Rule 424(b)(3) Filing
PROSPECTUS SUPPLEMENT NO. 11       Filed Pursuant to Rule 424(b)(3)
To Prospectus dated May 14, 2007       Registration No. 333-129842

Computer Software Innovations, Inc.

14,435,472 SHARES OF COMMON STOCK

This Prospectus Supplement supplements the Prospectus dated May 14, 2007, as amended and supplemented, relating to the offer and sale by the selling stockholder identified in the Prospectus of up to 14,435,472 shares of common stock of Computer Software Innovations, Inc. (the “Company”).

This Prospectus Supplement includes the Company’s Form 8-K filed with the Securities and Exchange Commission on November 13, 2007.

The information contained in the report included in this Prospectus Supplement is dated as of the period of such report. This Prospectus Supplement should be read in conjunction with the Prospectus dated May 14, 2007, as supplemented on May 25, 2007, June 1, 2007, June 27, 2007, August 14, 2007, September 14, 2007, October 3, 2007, October 5, 2007, October 11, 2007, October 24, 2007 and November 13, 2007 which supplements are to be delivered with this Prospectus Supplement. This Prospectus Supplement is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement updates and supersedes the information contained in the Prospectus dated May 14, 2007, including any supplements or amendments thereto.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement No. 11 is November 13, 2007.



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): November 13, 2007

 


COMPUTER SOFTWARE INNOVATIONS, INC.

(Exact name of registrant as specified in its charter)

 


Delaware

(State or other jurisdiction of incorporation)

 

000-51758   98-0216911
(Commission File Number)   (IRS Employer Identification No.)

 

900 East Main Street, Suite T, Easley, South Carolina   29640
(Address of principal executive offices)   (Zip Code)

(864) 855-3900

(Registrant’s telephone number, including area code)

 

(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 (see General Instruction A.2. below):

 

¨ 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))

 



Item 2.02. Results of Operations and Financial Condition.

On November 13, 2007, Computer Software Innovations, Inc. issued a press release announcing its financial results for the quarter and nine months ended September 30, 2007. A copy of the press release is furnished herewith as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits.

The following exhibit is furnished as part of this report:

 

Exhibit
Number
  

Description

Exhibit 99.1    Press Release dated November 13, 2007.

 

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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.

 

COMPUTER SOFTWARE INNOVATIONS, INC.
By:  

/s/ David B. Dechant

Name:   David B. Dechant
Title:   Chief Financial Officer

Dated: November 13, 2007

 

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EXHIBIT INDEX

 

Exhibit
Number
  

Description

99.1    Press Release dated November 13, 2007.

 

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Exhibit 99.1

Computer Software Innovations, Inc. Announces Record Third Quarter 2007

Financial Results and Updates 2007 Financial Guidance

 

   

Record Revenues of $44.1 Million for Nine Months, up 94.5% versus 2006

 

   

Third Quarter Revenues Increase 115.4% to $15.4 Million versus Q3 2006

 

   

Operating Income Increases 460% to $1.0 Million, versus $0.2 Million in Q3 2006

 

   

Net Income $691,000 in Q3 2007, versus $(39,000) for Q3 2006

Computer Software Innovations, Inc. (OTC BB: CSWI), CSI Technology Outfitters™ (“CSI”) today announced its financial results for the third quarter and nine months ended September 30, 2007.

Financial Results:

CSI posted revenue of approximately $15.4 million for the third quarter ended September 30, 2007, up approximately $8.2 million or 115.4% compared to $7.2 million in the third quarter of 2006. CSI experienced significant organic growth in its technology segment in Q3 of $7.0 million or 123.9%, primarily from increased sales of interactive classroom and infrastructure engineered solutions. CSI’s software segment increased $1.2 million or 81.8%, with $1.1 million added from its acquisition of McAleer Computer Associates, and $0.1 million from organic growth.

Gross profit for the third quarter was approximately $3.0 million, an increase of $1.4 million or 82.4% compared to the third quarter 2006. The increase in gross profit can be attributed primarily to both higher volume sales of interactive whiteboard solutions and infrastructure engineered solutions and the increase in software segment revenues. Gross margin was higher for the technology segment due to improved product mix and pricing from vendors, but was offset by a reduction in software segment margins. Software margin was lower due to the addition of CSI-Mobile, which traditionally has lower margins in its software segment than CSI-Easley. Software margin was also lower due to the costs of supporting two versions of our fund accounting software. The core-modules for the latest version have been released to early adopters, while other modules remain in process. Operating income for the quarter was approximately $1.0 million or 6.8% of sales, compared to operating income of $186,000 or 2.6% of sales for the same period in the prior year.

CSI posted net income for the quarter ended September 30, 2007 of approximately $691,000 or $0.19 earnings per basic share and $0.05 earnings per diluted share, compared to net loss of approximately ($39,000) and ($0.01) loss per basic and diluted share for the same period last year.

For the nine months ended September 30, 2007, revenues were approximately $44.1 million, up 94.5% or $21.4 million from $22.7 million in the comparable period a year ago. The technology segment increased $17.3 million or 92.5% primarily driven by increased adoption of interactive classroom technologies and engineered infrastructure solutions. The software segment improved $4.2 million or 104.3%, with the acquisition of McAleer adding $3.5 million and the remaining $0.7 million coming from organic growth in new software sales and support services.

Gross profit for the first nine months was approximately $9.6 million, an increase of $4.2 million or 78.8% compared to $5.4 million in 2006. Operating income for the first nine months was approximately $3.5 million or 7.8% of sales compared to $333,000 or 1.5% of sales for the same period in 2006. Net income was $1.9 million or earnings of $0.53 per basic share and $0.14 per diluted share as compared to a net loss of ($68,000) or ($0.02) per basic and diluted share for the comparable period ended September 30, 2006.


2007 Updated Financial Guidance

The company had previously reported its expectations for the year ended 2007 of $42 million in revenue, $4.3 million of EBITDA, and a return to profitability. In light of the quarter’s results, CSI is increasing its revenue guidance to $51 million, EBITDA will remain at $4.3 million, and the Company expects to report net income for the year in excess of $1 million. For the nine months ended September 30, 2007, the company has achieved net income of $1.9 million and EBITDA of $4.7 million compared to a net loss of $68,000 and EBITDA of $1.1 million for the same period of the prior year. (EBITDA is a non-GAAP measure which should not be relied upon as an alternative to GAAP measures. See disclosures concerning this non-GAAP measure and reconciliation to GAAP measure below). Due to the seasonal nature of the education segment, a large contributor to the company’s business, the second and third quarters are the strongest quarters for CSI, while the first and fourth quarters are the weaker quarters. As in the past couple of years, the company expects an operating and net loss in the fourth quarter and a modest decline in EBITDA.

Nancy Hedrick, CEO of CSI stated, “We are pleased to release the results of another strong quarter. We continue to experience strong demand for our interactive classroom technology solutions while the revenues from our other technology and software solutions have also increased over 2006. Additionally, the McAleer acquisition continues to contribute significantly to the software segment of our business through its organic growth as well as cross-selling opportunities within the expanded marketplace.”

Ms. Hedrick further commented, “We do not always have a high degree of visibility in our business during the fourth quarter due to the volatility of various government clients’ funding and budget approvals. In the prior year, the State of South Carolina granted a tax free holiday in November and some customers took advantage of this holiday and placed large orders at that time, including the $3.5 million backorder realized in the first quarter of 2007. The State has confirmed they will not be granting the same tax free holiday this year. Accordingly, we are expecting the current quarter to be seasonally slower than the past quarters’ results. However, we are more optimistic about next year’s first quarter results, including those presented to us as a result of the McAleer acquisition, an increase in E-Rate opportunities and continued growth in the interactive classroom technology market.”

Conference Call Reminder for Today

The Company will host a conference call today, Tuesday, November 13, 2007 at 4:30 p.m. Eastern Time to discuss the Company’s financial and operational results for third quarter 2007, which ended September 30, 2007.

Conference Call Details

Date: Tuesday, November 13, 2007

Time: 4:30 p.m. (EST)

Dial-in Number: 1-866-328-4270

International Dial-in Number: 1-480-293-1744

It is recommended that participants phone-in approximately 5 to 10 minutes prior to the start of the 4:30 p.m. call. A replay of the conference call will be available approximately 2 hours after the completion of the call for 7 days, until November 20, 2007. To listen to the replay, dial (800) 406-7325 if calling within the U.S. or (303) 590-3030 if calling internationally and enter the pass code 3804347.

The call is also being webcast and may be accessed at CSI’s website at www.csioutfitters.com. The webcast will be archived and accessible until March 15, 2008 on the Company website.

About Computer Software Innovations, Inc.

Computer Software Innovations, Inc. (OTCBB: CSWI - News), CSI Technology Outfitters(TM), is a full service company providing software and technology solutions primarily to public sector organizations. The software solutions include financial management, billing and revenue management, school activity accounting, lesson planning and automated workflow. The technology solutions include

 

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IP telephony, IP video surveillance, visual communications, interactive classrooms, network security and traffic monitoring, infrastructure design, wireless solutions, network management, engineering services and hardware solutions. CSI’s client base includes school districts, higher education, municipalities, county governments, and other non-profit organizations. Currently, more than 400 public sector organizations utilize CSI’s software systems and network integration services. Additional information on CSI can be obtained through its website at www.csioutfitters.com.

Forward-Looking and Cautionary Statements

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Among other things, these statements relate to our financial condition, results of operations and future business plans, operations, opportunities and prospects. In addition, we and our representatives may from time to time make written or oral forward-looking statements, including statements contained in other filings with the Securities and Exchange Commission and in our reports to stockholders. These forward-looking statements are generally identified by the words or phrases “may,” “could,” “should,” “expect,” “anticipate,” “plan,” “believe,” “seek,” “estimate,” “predict,” “project” or words of similar import. These forward-looking statements are based upon our current knowledge and assumptions about future events and involve risks and uncertainties that could cause our actual results, performance or achievements to be materially different from any anticipated results, prospects, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are not guarantees of future performance. Many factors are beyond our ability to control or predict. You are accordingly cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date that we make them. We do not undertake to update any forward-looking statement that may be made from time to time by or on our behalf.

In our most recent Form 10-K, we have included risk factors and uncertainties that might cause differences between anticipated and actual future results. We have attempted to identify, in context, some of the factors that we currently believe may cause actual future experience and results to differ from our current expectations regarding the relevant matter or subject area. The operations and results of our software and systems integration businesses also may be subject to the effects of other risks and uncertainties, including, but not limited to:

 

   

a reduction in anticipated sales;

 

   

an inability to perform customer contracts at anticipated cost levels;

 

   

Our ability to otherwise meet the operating goals established by our business plan;

 

   

market acceptance of our new software, technology and services offerings;

 

   

an economic downturn; and

 

   

changes in the competitive marketplace and/or customer requirements.

 

Contact:
Computer Software Innovations, Inc.
Company Contact:
David Dechant, 864-855-3900
Ddechant@csioutfitters.com
Or
Investor Contact:
Alliance Advisors, LLC
Mark McPartland, 910-221-1827
MarkMcp@allianceadvisors.net

 

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COMPUTER SOFTWARE INNOVATIONS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

     Three Months Ended     Nine Months Ended  
    

September 30,

2007

   

September 30,

2006

   

September 30,

2007

   

September 30,

2006

 

REVENUES

        

Software applications segment

   $ 2,633,513     $ 1,448,180     $ 8,167,675     $ 3,998,257  

Technology solutions segment

     12,718,474       5,679,357       35,937,339       18,673,381  
                                

Net sales and service revenue

     15,351,987       7,127,537       44,105,014       22,671,638  

COST OF SALES

        

Software applications segment

        

Cost of sales excluding depreciation, amortization and capitalization

     1,391,169       709,770       4,471,764       1,875,339  

Depreciation

     15,121       12,903       46,040       50,282  

Amortization of capitalized software costs

     287,238       171,457       785,560       529,123  

Capitalization of software costs

     (278,137 )     (337,712 )     (713,991 )     (927,303 )
                                

Total Software applications segment cost of sales

     1,415,391       556,418       4,589,373       1,527,441  
                                

Technology solutions segment

        

Cost of sales excluding depreciation

     10,867,366       4,879,467       29,846,606       15,703,770  

Depreciation

     22,682       20,954       66,416       69,423  
                                

Total technology solutions segment cost of sales

     10,890,048       4,900,421       29,913,022       15,773,193  
                                

Total cost of sales

     12,305,439       5,456,839       34,502,395       17,300,634  
                                

Gross profit

     3,046,548       1,670,698       9,602,619       5,371,004  

OPERATING EXPENSES

        

Salaries, wages and benefits (excluding stock-based compensation)

     1,337,936       847,916       3,825,515       2,510,737  

Stock based compensation

     1,496       179,937       92,308       875,148  

Reverse merger costs

     —         960       —         64,129  

Acquisition costs

     —         21,709       8,636       38,273  

Professional and legal compliance and litigation costs

     80,059       72,368       499,276       434,023  

Sales consulting fees

     68,054       —         164,054       —    

Marketing costs

     28,242       33,509       101,554       124,639  

Travel and mobile costs

     158,850       97,711       450,386       330,726  

Depreciation and amortization

     94,195       49,291       274,943       124,822  

Other selling, general and administrative expenses

     234,706       180,905       732,474       535,774  
                                

Total operating expenses

     2,003,538       1,484,306       6,149,146       5,038,271  
                                

Operating income

     1,043,010       186,392       3,453,473       332,733  

OTHER INCOME (EXPENSE)

        

Interest income

     9,850       101       12,613       3,101  

Interest expense

     (133,298 )     (105,867 )     (419,353 )     (294,844 )

Amortization of loan fees

     —         —         —         (17,458 )

Loss on disposal of asset

     —         —         (1,218 )     —    
                                

Net other income (expense)

     (123,448 )     (105,766 )     (407,958 )     (309,201 )
                                

Income before income taxes

     919,562       80,626       3,045,515       23,532  

INCOME TAX EXPENSE

     228,780       119,789       1,166,769       91,437  
                                

NET INCOME (LOSS)

   $ 690,782     $ (39,163 )   $ 1,878,746     $ (67,905 )
                                

BASIC EARNINGS (LOSS) PER SHARE

   $ 0.19     $ (0.01 )   $ 0.53     $ (0.02 )
                                

DILUTED EARNINGS (LOSS) PER SHARE

   $ 0.05     $ (0.01 )   $ 0.14     $ (0.02 )
                                

WEIGHTED AVERAGE SHARES OUTSTANDING:

        

– Basic

     3,572,503       3,413,541       3,535,607       3,196,662  
                                

– Diluted

     13,257,601       3,413,541       13,251,489       3,196,662  
                                

 

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COMPUTER SOFTWARE INNOVATIONS, INC.

CONSOLIDATED BALANCE SHEETS

 

     September 30,
2007
(Unaudited)
    December 31,
2006
 

ASSETS

    

CURRENT ASSETS

    

Cash and cash equivalents

   $ —       $ —    

Accounts receivable, net

     8,700,754       3,828,190  

Inventories

     1,125,895       2,569,382  

Prepaid expenses

     83,838       56,174  

Taxes receivable

     —         43,651  
                

Total current assets

     9,910,487       6,497,397  

PROPERTY AND EQUIPMENT, net

     1,309,845       771,472  

COMPUTER SOFTWARE COSTS, net

     2,115,099       1,505,458  

DEFERRED TAX ASSET

     56,232       366,476  

GOODWILL

     1,480,587       —    

OTHER ASSETS

     1,603,990       318,884  
                

Total assets

   $ 16,476,240     $ 9,459,687  
                

LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)

    

CURRENT LIABILITIES

    

Accounts payable

   $ 4,449,719     $ 3,995,021  

Deferred revenue

     3,660,810       2,079,492  

Deferred tax liability

     249,960       373,960  

Income taxes payable

     146,475       —    

Current portion of notes payable

     277,702       109,274  

Current portion of bank line of credit

     —         551,000  

Subordinated notes payable to shareholders

     2,250,400       2,250,400  
                

Total current liabilities

     11,035,066       9,359,147  
                

NOTES PAYABLE, less current portion

     836,368       204,680  

BANK LINE OF CREDIT

     2,646,000       —    
                

Total liabilities

     14,517,434       9,563,827  
                

SHAREHOLDERS’ EQUITY (DEFICIT)

    

Preferred stock—$0.001 par value; 15,000,000 shares authorized; 6,859,736 and 7,012,736 shares issued and outstanding, respectively

     6,860       7,013  

Common stock—$0.001 par value; 40,000,000 shares authorized; 3,765,170 and 3,429,030 shares issued and outstanding, respectively

     3,765       3,429  

Additional paid-in capital

     6,631,659       6,473,342  

Accumulated deficit

     (4,647,027 )     (6,525,773 )

Unearned stock compensation

     (36,451 )     (62,151 )
                

Total shareholders’ equity (deficit)

     1,958,806       (104,140 )
                

Total liabilities and shareholders’ equity (deficit)

   $ 16,476,240     $ 9,459,687  
                

 

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Non-GAAP Financial Measure: Explanation and Reconciliation of EBITDA

EBITDA is a non-GAAP financial measure used by management, lenders and certain investors as a supplemental measure in the evaluation of some aspects of a corporation’s financial position and core operating performance. Investors sometimes use EBITDA as it allows for some level of comparability of profitability trends between those businesses differing as to capital structure and capital intensity by removing the impacts of depreciation and amortization. EBITDA does not include changes in major working capital items such as receivables, inventory and payables, which can also indicate a significant need for, or source of, cash. Since decisions regarding capital investment and financing and changes in working capital components can have a significant impact on cash flow, EBITDA is not a good indicator of a business’s cash flows. We use EBITDA for evaluating the relative underlying performance of the Company’s core operations and for planning purposes, including a review of this indicator and discussion of potential targets in the preparation of annual operating budgets. We calculate EBITDA by adjusting net income or loss to exclude net interest expense, income tax expense or benefit and depreciation and amortization, thus the term “Earnings Before Interest, Taxes, Depreciation and Amortization” and the acronym “EBITDA.”

EBITDA is presented as additional information because management believes it to be a useful supplemental analytic measure of financial performance of our core business, and as it is frequently requested by sophisticated investors. However, management recognizes it is no substitute for GAAP measures and should not be relied upon as an indicator of financial performance separate from GAAP measures (as discussed further below).

When evaluating EBITDA, investors should consider, among other things, increasing and decreasing trends in the measure and how it compares to levels of debt and interest expense, ongoing investing activities, other financing activities and changes in working capital needs. Moreover, this measure should not be construed as an alternative to net income (as an indicator of operating performance) or cash flows (as a measure of liquidity) as determined in accordance with GAAP.

While some investors use EBITDA to compare between companies with different investment and capital structures, all companies do not calculate EBITDA in the same manner. Accordingly, the EBITDA presented below may not be comparable to similarly titled measures of other companies.

A reconciliation of net income reported under GAAP to EBITDA is provided below:

 

     Quarter Ended
September 30,
    Nine Months Ended
September 30,
 

Amounts in thousands

   2007    2006     2007    2006  

Reconciliation of Net income (loss) per GAAP to EBITDA:

          

Net income (loss) per GAAP

   $ 691    $ (39 )   $ 1,879    $ (68 )

Adjustments:

          

Income tax expense

     229      120       1,167      91  

Interest expense, net

     123      106       407      292  

Amortization of loan fees

     —        —         —        17  

Depreciation and amortization of fixed assets and trademarks

     132      83       387      245  

Amortization of software development costs

     287      171       786      529  
                              

EBITDA

   $ 1,462    $ 441     $ 4,626    $ 1,106  
                              

 

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