Good day, everyone, and welcome to today's Park City Group Fiscal 2019 Third Quarter Earnings Call. [Operator Instructions] Please note, today's call is being recorded, and I will be standing by should you need any assistance. It is now my pleasure to turn the conference over to Rob Fink of Hayden IR. Please go ahead, sir.

Thank you, operator, and good afternoon, everyone. Thank you for joining us today for Park City Group's Fiscal 2019 Third Quarter Earnings Call. Hosting the call are Mr. Randy Fields, Park City Group's CEO and Chairman; and Todd Mitchell, Park City Group's CFO. Before we begin, I would like to remind everyone that this call could contain forward-looking statements about Park City Group within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not subject to historical facts. Such forward-looking statements are based on current beliefs and expectations. Park City Group management -- and are subject to risks and uncertainties, which could cause actual results to differ from forward-looking statement. Such risks are fully discussed in the company's filings with the Securities and Exchange Commission. The information set forth herein should be considered in light of such risk. Park City Group does not assume any obligation to update information contained in this conference call. Shortly after the market close today, the company issued a press release overviewing the financial results that we'll discuss on today's call. Investors can visit the investor relation section of the company's website at parkcitygroup.com to access this news release. In addition, in our earnings release, and on this call, we may refer to GAAP and non-GAAP financial results, including free cash flow, EBITDA, adjusted EBITDA and adjusted earnings per share, which are non-GAAP terms. We believe these non-GAAP terms are useful measures for the company, primarily because of the significant non-cash charges in its operating statement. Reconciliations of GAAP and non-GAAP results are in the earnings release on the Investor Relations website. With all that said, I'd now like to turn the call over to Todd. Todd, the call is yours.

Thank you, Rob. Good afternoon, everybody. I want to begin the call by talking a little bit about our business model, and how we think about value creation. We define our business in terms of a network of connections between buyers and suppliers. Each of these connections represents an economic exchange between these two parties, which we're sitting in the middle of, and which we have the potential to monetize. We've talked about this; we referred to growing our network in terms of scale, growing the number of connections in our network. And scope, growing the number of ways we can monetize these connections. These are the metrics of value creation for us, and they are the way that we measure our success. Over the last few years, we've been focused upon growing the scale of our network. Our Compliance solution has been the primary driver of scale because of the number of connections it provides us. I'm pleased to say we now have over 84,000 compliance connections, up from 6,500 years ago. But we've also been just as intent on driving our Supply Chain connections and as a result, we now have 342,000 total connections across all of our applications and growth in Supply Chain connections is actually accelerating. And we've done this while never shifting our focus away from our customer success and growing the profitability of our business. Many of you have asked why revenue growth is not tracked with connection growth. Frankly, this is because our connection growth is proliferated. This comes with a striving our services deeper into the Supply Chain to smaller suppliers. And as our services are loosely priced based on the value of the economic change between the buyer and the seller, this has put downward pressure on our ASPs. This is…

Todd, thank you. I want to frame my comments in the context of those Todd made about how we view value creation. We're building a network of connections between buyers and suppliers. It's now the largest network of its kind in the world. The network is defined by its scale, how many connections we have in our network, and the network is also defined by a scope, how many applications we sell per connection. Our revenues is a function of those two measures. As such, MarketPlace is potentially the most significant product launch in the company's history. It is that because of its ability to increase the scope of our engagement across the entire network, and importantly, do that with very little additional touch. Over the last few years, we've been primarily focused and extremely successful in our view in driving the scale of our network. We now have 84,000 compliance facility connections and 342,000 total connections. As we announced today, we've now signed a very important partnership to make ReposiTrak the preferred food safety compliance platform in the U.K., thus expanding the scale of our network overseas. In fact, we expect that this will become revenue producing quite soon. The growth in the scale of our network has, obviously, been the driver of our profitability and generated the cash flow that we needed to build out the full platform. Before MarketPlace, our approach to developing this platform was sequential. We led the customers dictate the pace of the product adoption. We simply couldn't go back to our customers every single quarter with this shiny new object, they had to be ready and satisfied with the application they were using before they would listen to our new idea. MarketPlace will, we believe, give us the ability to break out of…

[Operator Instructions] Our first question comes from Thomas Forte with D.A. Davidson.

So I had two. Randy, you've talked in the past, or we've talked in the past about the fear of Amazon and how that's inspiring food retailers, and retailers, in general, the more warmly embraced technology and how that might be a catalyst for your sales. In the last quarter, they had their third significant price reduction in whole foods. So I wanted your updated thoughts on that? And then second, if you could circle back on MarketPlace. I think you made a comment about changing your strategy so you'll be less impacted on the near term basis based on the seasonality. Can you go through that one more time for me, please?

Okay. Just to voice test, because I had to change phones, can you hear me okay, Tom?

Absolutely. Yes.

Let's see in reverse order, let me go to your first question. Amazon is not so much through whole foods, but Amazon's existence is fundamentally changing that view the people have of technology. Let me tell you where we currently see the pressure, and we're responding to it and actually, the market response to what we're doing is pretty exciting. The advantage that Amazon has is in stock. Meaning that if you go to a typical supermarket today, you're going to find anywhere from 8% to 15% out of stocks. It hasn't improved in the last decade. But the advantage that Amazon has is if you're a shopper there, and I suspect you are, the fact is rarely do they have an out of stock. And now is they move to next date delivery, the concept of out of stock is going to become more important. Well, a major piece of what we do in our Supply Chain business is to help supermarket identify looming. Looming, meaning coming out of stocks, where they don't have enough on the shelf given the forecasted demand. Our specialty has been in the direct store delivery area, and nicely enough, we've retooled what we're doing, is really new marketing messages and our account management staff is now aggressively contacting our accounts and working with them on our out of stock stuff. We expect that this is going to give a nice shot in the arm to our Supply Chain business, and our current view in the current quarter is that Supply Chain is going to have an excellent quarter. It's resourced differently than MarketPlace and Compliance. So we can put the accelerator on there a little bit without impacting the rest of what we're doing. So Amazon is having a pretty extensive impact across the industry. But honestly, it's not through whole foods. Whole foods seems to have receded from people's minds in terms of the Amazon competitive threat. They have, however, and this is important, Amazon has announced that they intends to go deeper into brick-and-mortar retailing of groceries and it may intend, as it suggested, buying some small regional change around the country, not to add to whole foods, but an entirely different retail idea. If they do that, obviously, there's no way of knowing what the impact is, but I suspect that may be a bigger threat and galvanize the industry more than the whole foods acquisition did. Does that give you what you're looking for in whole foods? It's not pricing that whole food causes people concern, that's not an issue.

Yes.

Now -- yes, and then from a MarketPlace and seasonal, the so-called first use case that we have, which is working with retailers, with store-level ordering, promotional items, seasonal items, new items, et cetera, is highly dependent on seasonality, weather, things like that. But that's why people use us. So it's a very interesting use case and only it's scale with many users will it seize to be as transactional, impactful quarter-to-quarter as it is today. We did shift resource from that particular use case last quarter and moved it to what we think is the most important use case, which is what we're calling Similar Supplier. The second use case, by the way, is becoming more interesting, which is the one we mentioned last quarter, where one of our current customers, that was not a customer at the time, came to us and said, "We've got a product that is now sold out, our current supplier can't help us, can you help?" And literally, because of what we know about suppliers and compliance and their abilities, we were in touch with nearly 60, 6-0, suppliers of that product. They came back to us after we found the emergency product for them if you will. And now they've allowed us and I think we're just about complete with the order. They're going to have us be, in essence, their supplier for all of that product next year. So one small success led to an expansion of the relationship and we think that this is, again, an interesting niche for us to fill. To be clear, we never think about MarketPlace being a mainline market place. They're not going to buy crafts, macaroni and cheese inside our market. That's not the idea. We will always be the replacement vendor, the add-on…

Yes.

Our next question comes from Ananda Baruah with Loop Capital.

Thanks for all the details so far, it's really helpful. A few, if I could. Just Randy, quickly, could you go back to the sales force reorganization and just kind of, walk us through in a detailed fashion, what's the thinking behind it is? I know there are some comments in the press release, you made comments on the call but a little bit of the more -- of the deeper thinking? And then talk about specifically what was accomplished so far and what remained to be done? Then I have a couple more.

So we actually have a more complex business than it probably appears at the surface. When we described that, then you'll see how we've organize ourselves to -- I think, put ourselves in the middle of the customer flow. At the end of the day, we have customers who are retailers and wholesalers on the one hand, and suppliers on the other. Each of them is touched by one or more of our products, and our core belief is that every customer is to have a single point of contact into our business. That's almost an inviolate principle that if we have multiple people inside our company calling to a customer, each one showing him the shiny new object this week, we will make our customers crazy. They're busy, they're sequential in nature, they're risk-averse, they're slow, that's the characteristic of the industry. They want one throat to choke, as they say. They want one person to talk to for everything that we do for them. So we now have three different organizations; one organization touches the suppliers when they only do compliance with us, we call that group the Success Team. We have another group of people that only deal with HUBs, meaning retailers, wholesalers, or even suppliers that use us with their supply chain for any activity. So it could be a HUB that does Scan Based trading with us and it suppliers to Scan Based trading or replenishment, et cetera. There could also be a HUB managed by that group of account managers, as we call them, that just does compliance. And now we have, yet, a third group of people that we call partners, who are responsible for expanding our footprint with our existing customers and bringing in net new names. It's the first time we've been organized that way and each of these teams now has clearer responsibility without bugging customers and making them crazy. So it should have a pretty salutary impact on what we do. Once it's fully -- it's not fully operational yet, it's only been reorged in the last four to six weeks, but it's coming along nicely.

And I guess, just in your guys view, you mentioned that this is my term, but I guess, sort of friction or impact in the March quarter from the reorg? Do you believe that sort of, that impact of friction can be resolved during the June quarter? Or is the tail longer than that? Or could the tail be longer than that?

Well, the truth of the matter is that getting 20,000 participations at a category level, I mean, I just like everybody to please think, holy moly, you started out with a few hundred and a few months later you had 20,000 participations. That was Herculean in terms of effort. Everybody was scrambling to get it done. It's made us extremely proud of the effort. So we did the reorg at the same time that we were doing that. So it was all hands on deck, even yours truly was helping to move that mountain because it was gigantic. On the other hand, the feedback so far from the one or two beta users of Similar Supplier search are astounded. I mean, one, this just happened. One of the largest retailers in the U.S., in the top 5, is the customer of ours, was looking for Private label pasta, Private label pasta. And these guys are very sophisticated, it's one of the largest. And they came to us and said, "what have you got in your system?" And we gave them a list of names for Private label pasta. And the buyer was astounded. He said ,"my god," He said, "I've done a huge amount of research in this category." He said, "I said I've used Google, I've used every source I could find and there is at least 4 names on this list that I never would have thought off, this is tremendous." So that's the kind of -- response that we're looking for were a buyer can go in and get more options from an alternative or new vendor, if you will then he otherwise could get. So we're not at the end of -- remember, we're still putting a lot of focus on this. We've got to bring buyers in, get them used to using the beta kinds of buyers for now and there's no monetization in place. We're experimenting with monetization. So we recognized a lot of our focus will be on MarketPlace. And our the very short-term, it will not produce much incremental revenue. However, it is our future. We need to get to the point that we can make decision that MarketPlace is just an add-on to compliance or it becomes the center of our plate. And we need to get there as we know as quickly as we can. So this can't be a longer tail than the first part of this quarter as we get the reorg going. But they're starting to come together and coalesce. We're going out to our existing customer, big piece of our focus, as I said, for the next year is expanding the footprint of our existing customers, and I expect it will have some salutary impact, call that, cross-selling, is really what the term should be. I think we'll start to see some impact even in this quarter from that activity.

That's really helpful. I'm going to just ask one more and then I'll leave the floor for now. So just duck-tailing off of that, Randy. What can you tell us about how we should think about revenue cadence through the rest of the -- over the -- in the coming quarters? Maybe not through fiscal 2020, but maybe through calendar 2019?

Yes. I know that's how -- good questions. I love questions that don't have to do with how is this month going. As we now reorg the sales force, as we begin to move this particular use case of Similar Supplier to the market, meaning getting four, five or six actual users, that's going to take us a few months. Then we're going to have to come back and test the monetization ideas so that probably puts us into the first quarter of 2020 and that ought to begin to have a little bit of impact. That also begins to free up resource to go back to the other use cases in MarketPlace. So I would expect that the balance of this calendar year as opposed to fiscal year, we'll see certainly positive trends and certainly more positive trends then we've seen in the last couple of quarters internally. So the outlook is good, but we can't get our eyes off getting MarketPlace into the center of the plate. It's a bet. It's one that where we started it. I think I said, just like Compliance, it will either be a big deal or nothing. It increasingly looks like it's going to be a big deal, but we've got to do the experimentation on monetization. And I hope somebody will ask me a question about that because there's so many options of doing that. But it will begin to make an impact sometime in the course of this calendar year as opposed to fiscal year.

And then, so should we for -- and it sounds like you're saying Supply Chain, you expect, at least, to have sounds like a strong June quarter and then fill for Compliance, I guess, it's for the balance of the business, should we think about it -- I'm just trying to think about the seasonal trend, June quarter from March and then September quarter from June off of the March results. Should we think of -- it sounds like Supply Chain is going to be a little bit better than typical seasonal because there's a little bit of a lift there. Should we think of Compliance as being seasonal as well? I mean it seems...

Yes. In the case of Compliance, it's less the seasonality than the focus. Remember, it's the same team that does the MarketPlace activity and the Compliance activity. So as we can free up the resource, we can begin to bring new expansions into the fold, if you will, of Compliance. The area that concerns me the most that -- and we haven't cracked the codes the way I would like to because of this we had to push this off to the side, but we're coming back to now, is we want to rapidly increase the cadence of our Tier 2 sign-ups. I'm not satisfied with how we're doing there. I've -- we've got lots of focus on that right now. It's probably the number two focus in the business, Tier 2 HUBs. Remember, they're small, they don't make a big financial impact in any given quarter, but it is our future and we expect, over the next several years, to sign up, not just hundreds, but potentially thousands of these. So we've got to get the cadence moving and the -- what's the way to scale it up massively from where we are? That's probably my second biggest focus. So it's actually starting to work. The last week has been really interesting as we've been able to shift a little bit of resource to it, a lot of attention from senior management on it. So by the third quarter of the calendar year, first quarter of our next fiscal year, I want to see a big improvement in what we're doing in our Tier 2 HUBs. So I think we're pretty close to cracking the code, and I hope to have some fun reports about that in our next call.

I want one more follow-up to that point, then I'll get off here. So are you comfortable -- would you be comfortable with flatfish revenue for the June quarter after March and then you begin to get a little bit of lift in the second half of the year -- calendar, say from Tier 2, maybe in September and then, sort of, from more MarketPlace in the December quarter? Is that a fair way to think about it?

It sounds like you're asking me for guidance, Ananda. The answer is -- I know, I know -- I think the answer is, we're going to do the very best that we can without, in any way, impacting our customer success, and I'm not just using words here. But if we can get enough resource to go back to the other use cases of MarketPlace then we'll have a significant impact on the quarter for MarketPlace, otherwise, that impact won't happen until the third quarter. We're trying to play the long game here. We're trying to make absolutely sure that what we're doing can be well executed. So I don't know that we have a flattish or positive view of the quarter. It's not so much that, as the execution of what we're doing. So I'm not being that helpful, but it's not because I don't want to be.

Got it. I mean, that is helpful.

Well, I mean -- and then -- let me make an interesting point because we always are surprised at what we do, and we haven't done it before. When we said about, when our a customer said to us, not quite point blank, but when we showed them, Similar Supplier, somebody that had senior experience said something to us, that was pretty interesting. They said, years ago, a company called Ariba, that was ultimately purchased by SAP, attempted to have a MarketPlace, different than ours, but still a MarketPlace. And they said what happen was that they brought buyers to the table first and the buyers would go in and look for something call it household cleaning supplies and research they did came back empty. So they would try searching a couple of times or three times, say, well, to hell with this, there's nothing in here. So they said that ultimately failed because they didn't have suppliers. And when we heard that insight, we would, "oh my god, that's exactly right." So if you remember our original idea really was if we have the buyers, the sellers will come. And it turns out that was probably wrong and thank god we didn't go down that road very far. Because what we had concluded is, if we have the sellers, the buyers will come. So we've done this now with our customer advisory board, and when we showed it to them, and I'm not kidding, I mean we have audio to support this, the head of our customer advisory board, a very well-known retailer here in the U.S., first said, my god. He said, you did this so fast, this is really remarkable. But beyond that, this is an invaluable tool. So we've been working within the tune it up…

There are no additional questions in queue at this time. This does conclude today's conference. We appreciate your participation. You may disconnect at any time, and have a great day.