Current Report Filing (8-k)
11 February 2013 - 10:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the
Securities Exchange Act of 1934
DATE OF REPORT (DATE OF EARLIEST EVENT
REPORTED): February 8, 2013
DEALERTRACK TECHNOLOGIES, INC.
(Exact name of registrant
as specified in its charter)
Delaware |
000-51653 |
52-2336218 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS. Employer
Identification No.) |
|
1111 Marcus Ave., Suite M04, Lake Success, NY |
11042 |
|
|
(Address of principal executive offices) |
(Zip Code) |
|
Registrant's telephone number, including
area code: (516) 734-3600
Not Applicable
(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 the filing obligation of the registrant under any of the following provisions:
¨ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure
Item 9.01 Financial Statements and Exhibits
EXHIBIT INDEX
None.
Item 7.01 Regulation
FD Disclosure.
On February 8, 2013, Dealertrack Technologies announced an exclusive,
long-term strategic partnership agreement with American Honda Finance Corporation (AHFC). As part of this agreement, Dealertrack
and AHFC will design and develop the solution with a strategic focus on streamlining the vehicle sales financing process while
improving the overall customer buying experience. In addition to processing credit application data between AHFC and Honda and
Acura dealers, the solution will incorporate innovative new technologies and an integrated sales, F&I and contracting workflow
solution for the more than 1,200 Honda and Acura dealers in the United States.
The new workflow solution is expected to rollout in multiple
phases over the next two years with the first phase to launch late in 2013.
As part of the agreement, Dealertrack has agreed to reimburse AHFC for up to $11.0 million of qualified expenses, on an
as incurred basis, in connection with development, implementation, and integration of the solution over the first three years of
the agreement. These payments will be recorded as deferred costs and will be recognized as a reduction of revenue (contra-revenue)
over the term of the agreement.
Upon the completion of the first phase, AHFC will pay a transaction
fee for each funded contract processed through the solution. AHFC will also pay Dealertrack an annual maintenance fee to maintain
and support the solution.
Dealertrack anticipates that the agreement will not contribute
significant revenue in 2013 as completion of the first phase is not anticipated until late 2013. Once the final phase is completed,
estimated revenue from AHFC is expected to be between $7.0 million and $10.0 million per year (pre contra-revenue impact). This
annual revenue range does not include potential revenue synergies associated with cross selling additional subscription products
directly to Honda and Acura dealers.
Dealertrack is updating its prior outlook for expected 2013
revenue and adjusted EBITDA margin. As stated above, Dealertrack does not expect the AHFC agreement to contribute any significant
revenue in 2013. It expects 2013 revenue to be between $448 and $456 million. Dealertrack now expects its adjusted EBITDA margin
to remain relatively flat in 2013 from 2012 at approximately 25%. Dealertrack will provide complete full year 2013 guidance during
its scheduled earnings call on February 25th, 2013.
While the amount of absolute adjusted EBITDA dollars is expected
to increase commensurate with the anticipated increase in 2013 revenue, the flat 2013 EBITDA margin percentage guidance is related
to increased operating expenses associated with the execution of the commitments outlined in the AHFC agreement. Included in these
costs is the accelerated development of the DT 2.0 platform, as several core features will be utilized by with the AHFC solution.
Additionally, Dealertrack will be updating the investor presentation
on its web site by providing a revised slide attached as Exhibit 99.1 to this report (the “Investor Presentation”).
The Investor Presentation is attached as Exhibit 99.1 to this report and is incorporated herein by reference. The registrant undertakes
no obligation to update this information, including any forward-looking statements, to reflect subsequently occurring events or
circumstances.
The information furnished pursuant to this Item 7.01 shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference
into any filing of Dealertrack Technologies, Inc. under the Securities Act of 1933, as amended, or the Exchange Act.
Safe Harbor for Forward-Looking Statements
Statements in this Current Report on Form 8-K regarding Dealertrack,
the AHFC Agreement and all other statements in this Current Report on Form 8-K other than the recitation of historical facts are
forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995). These statements involve a number
of risks, uncertainties and other factors that could cause actual results, performance or achievements of Dealertrack to be materially
different than from any future results, performance or achievements expressed or implied by these forward-looking statements.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Dealertrack Technologies, Inc. Investor Presentation Slide |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 8, 2013
|
DealerTrack Technologies, Inc. |
|
|
|
By: /s/ Eric D. Jacobs |
|
Eric D. Jacobs |
|
Executive Vice President, Chief Financial and
Administrative Officer |
EXHIBIT INDEX
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Dealertrack Technologies, Inc. Investor Presentation Slide |
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