e8vk - sec.gov | home of report (date of earliest event reported): november 5, 2009 (november 5,...

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0000950123-09-057969.txt : 200911050000950123-09-057969.hdr.sgml : 2009110520091105070256ACCESSION NUMBER:0000950123-09-057969CONFORMED SUBMISSION TYPE:8-KPUBLIC DOCUMENT COUNT:41CONFORMED PERIOD OF REPORT:20091105ITEM INFORMATION:Results of Operations and Financial ConditionITEM INFORMATION:Regulation FD DisclosureITEM INFORMATION:Financial Statements and ExhibitsFILED AS OF DATE:20091105DATE AS OF CHANGE:20091105

FILER:

COMPANY DATA:COMPANY CONFORMED NAME:ACI WORLDWIDE, INC.CENTRAL INDEX KEY:0000935036STANDARD INDUSTRIAL CLASSIFICATION:SERVICES-PREPACKAGED SOFTWARE [7372]IRS NUMBER:470772104STATE OF INCORPORATION:DEFISCAL YEAR END:0930

FILING VALUES:FORM TYPE:8-KSEC ACT:1934 ActSEC FILE NUMBER:000-25346FILM NUMBER:091159417

BUSINESS ADDRESS:STREET 1:120 BROADWAY, SUITE 3350CITY:NEW YORKSTATE:NYZIP:10271BUSINESS PHONE:402-390-7600

MAIL ADDRESS:STREET 1:120 BROADWAY, SUITE 3350CITY:NEW YORKSTATE:NYZIP:10271

FORMER COMPANY:FORMER CONFORMED NAME:TRANSACTION SYSTEMS ARCHITECTS INCDATE OF NAME CHANGE:19950109

8-K1c54454e8vk.htmFORM 8-K

e8vk

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November5, 2009 (November5, 2009)

ACI WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Delaware

0-25346

47-0772104

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

120 Broadway, Suite3350
New York, New York 10271
(Address of principal executive offices) (Zip Code)

Registrants Telephone Number, Including Area Code: (646)348-6700

(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 thefiling obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule425 under the Securities Act(17 CFR 230.425)

o Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule14d-2(b) under theExchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule13e-4(c) under theExchange Act (17 CFR 240.13e-4(c))

Item2.02. Results of Operation and Financial Condition.

On November5, 2009, ACI Worldwide, Inc. (the Company) issued a press release announcing itsfinancial results for the three months ended September30, 2009. A copy of this press release isattached hereto as Exhibit99.1.

The foregoing information (including the exhibits hereto) is being furnished under Item2.02-Results of Operations and Financial Condition and Item7.01- RegulationFD Disclosure. Suchinformation (including the exhibits hereto) shall not be deemed filed for purposes of Section18of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated byreference in any filing under the Securities Act of 1933, as amended, except as shall be expresslyset forth by specific reference in such filing.

The filing of this report and the furnishing of this information pursuant to Items 2.02 and7.01 do not mean that such information is material or that disclosure of such information isrequired.

Item7.01. RegulationFD Disclosure.

See Item2.02- Results of Operations and Financial Condition above.

Item9.01. Financial Statements and Exhibits.

99.1 Press Release dated November5, 2009

99.2 Investor presentation materials dated November5, 2009

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has dulycaused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ACI WORLDWIDE, INC.

/s/ Scott W. Behrens

Scott W. Behrens, Senior Vice President, Chief Financial

Officer, Controller and Chief Accounting Officer

Date: November5, 2009

3

EXHIBIT INDEX

Exhibit No. Description

99.1

Press Release dated November5, 2009

99.2

Investor presentation materials dated November5, 2009

4

EX-99.12c54454exv99w1.htmEX-99.1

exv99w1

Exhibit99.1

ACI Worldwide, Inc.
120 Broadway Suite3350
New York, NY 10271
646.348.6700
FAX 212.479.4000

NewsRelease

Investors contact:

Media Contact:

Tamar Gerber

Gretchen Lium

Vice President, Investor Relations & Financial Communications

IR Results

646.348.6706

303-638-9185

ACI Worldwide, Inc. Reports Financial
Results for the Quarter Ended September30, 2009

OPERATING HIGHLIGHTS

Achieved $11.9million in operating income, representing significant operatingexpense improvement of $13.1million over prior-year quarter

EPS of $0.23, an increase of $0.18 over prior-year quarter, driven largely by$0.38 improvement in operating expenses offset by lower revenues and higher taxes

Renewed large US bank customer as standard ILF/annuity contract; achievedgo-live with 41 customers including large BASE-24-eps systems as well asSEPA-compliant cross border cash management systems.

Quarter Ended

September 30, Better / (Worse) Better / (Worse)

2009 September 30, 2008

September 30, 2008

Sales $ 96.4 $ (10.2 ) (10 )%

Revenue $ 104.5 $ (4.1 ) (4 )%

GAAP OperatingIncome $ 11.9 $ 8.9 297 %

(NEW YORK November5, 2009) ACI Worldwide, Inc. (NASDAQ:ACIW), a leading internationalprovider of electronic payments software and solutions, todayannounced financial results for the period ended September30, 2009. We will hold a conferencecall on November5, 2009, at 8.30 a.m. EST to discuss this information. Interestedpersons may also access a real-time audio broadcast of the teleconference atwww.aciworldwide.com/investors.

This past week we announced an alliance with Bell ID which expands our comprehensive back officeproduct suite. Bell ID is consistent with our long-stated goal of strategically adding productdepth to our portfolio, particularly in non-US markets. Outside of the corporate developmentactivity, this was a quarter with milestone renewal events, significant add-on sales and a lot ofmanagement energy dedicated to the improvement of our product offerings. Our financial results arebeginning to reflect both increased efficiency and profitability in our business as well as bettermanagement of our expense structure. I was especially pleased to see us attain an operating marginof over 11%, said Chief Executive Officer Philip Heasley.

FINANCIAL SUMMARY

Sales

Sales bookings in the quarter totaled $96.4million which was a reduction of 10%, or $10.2million,as compared to the September2008 quarter. Term extension timing in both EMEA and Asia resulted ina reduction of $12million in EMEA term renewal sales business and a rise of $2.4million in Asiarenewals over prior-year quarter. Sales net of term extensions of $74.3million were a result ofan add-on sales rise in the Americas channel category by$20million, largely due to expansion of ourrelationship with large North American renewal customers, while EMEA contracted by $17.6millionand Asia contracted by $1.7million in sales, respectively.

Revenues

Revenue was $104.5million in the quarter ended September30, 2009, a reduction of $4.1million or4% over the prior-year quarter revenue of $108.6million. The decrease in revenue was largelyattributable to initial license fee revenue variance ofapproximately $4.0million primarily due to the non-recurring impact of the final Faster Paymentscustomer revenue in the EMEA region in the prior-year quarter.

Backlog

As of September30, 2009, our estimated 60-month backlog was $1.487billion as compared to $1.476billion at June30, 2009, and $1.414billion as of September30, 2008. As of September30, 2009,our 12-month backlog was $342million, a decrease from $349million in the quarter

ended June30,2009, while representing an increase compared to $323million for the quarter ended September30,2008.

Liquidity

We had $103.0million of cash and cash equivalents at September30, 2009, a decrease of$11.4million as compared to September30, 2008. As of September30, 2009, we also hadapproximately $75.0million in available borrowings under our credit facility.

Operating Free Cash Flow

Operating free cash flow (OFCF) for the quarter was $(10.4) million compared to $(0.3) millionfor the September2008 quarter. The year-over-year negative variance in operating free cash flow of$10.1million was largely due to timing of receipts under term renewal contracts signed in thequarter.

Operating Income

Operating income was $11.9million in the September2009 quarter, an improvement of $8.9million ascompared to operating income of $3.0million in the September2008 quarter.

Operating Expenses

Operating expenses were $92.5million in the September2009 quarter compared to $105.6million inthe September2008 quarter, an improvement of $13.1million or 12.4%. Operating expense variancesover prior-year quarter were mainly driven by avariance of $9.9million in human resource costs, partially due to prior-years inclusion of IToutsourcing transition expenses, headcount reductions, as well as cost reductions of $1.8millionin travel and entertainment fees and $0.7million in facility costs.

Other Income and Expense

Other expense for the quarter was $0.4million, compared to other income of $0.4million in theSeptember2008 quarter. The increase in other expense versus the prior-year quarter resultedprimarily from a $0.5million reduction in foreign currency gains compared to thesame period in the prior year.

Taxes

Income tax expense in the quarter was $3.8million as compared to $1.7million in the prior-yearquarter. The increase of $2.1million was due primarily to increased operating income as comparedto prior-year quarter.

Net Income and Diluted Earnings Per Share

Net income for the quarter was $7.8million, compared to net income of $1.7million during the sameperiod last year.

Earnings per share for the quarter ended September2009 was $0.23 per diluted share compared toearnings of $0.05 per diluted share during the same period last year.

Weighted Average Shares Outstanding

Total diluted weighted average shares outstanding were 34.2million for the quarter ended September30, 2009 as compared to 34.8million shares outstanding for the quarter ended September30, 2008.

Re-affirmation of Guidance

We do not anticipate any significant changes to our annual guidance reaffirmed in October basedupon what we are seeing in our business markets to date. However, we currently anticipate that wewill achieve the low end of sales guidance. Guidance,incorporating previously disclosed risks and opportunities, remains as indicated on October6,2009. Calendar year guidance is as follows: Sales of $414-428million, GAAP revenue ofapproximately $406million and GAAP Operating Income of $36.7-38.5million.

-End-

About ACI Worldwide, Inc.

ACI Worldwide is a leading provider of software and services solutions to initiate, manage, secureand operate electronic payments for major banks, retailers and processors around the world. Thecompany enables payment processing, online banking, fraud prevention and detection, and back-officeservices. ACI solutions provide agility, reliability, manageability and scale, to more than 800customers in 90 countries. Visit ACI Worldwide at www.aciworldwide.com.

Non GAAP Financial Measures

ACI is presenting operating free cash flow, which is defined as net cash provided (used)byoperating activities, excluding after-tax cash payments for employee related actions and IBM ITOutsourcing transition and severance, less capital expenditures and plus or minus net proceedsfrom IBM. Operating free cash flow is considered a non-GAAP financial measure as defined by SECRegulationG. We utilize this non-GAAP financial measure, and believe it is useful to investors,as an indicator of cash flow available for debt repayment and other investing activities, such ascapital investments and acquisitions. We utilize operating free cash flow as a further indicator ofoperating performance and for planning investing activities. Operating free cash flow should beconsidered in addition to, rather than as a substitute for, net cash provided (used)by operatingactivities. Operating free cash flow may not be computed in a similar manner by other companies.A limitation of operating free cash flow is that it does not represent the total increase ordecrease in the cash balance for the period. This measure also does not exclude mandatory debtservice obligations and, therefore, does not represent the residual cash flow available fordiscretionary expenditures. We believe that operating free cash flow is useful to investors toprovide disclosures of our operating results on the same basis as that used by our management. Wealso believe that this measure can assist investors in comparing our performance to that of othercompanies on a consistent basis without regard to certain items, which do not directly affect ourongoing cash flow.

Reconciliation of Operating Free Cash Flow Quarter Ended September 30,

(millions) 2009 2008

Net cash provided by operating activities $ (8.0 ) $ 3.2

Net after-tax payments associated withemployee related actions $ 0.3 $ 0.4

Net after-tax payments associated with IBM ITOutsourcing $ 0.3 $ 0.6

Transition and Severance

Less capital expenditures (0.7 ) (2.6 )

Less alliance technical enablement expenditures (2.3 ) (1.9 )

Operating Free Cash Flow $ (10.4 ) $ (0.3 )

* Tax Effected at 35%

Management generally compensates for limitations in the use of non-GAAP financial measures byrelying on comparable GAAP financial measures and providing investors with a reconciliation ofnon-GAAP financial measures only in addition to and in conjunction with results presented inaccordance with GAAP. We believe that these non-GAAP financial measures reflect an additional wayof viewing aspects of our operations that, when viewed with our GAAP results, provide a morecomplete understanding of factors and trends affecting our business.

ACI also includes backlog estimates which are all software license fees, maintenance fees andservices specified in executed contracts, as well as revenues from assumed contract renewals to theextent that we believe recognition of the related revenue will occur within the correspondingbacklog period. We have historically included assumed renewals in backlog estimates based uponautomatic renewal provisions in the executed contract and our historic experience with customerrenewal rates.

Backlog is considered a non-GAAP financial measure as defined by SEC RegulationG. Our 60-monthbacklog estimate represents expected revenues from existing customers using the following keyassumptions:

Maintenance fees are assumed to exist for the duration of the license term for thosecontracts in which the committed maintenance term is less than the committed license term.

License and facilities management arrangements are assumed to renew at the end of theircommitted term at a rate consistent with our historical experiences.

Non-recurring license arrangements are assumed to renew as recurring revenue streams.

Foreign currency exchange rates are assumed to remain constant over the 60-month backlogperiod for those contracts stated in currencies other than the U.S. dollar.

Our pricing policies and practices are assumed to remain constant over the 60-monthbacklog period.

Estimates of future financial results are inherently unreliable. Our backlog estimates requiresubstantial judgment and are based on a number of assumptions as described above. These assumptionsmay turn out to be inaccurate or wrong, including for reasons outside of managements control. Forexample, our customers may attempt to renegotiate or terminate their contracts for a number ofreasons, including mergers, changes in their financial condition, or general changes in economicconditions in the customers industry or geographic location, or we may experience delays in thedevelopment or delivery of products

or services specified in customer contracts which may cause theactual renewal rates and amounts to differ from historical experiences. Changes in foreigncurrency exchange rates may also impact the amount of revenue actually recognized in futureperiods. Accordingly, there can be no assurance that contracts included in backlog estimates willactually generate the specified revenues or that the actual revenues will be generated within thecorresponding 60-month period.

Backlog should be considered in addition to, rather than as a substitute for, reported revenue anddeferred revenue. Backlog may not be computed in a similar manner by other companies.

The presentation of these non-GAAP financial measures should be considered in addition to our GAAPresults and is not intended to be considered in isolation or as a substitute for the financialinformation prepared and presented in accordance with GAAP.

Reclassification

The Company redefined its cost of software license fees in order to better conform to industrypractice. The definition has been revised to be third-party software royalties as well as theamortization of purchased and developed software for resale. Previously, cost of software licensefees also included certain costs associated with maintaining software products that have alreadybeen developed and directing future product development efforts. These costs included humanresource costs and other incidental costs related to product management, documentation,publications and education. These costs have now been reclassified to research and development andcost of maintenance and services.

Forward-Looking Statements

This press release contains forward-looking statements based on current expectations that involve anumber of risks and uncertainties. Generally, forward-looking statements do not relate strictly tohistorical or current facts and may include words or phrases such as believes, will, expects,anticipates, intends, and words and phrases of similar impact. The forward-looking statementsare made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of1995.

Forward-looking statements in this press release include, but are not limited to, statementsregarding (i)the expectations that our financial results are beginning to reflect both increasedefficiency and profitability in our business as well as better management of our expense structure;(ii)the companys 12- and 60-month backlog estimates; and (iii)expectations and assumptionsrelating to 2009 financial guidance, including sales, GAAP revenues and GAAP operating income.

Forward-looking statements can be affected by the judgments and estimates underlying suchassumptions or by known or unknown risks and uncertainties. Many of these factors will be importantin determining our actual future results. Consequently, no forward-looking statement can beguaranteed. Actual future results may vary materially from those expressed or implied in anyforward-looking statement, and our business, financial condition and results

of operations could bematerially and adversely affected. In addition, we disclaim any obligation to update anyforward-looking statement after the date of this press release.

All of the foregoing forward-looking statements are expressly qualified by the risk factorsdiscussed in our filings with the Securities and Exchange Commission. Such factors include, but arenot limited to, risks related to the global financial crisis, restrictions and other financialcovenants in our credit facility, volatility and disruption of the capital and credit markets, ourrestructuring efforts, the restatement of our financial statements, consolidation in the financialservices industry, changes in the financial services industry, the accuracy of backlog estimates,material weaknesses in our internal control over financial reporting, our tax positions, volatilityin our stock price, risks from operating internationally, increased competition, our offshoresoftware development activities, the performance of our strategic product, BASE24-eps, the maturityof certain legacy retail payment products, our strategy to migrate customers to our next generationproducts, ratable or deferred recognition of certain revenue associated with customer migrationsand the maturity of certain of our legacy retail payment products, demand for our products, ouralliance with IBM, our outsourcing agreement with IBM, the complexity of our products and servicesand the risk that they may contain hidden defects or be subjected to security breaches,governmental regulations and industry standards, our compliance with privacy regulations, systemfailures, the protection of our intellectual property, future acquisitions and investments andlitigation. For a detailed discussion of these risk factors, parties that are relying on theforward-looking statements should review our filings with the Securities and Exchange Commission,including our most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Qand 8-K.

ACI WORLDWIDE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(unaudited and in thousands)

September 30, December 31,

2009 2008

ASSETS

Current assets

Cash and cash equivalents $ 102,986 $ 112,966

Billed receivables, net of allowances of $2,852 and $1,920,respectively 86,486 77,738

Accrued receivables 8,305 17,412

Deferred income taxes 17,217 17,005

Recoverable income taxes 505 3,140

Prepaid expenses 10,939 9,483

Other current assets 10,847 8,800

Total current assets 237,285 246,544

Property, plant and equipment, net 18,041 19,421

Software, net 26,674 29,438

Goodwill 203,611 199,986

Other intangible assets, net 26,313 30,347


Other assets 11,605 14,207

TOTAL ASSETS $ 552,958 $ 552,842

LIABILITIES AND STOCKHOLDERS EQUITY

Current liabilities

Accounts payable $ 14,880 $ 16,047

Accrued employee compensation 24,141 19,955

Deferred revenue 103,400 99,921

Income taxes payable 2,338 78

Alliance agreement liability 5,237 6,195

Deferred income taxes 1,507

Accrued and other current liabilities 21,452 24,068

Total current liabilities 172,955 166,264

Deferred revenue 28,722 24,296

Note payable under credit facility 75,000 75,000


Alliance agreement noncurrent liability 28,836 37,327

Other noncurrent liabilities 28,125 34,023

Total liabilities 337,989 339,001

Commitments and contingencies (Note 14)

Stockholders equity

Preferred stock, $0.01 par value; 5,000,000 shares authorized; noshares issued andoutstanding at September30, 2009 and December31, 2008

Common stock; $0.005 par value; 70,000,000 shares authorized;40,821,516 shares issued at September30, 2009 and December31, 2008 204 204

Common stock warrants 24,003 24,003

Treasury stock, at cost, 6,841,411 and 5,909,000 shares outstandingat September30, 2009 and December31, 2008, respectively (159,973 ) (147,808 )

Additional paid-in capital 307,235 302,237

Retained earnings 58,533 58,468

Accumulated other comprehensive loss (15,033 ) (23,263 )

Total stockholders equity 214,969 213,841

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $ 552,958 $ 552,842

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited and in thousands, except per share amounts)

Three Months Ended September 30,

2009 2008

Revenues:

Software license fees $ 40,714 $ 46,460

Maintenance fees 34,862 33,963

Services 28,885 28,137

Total revenues 104,461 108,560

Expenses:

Cost of software license fees (1) 3,936 3,588

Cost of maintenance and services (1) 27,959 31,320

Research and development 20,071 19,170

Selling and marketing 14,911 18,450

General and administrative 21,064 28,889

Depreciation and amortization 4,577 4,185

Total expenses 92,518 105,602

Operating income 11,943 2,958

Other income (expense):

Interest income 117 635

Interest expense (488 ) (1,149 )

Other, net 16 932

Total other income (expense) (355 ) 418

Income before income taxes 11,588 3,376

Income tax expense 3,829 1,659

Net income (loss) $ 7,759 $ 1,717

Earnings (loss)per share information

Weighted average shares outstanding

Basic 34,012 34,534

Diluted 34,170 34,806

Earnings (loss)per share

Basic $ 0.23 $ 0.05

Diluted $ 0.23 $ 0.05

(1) The cost of software license fees excludes charges for depreciation but includes amortizationof purchased and developed software for resale. The cost of maintenance and services excludescharges for depreciation.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited and in thousands)

For the Three Months Ended

September 30,

2009 2008

Cash flows from operating activities:

Net income $ 7,759 $ 1,717

Adjustments to reconcile net loss to net cash flows from operating activities

Depreciation 1,616 1,580

Amortization 4,391 3,956

Tax expense of intellectual property shift 550 590

Amortization of debt financing costs 84 84

Gain on reversal of asset retirement obligation

Gain on transfer of assets under contractual obligations

Loss on disposal of assets 23 17

Change in fair value of interest rate swaps 653 775

Deferred income taxes (5,391 ) 2,862

Stock-based compensation expense 2,026 2,617

Tax benefit of stock options exercised 8 205

Changes in operating assets and liabilities:

Billed and accrued receivables, net (13,096 ) 1,363

Other current assets 1,617 834

Other assets (834 ) 494

Accounts payable (4,194 ) (230 )

Accrued employee compensation 4,294 (958 )

Proceeds from alliance agreement 3,100

Accrued liabilities (2,457 ) (2,615 )

Current income taxes 4,869 (2,888 )

Deferred revenue (8,455 ) (10,414 )

Other current and noncurrent liabilities (1,483 ) 60

Net cash flows from operating activities (8,020 ) 3,149

Cash flows from investing activities:

Purchases of property and equipment (743 ) (2,180 )

Purchases of software and distribution rights (6 ) (441 )

Alliance technical enablement expenditures (2,347 ) (1,898 )

Proceeds from alliance agreement

Proceeds from assets transferred under contractual obligations (30 )

Acquisition of businesses, net of cash acquired (473 ) 20

Net cash flows from investing activities (3,569 ) (4,529 )

Cash flows from financing activities:

Proceeds from issuance of common stock 321 311

Proceeds from exercises of stock options 147 2,812

Excess tax benefit of stock options exercised 24 79

Purchases of common stock

Common stock withheld from vested restricted stock awards for payrolltax withholdings (277 )

Payments on debt and capital leases (383 ) (844 )

Net cash flows from financing activities (168 ) 2,358

Effect of exchange rate fluctuations on cash 340 (4,830 )

Net decrease in cash and cash equivalents (11,417 ) (3,852 )

Cash and cash equivalents, beginning of period 114,403 98,193

Cash and cash equivalents, end of period $ 102,986 $ 94,341

EX-99.23c54454exv99w2.htmEX-99.2

exv99w2

Exhibit 99.2

September 30, 2009 Quarterly Results

November 5, 2009

This presentation contains forward-looking statements based on currentexpectations that involve a number of risks and uncertainties. The forward-looking statements are made pursuant to safe harbor provisions of the PrivateSecurities Litigation Reform Act of 1995. A discussion of these forward-looking statements and risk factors that may affect them is set forth at the endof this presentation. The Company assumes no obligation to update anyforward-looking statement in this presentation, except as required by law.

Private Securities Litigation Reform Act of 1995

Safe Harbor For Forward-Looking Statements

Phil Heasley, Chief Executive Officer

Ron Totaro, Chief Operating Officer

Scott Behrens, Chief Financial Officer

Q&A: Phil Heasley, Ron Totaro and Scott Behrens

Phil Heasley, Chief Executive Officer

Market Commentary

Mega-bank Trends

Banks used to regard each unit and country as disparate entities

Now we are seeing banks moving towards global deals in softwareinfrastructure to improve efficiencies

The good news is that deals under discussion are larger and morecomprehensive projects

The bad news is that these type of deals take longer to close

Still seeing lots of interest in payments system investments

Speed hampered by rigid approval processes

Banks paying cash closer to final contractual date

Seeing usual YE sales volatility

Band of possible sales outcomes for 2009

Our preference is to maintain moderate growth with good operatingmargins, not growth for its own sake

Product alliances

Ron Totaro, Chief Operating Officer

Quarterly Business Review

Q3 2009 Business Performance

Revenues mostly flat when adjusting for impact of tail end of deals related toFaster Payments in Q3 2008

EMEA ILF business was significantly lower than last year's quarter

Consistent monthly recurring revenue

Expenses strongly improved, YTD-09 ~$33 million less than YTD-08

Restructuring HR savings at approximately $5.2 million reduction over prior-yearquarter

Prior year also had significant IT outsourcing and service contractor/HR costswhich did not recur in 2009 largely due to Faster Payments/Middle East switch

Good discretionary expense management throughout the business

IBM System z fraud system sale at a major European bank, severalsignificant System z deals with all product engines in current pipeline in bothNorth and South America

Fraud is seeing more individual pipeline opportunities right now than wholesale

Q3 2009 Sales Results

Q3 2009 Sales Highlights:

Significant add-on activity as relationship management deals continue to do well in thisenvironment:

Both Americas and EMEA saw major sales in Retail system add-ons

Term extension activity in developed markets:

Key Americas term extensions: JPMC, Target, Redeban, Transbank

Key EMEA extensions included Visa Europe, ABN, The Co-Op Bank (UK)

Q3 2009 sales down 10% relative to prior-year quarter

Decline in new account/ new application sales globally as customers are slow to commitcapital to new vendor relationship in current economy

Wholesale payments business contraction led by $7 million in term extensions inQ3-2008 which did not recur in Q3-09; however, we booked $1.1 million higher add-on sales in the current quarter compared to prior-year quarter

Application sales impacted by fewer terms and, therefore, fewer add-ons vs prior-year quarter

year quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarter

year quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarteryear quarter

Q3 2009 Channel Sales Results

Sales (net of Term Extensions)

Term Extension Sales

Total Sales

Q3 2009 v Q3 2008 Channel Performance:

Total top 5 customers accounted for 45% of sales dollars inthe quarter compared to 35% in Q2-09 and 12% in Q3-08due to size of renewals in current quarter

Americas:

Top 5 customers accounted for $41.4 million ofsales in Q3- 09 vs. $16.0 million of sales in Q3- 08.

JPMC renewal led Americas sales, also aided byrange of US retail customers and Latin banks

EMEA:

Top 5 customers accounted for $12.8 million ofsales in Q3- 09 vs. $22.6 million of sales in Q3- 08.

Sales figure driven by credit card agencies,processors, UK banks.

Asia-Pacific:

Top 5 customers accounted for $5.5 million of salesin Q3- 09 vs. $4.1 million of sales in Q3- 08.

Renewals and add-ons across region

Renewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across regionRenewals and add-ons across region



Historic Sales By Quarter 2008-2009

Historic Sales By Quarter 2008-2009

Channel Summary

Americas

Monthly recurring revenue reduction of $1.4 million or 4% compared to prior-year due to higherdeferred MLF revenue releases in prior-year quarter

Monthly recurring revenue rise of $1.0 million or 3% compared to June quarter

Continued to protect revenue base with renewals across the Latin America region (Redeban MulticolorSA, Transbank, Red Link SA )

US significant term renewal revenue events: JPMC renewal, Target (XPNET)

Two new On-Demand customers (large national fast food retailer, credit union)

EMEA

Two large ESP service deals closed at major credit card vendor and Cooperative Bank

A new risk management application secured at ABN Amro

In Q3-08 we experienced large renewal bookings of $14 million versus $1.7m in Q3- 09, furtherreinforced last year by strong New Accounts and New Apps activity

Services revenue increased $4.2m underpinned by revenue releases on major projects at a largeEuropean retailer, Wincor, First Data and Saudi Hollandi Bank.

Asia-Pacific

Overall revenue grew ~4% year-over-year but was reduced by $0.6M or ~ 6% versus June quarterdue to revenue booking for significant project go-live (BPI in Philippines) in Q2-09.

Monthly recurring revenue increased by $0.4M or 7% compared to prior year, flat compared to Q2-09

Key deliveries noted in four ACI Global Banker/ACI Payments File Manager projects which comprised~49% of Q3-09 service revenue

Secured renewals in ASEAN, Korea, Pacific, new customer go-live events in Malaysia and Thailand

Q3 Product Development Summary

Wholesale

6 ACI On Demand customers already live on ACI EnterpriseBanker 7.5 (released in June)

Reduced conversion time to bring new customer onto ACIEnterprise Banker from 9-12 months to 5 months

Introduced Agile Payment Strategy ("APS")

Excitement surrounding thought leadership at SIBOS

Many customers discussing how they will implement APS withus

Tightly integrating our products such as new combinationbetween our testing tool "asset" and our financial crimessolution ACI Proactive Risk Manager

Agile Payments Solution Strategy

Be the leading provider of a unified solution that

initiates, manages, secures andoperates payments to maximize the total

economic impact for our customers.

Identified 11 key products tocomprise Agile PaymentsSolutions functionality requiredfor a holistic solution.

Deconstructing products intosoftware services.

Planning organic and inorganicevents to build out services.

Software services will create asingle platform that breaksdown the silos acrosscustomers, channels, networks,payment types, and technologyvendors.

Product & Development Investments

Improved Delivery

BASE24-eps to extend global leadership in fast-growing markets

Cut customer install time for ACI Enterprise Banker by 50%

Organized a new function in the company completely focused oninnovation to drive common architecture and new product concepts

Diversifying product toolbox from retail into wholesale/fraudand back office opportunities

Alliance with Bell ID for Smart Chip Manager

Announced exclusive alliance to provide a global smart chipmanager solution

Financial Review

Scott Behrens, Chief Financial Officer

Key Takeaways from the Quarter

Sales: Down 10% or $10.2 million versus prior-year third quarter or down1% or $1.0 million compared to June quarter

Revenue: Achieved $104.5 million in the current quarter versus $108.6million in Q3-08 quarter, Q3-09 represented a $17.3 million improvementover Q2-09 performance

Variance was mostly driven by the EMEA channel where we had the final FasterPayments/Middle East switch revenues in prior- year quarter

Saw $2 million difference driven by currency fluctuations

Consistent monthly recurring revenues representing 60% of total revenues

Takeaways from the Quarter (cont)

Operating Expenses: Decreased $13.1 million (12%) versus prior-year quarter

Other Income and Expense: ~ $0.4 million loss versus a gain of $0.4 million in Q3-08

Negative variance of $0.5 million in FX gain, Interest income/expense variance essentially offset one another

OFCF: $(10.4) million in Q3-09 vs $(0.3) million in Q3-08 represents a $10.1 million decrease

Impacted by timing of receipt of term renewal cash in Q4 rather than in Q3

Annual OFCF number will be negatively impacted by the 8% reduction in anticipated sales

Annual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated salesAnnual OFCF number will be negatively impacted by the 8% reduction in anticipated sales

Backlog is Still a Significant Contributor to Current Period Revenue

Revenue from sales reduced as absolute volume of renewals,particularly in Europe, was lower than in prior year quarter

'Go lives' from backlog continue to show consistent growth

Revenue from backlog increased particularly when considering thecurrency fluctuations between the two periods

currency fluctuations between the two periodscurrency fluctuations between the two periodscurrency fluctuations between the two periodscurrency fluctuations between the two periodscurrency fluctuations between the two periods

Guidance reiterates stronger operating margins

At this point in time, anticipate full risk/opportunity adjustment is necessary

Sales should come within the risk-adjusted range of $414-428 million

GAAP Revenues are expected at approximately $406 million as sales performto the risk-adjusted number

Stronger operating income performance of $36.8- 38.5 million due to expensemanagement

managementmanagementmanagementmanagementmanagementmanagement

Appendix

Operating Free Cash Flow* ($ millions) Quarter Ended September 30, Quarter Ended September 30, 2009 2008 Net cash provided (used) by operating activities $(8.0) $ 3.2 Net after-tax payments associated with employee-related actions 0.3 0.4 Net after-tax payments associated with IBM IT Outsourcing Transition and Severance 0.3 0.6 Adjustments: Less capital expenditures (0.7) (2.6) Less alliance Technical enablement expenditures (2.3) (1.9) Operating Free Cash Flow $(10.4) $(0.3)

*OFCF is defined as net cash provided (used) by operating activities, less cash payments for employee relatedactions and IBM IT Outsourcing transition and severance, less capital expenditures and plus or minus net proceedsfrom IBM.

Tax effected at 35%

60-Month Backlog ($ millions) Quarter Ended Quarter Ended Quarter Ended

September 30, 2009 June 30, 2009 September 30, 2008 Americas 827 $817 $744 EMEA 504 504 511 Asia/Pacific 156 155 159 Backlog 60-Month $1,487 $1,476 $1,414

ACI Deferred Revenue 132 $140 $131 ACI Other 1,355 $1,336 $1,283 Backlog 60-Month $1,487 $1,476 $1,414

Revenues by Channel ($ millions) Quarter Ended September 30, Quarter Ended September 30, 2009 2008 Revenues: United States $46.2 $39.8 Americas International 12.5 13.3 Americas $58.7 $53.1 EMEA 35.2 45.4 Asia/Pacific 10.6 10.1 Revenues $104.5 $108.6

Monthly Recurring Revenue ($ millions) Quarter Ended September 30, Quarter Ended September 30, 2009 2008 Monthly license fees $19.5 $21.3 Maintenance fees 35.0 34.0 Processing Services 8.4 8.1 Monthly Recurring Revenue $62.9 $63.4

Deferred Revenue & Expense ($ millions) Quarter Ended Quarter Ended Quarter Ended Quarter Ended June 30, June 30, September 30, 2009 2009 September 30, 2008 2008 Short Term Deferred Revenue $103.4 $107.7 $107.3 $123.0 Long Term Deferred Revenue 28.7 32.4 23.3 23.2 Total Deferred Revenue $132.1 $140.1 $130.6 $146.2

Total Deferred Expense $13.0 $13.9 $10.7 $11.3

Non-Cash Compensation and Acquisition Intangibles Quarter ended September 30, 2009 Quarter ended September 30, 2009 Quarter ended September 30, 2008 Quarter ended September 30, 2008 EPS Impact* $ in Millions EPS Impact* $ in Millions Employee-Related $0.05 $1.6 $0.07 $2.3 IBM IT Outsourcing Severance Cost 0.00 0.0 0.01 0.3 IBM IT Outsourcing Transition Costs 0.00 0.0 0.08 2.8 Non-recurring items 0.05 $1.6 0.16 $5.4 Amortization of acquisition-related intangibles 0.03 1.0 0.03 1.0 Amortization of acquisition-related software 0.03 0.9 0.03 0.9 Non-cash equity-based compensation 0.04 1.3 0.05 1.7 Total: $0.14 $4.8 $0.26 $9.0 * Tax Effected at 35%

Other Income / Expense ($ millions) Quarter Ended Quarter Ended Quarter Ended Quarter Ended September 30, 2009 June 30, 2009 September 30, 2008 June 30, 2008 Interest Income $0.1 $0.4 $0.6 $0.7 Interest Expense ($0.5) (0.5) ($1.1) (1.0) FX Gain / Loss $1.1 (4.3) $1.6 (0.7) Interest Rate Swap Loss ($0.7) (0.3) ($0.8) 2.9 Other ($0.4) 1.0 $0.1 0.1 Total Other Income (Expense) ($0.4) ($3.7) $0.4 $2.0

Sales by Channel and Product Division ($ millions) Quarter Ended Quarter Ended Quarter Ended Quarter Ended Quarter Ended September 30, 2009 June 30, 2009 March 31, 2009 December 31,2008 September 30,2008 Sales by Channel: Americas $65.5 $43.8 $38.9 $119.6 $46.8 EMEA 23.3 44.7 17.4 47.1 53.0 Asia Pacific 7.5 8.8 4.6 22.6 6.8 Total Sales $96.4 $97.3 $60.8 $189.3 $106.6

Sales by Product Division: Retail Products $73.1 $62.9 $36.3 $134.3 $70.0 Wholesale Payments 10.5 18.7 11.4 30.3 17.6 Risk Management 7.3 5.6 4.9 14.7 5.5 Application Services 5.5 10.1 8.2 10.0 13.5 Total Sales $96.4 $97.3 $60.8 $189.3 $106.6

Reclassification Recast

The Company redefined its cost of software license fees in order to better conform to industry practice.

The definition has been revised to be third-party software royalties as well as the amortization of purchased technology. Previously,cost of software license fees also included certain costs associated with maintaining software products that have already beendeveloped and directing future product development efforts. These costs included human resource costs and other incidental costsrelated to product management, documentation, publications and education. These costs have now been reclassified to researchand development and cost of maintenance and services.

All products are trademarks or registered trademarks of their respective companies.

All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.All products are trademarks or registered trademarks of their respective companies.

Non-GAAP Financial Measures

ACI is presenting operating free cash flow, which is defined as net cash provided (used) byoperating activities, excluding after-tax cash payments for employee related actions and IBMIT Outsourcing transition and severance less capital expenditures and plus or minus netproceeds from IBM. Operating free cash flow is considered a non-GAAP financial measure asdefined by SEC Regulation G. We utilize this non-GAAP financial measure, and believe it isuseful to investors, as an indicator of cash flow available for debt repayment and otherinvesting activities, such as capital investments and acquisitions. We utilize operating freecash flow as a further indicator of operating performance and for planning investing activities.Operating free cash flow should be considered in addition to, rather than as a substitute for,net cash provided (used) by operating activities. Operating free cash flow may not becomputed in a similar manner by other companies. A limitation of operating free cash flow isthat it does not represent the total increase or decrease in the cash balance for the period.This measure also does not exclude mandatory debt service obligations and, therefore, doesnot represent the residual cash flow available for discretionary expenditures. We believe thatoperating free cash flow is useful to investors to provide disclosures of our operating results onthe same basis as that used by our management. We also believe that this measure can assistinvestors in comparing our performance to that of other companies on a consistent basiswithout regard to certain items, which do not directly affect our ongoing cash flow.

without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.without regard to certain items, which do not directly affect our ongoing cash flow.

Management generally compensates for limitations in the use of non-GAAP financial measuresby relying on comparable GAAP financial measures and providing investors with areconciliation of non-GAAP financial measures only in addition to and in conjunction withresults presented in accordance with GAAP. We believe that these non-GAAP financialmeasures reflect an additional way of viewing aspects of our operations that, when viewedwith our GAAP results, provide a more complete understanding of factors and trends affectingour business.

ACI also includes backlog estimates which are all software license fees, maintenance fees andservices specified in executed contracts, as well as revenues from assumed contract renewalsto the extent that we believe recognition of the related revenue will occur within thecorresponding backlog period. We have historically included assumed renewals in backlogestimates based upon automatic renewal provisions in the executed contract and our historicexperience with customer renewal rates.

Backlog is considered a non-GAAP financial measure as defined by SEC Regulation G.

Our 60-month backlog estimate represents expected revenues from existing customers usingthe following key assumptions:

Maintenance fees are assumed to exist for the duration of the license term for thosecontracts in which the committed maintenance term is less than the committed license term.

License and facilities management arrangements are assumed to renew at the end of theircommitted term at a rate consistent with our historical experiences.

Non-recurring license arrangements are assumed to renew as recurring revenue streams.

Foreign currency exchange rates are assumed to remain constant over the 60-monthbacklog period for those contracts stated in currencies other than the U.S. dollar.

Our pricing policies and practices are assumed to remain constant over the 60-monthbacklog period.


Estimates of future financial results are inherently unreliable. Our backlog estimates requiresubstantial judgment and are based on a number of assumptions as described above. Theseassumptions may turn out to be inaccurate or wrong, including for reasons outside of management'scontrol. For example, our customers may attempt to renegotiate or terminate their contracts for anumber of reasons, including mergers, changes in their financial condition, or general changes ineconomic conditions in the customer's industry or geographic location, or we may experience delaysin the development or delivery of products or services specified in customer contracts which maycause the actual renewal rates and amounts to differ from historical experiences. Changes inforeign currency exchange rates may also impact the amount of revenue actually recognized infuture periods. Accordingly, there can be no assurance that contracts included in backlog estimateswill actually generate the specified revenues or that the actual revenues will be generated within thecorresponding 60-month period.

Backlog should be considered in addition to, rather than as a substitute for, reported revenue anddeferred revenue. Backlog may not be computed in a similar manner by other companies.

The presentation of these non-GAAP financial measures should be considered in addition to ourGAAP results and is not intended to be considered in isolation or as a substitute for the financialinformation prepared and presented in accordance with GAAP.


Forward Looking Statements

This presentation contains forward-looking statements based on current expectations that involve a numberof risks and uncertainties. Generally, forward-looking statements do not relate strictly to historical or currentfacts and may include words or phrases such as "believes," " will," "expects," "anticipates", "looks forwardto," and words and phrases of similar impact. The forward-looking statements are made pursuant to safeharbor provisions of the Private Securities Litigation Reform Act of 1995.

Forward-looking statements in this presentation include, but are not limited to, statements regarding:

Expectations that banks will be moving towards global deals in software infrastructure to improveefficiencies and that this trend will lead to larger, more comprehensive projects;

Belief that there is lots of interest in payments system investments;

Expectations relating to year-end sales volatility;

Belief that fraud offerings are seeing more pipeline opportunities than wholesale offerings;

The company's Agile Payments Solution strategy, market perception of this strategy and the expectationthat this will result in a greater number of customer implementations and enhanced financial results;

The company's 12- and 60-month backlog estimates; and

Expectations relating to 2009 financial guidance, including sales, GAAP revenues and GAAP operatingincome.


Any or all of the forward-looking statements may turn out to be wrong. They can be affected by thejudgments and estimates underlying such assumptions or by known or unknown risks anduncertainties. Many of these factors will be important in determining our actual future results.Consequently, no forward-looking statement can be guaranteed. Actual future results may varymaterially from those expressed or implied in any forward-looking statement. In addition, we disclaimany obligation to update any forward-looking statement after the date of this presentation.

All of the foregoing forward-looking statements are expressly qualified by the risk factors discussed inour filings with the Securities and Exchange Commission. For a detailed discussion of these riskfactors, parties that are relying on the forward-looking statements should review our filings with theSecurities and Exchange Commission, including our Form 10-K filed on March 4, 2009, and oursubsequent quarterly reports on Form 10-Q and current reports on Form 8-K.

The risks identified in our filings with the Securities and Exchange Commission include:

The global financial crisis affecting the banking system and financial markets and the current globaleconomic conditions which could reduce the demand for our products and services or otherwiseadversely impact our cash flows, operating results and financial condition;

Restrictions and other financial covenants contained in our current credit facility that limit our flexibilityin operating our business;

The volatility and disruption of the capital and credit markets and adverse changes in the globaleconomy that may negatively impact our liquidity and our ability to access financing;

The possibility that our restructuring and efficiency efforts as part of the implementation of ourstrategic plan may not achieve the expected efficiencies and cost savings which could affect ourresults of operations and financial condition;


The recent restatements of our financial statements;

The consolidation in the financial services industry that may adversely impact the number ofcustomers and revenues in the future;

The economic changes in the banking and financial services industries that apply to most ofour customers could reduce the demand for our products and services;

Management's backlog estimate which may not be accurate and may not generate thepredicted revenues;

A material weakness that management has identified in our internal control over financialreporting;

Our possible exposure to unknown tax liabilities, which could adversely affect our financialcondition and/or results of operations;

Our stock price, which may be volatile;

Our international operations;

Rapid change and high competition in the software industry which may limit our ability tocompete effectively;

The offshore software development activities that we are engaged in, which may not besuccessful and which may put our intellectual property at risk;

One of our most strategic products, BASE24-eps, which could prove to be unsuccessful in themarket;

Our announcement of the maturity of certain legacy retail payment products, which may resultin decreased customer investment in our products, and the possibility that our strategy tomigrate customers to our next generation products may be unsuccessful, which may adverselyimpact our business and financial condition;

Our announcement of the maturity of certain legacy retail payment products, and customermigrations to our next generation products, may result in ratable or deferred recognition ofcertain revenue associated with the legacy retail payment products.

Our future profitability's dependence on demand for our products and the possibility that lowerdemand in the future could adversely affect our business;


The possibility that if we are unable to successfully perform under the terms of our alliance with IBM orour customers are not receptive to the alliance, then our business, financial condition and/or results ofoperations may be adversely affected;

Our outsourcing agreement with IBM, which may not achieve the level of savings that we anticipate,and the many associated changes in systems and personnel being made, along with the increases inoperational and control risk during transition, which may have an impact on the business and itsfinancial condition;

Undetected errors or other defects which may be contained in our software products which coulddamage our reputation with customers, decrease profitability and expose us to liability;

Security breaches or computer viruses which could harm our business by disrupting delivery ofservices and damaging our reputation;

Our products' and services' possible failure to comply with government regulations and industrystandards to which our customers are subject, which could result in a loss of customers and decreasedrevenue;

Our possible failure to comply with privacy regulations imposed on providers of services to financialinstitutions, which could result in harm to our business;

System failures, which could delay or interrupt the products and services we provide to our customers,which could harm our business and reputation and result in the loss of customers;

The possibility that we may be unable to protect our intellectual property and technology and could besubject to increasing litigation over our intellectual property rights;

Future acquisitions and investments that could materially adversely affect our business; and

The possibility that we may become involved in litigation that could materially adversely affect ourbusiness financial condition and/or results of operations.

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e8vk - sec.gov | home of report (date of earliest event reported): november 5, 2009 (november 5,...

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