call, I believe that we are tracking on base to achieve the results that I am planning on, or counting on in the retail division. Now that’s the best I can give you at this point in time.

In terms of our guidance for the year for software revenues, we gave our guidance in total software for the year. We didn’t breakout our guidance, I think for revenues for all the various product lines. And so, I don’t want to get into breaking out guidance on when I think retail software revenues are going to be and manufacturing and any others. But I expect that these markets will buy throughout the year.

I don’t see any evidence that they’ll in the pipeline that they reacting to the possible economic slowdown and to the contrary we’ve done some historical work when we looked at what the analyst and what the people who study these markets have told us. And they, as John indicated and I mentioned earlier, the historical data says that they invest, that they don’t shy away from investing during this period.

And that is what’s embedded in our outlook for the year. But it is still founded fundamentally when we look at the pipeline, that’s where the rubber hits the road, we look at the pipeline and we go from there.

Operator

That is all the time we have for your questions today.

Thomas Kelly

In closing, I want to thank all of our employees throughout the world who have done an excellent job for Epicor and our customers each and everyday. Their dedication is reflected in our growing customer satisfaction rates and industry leading customer retention.

And I’ll add here, I am just very proud of them. They work hard, they are here long hours, they have a great attitude, I like the spring in their step, and I am very pleased to have them around. And I am exceedingly happy to been able to join them as we go and build this company. We look forward to meeting with many of you at the various conferences over the next few months, and I look forward to personally getting involved with all of you. Thank you all, and have a good evening.

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