##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2007
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File Number 333-135139
 SS&C TECHNOLOGIES, INC.
 (Exact name of Registrant as specified in its charter)
 Delaware
    
    06-1169696(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)
 80 Lamberton Road
Windsor, CT 06095
(Address of principal executive offices, including zip code)
 860-298-4500
(Registrants telephone number, including area code)
 þ o
  o o þ
 o þ




---



##### 



SS&C TECHNOLOGIES, INC.
  
 INDEX
 PageNumberPART I.
    
    FINANCIAL INFORMATIONItem 1.
    
    Financial Statements (unaudited)Condensed Consolidated Balance Sheets at
September 30, 2007 and December 31, 2006
    
    
    2Condensed Consolidated Statements of Operations for the
three months and nine months ended September 30, 2007 and 2006
    
    
    3Condensed Consolidated Statements of Cash Flows for the
nine months ended September 30, 2007 and 2006
    
    
    4Notes to Condensed Consolidated Financial Statements
    
    
    5Item 2.
    
    Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    15Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    22Item 4.
    
    Controls and Procedures
    
    
    23PART II.
    
    OTHER INFORMATIONItem 1.
    
    Legal Proceedings
    
    
    24Item 1A.
    
    Risk Factors
    
    
    24Item 6.
    
    Exhibits
    
    
    32SIGNATURE
    
    
    33EXHIBIT INDEX
    
    
    34EX 31.1 Section 302 Certification of CEOEX-31.2 Section 302 Certification of CFOEX-32 Section 906 Certification of CEO & CFO
   1




---



##### Table of Contents



Part I. FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 
 
 
 September 30,
    
    
    December 31,2007
    
    
    2006ASSETSCurrent assetsCash and cash equivalents
    
    $
    16,190
    
    
    $
    11,718Accounts receivable, net of allowance for
doubtful accounts of $1,498 and $1,670,
respectively
    
    
    41,552
    
    
    
    31,695Prepaid expenses and other current assets
    
    
    9,129
    
    
    
    7,823Deferred income taxes
    
    
    946
    
    
    
    Total current assets
    
    
    67,817
    
    
    
    51,236Property and equipmentLeasehold improvements
    
    
    3,432
    
    
    
    2,850Equipment, furniture, and fixtures
    
    
    16,363
    
    
    
    12,16819,795
    
    
    
    15,018Less accumulated depreciation
    
    
    (7,594
    )
    
    
    (4,999
    )Net property and equipment
    
    
    12,201
    
    
    
    10,019Goodwill
    
    
    862,410
    
    
    
    820,470Intangible and other assets, net of
accumulated amortization of $48,006 and
$24,260, respectively
    
    
    255,966
    
    
    
    270,796Total assets
    
    $
    1,198,394
    
    
    $
    1,152,521LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilitiesCurrent portion of long-term debt
    
    $
    2,545
    
    
    $
    5,694Accounts payable
    
    
    2,173
    
    
    
    2,305Income taxes payable
    
    
    2,430
    
    
    
    191Accrued employee compensation and benefits
    
    
    7,900
    
    
    
    8,961Other accrued expenses
    
    
    8,452
    
    
    
    7,157Interest payable
    
    
    8,189
    
    
    
    2,177Deferred income taxes
    
    
    
    
    
    
    384Deferred maintenance and other revenue
    
    
    32,686
    
    
    
    25,679Total current liabilities
    
    
    64,375
    
    
    
    52,548Long-term debt, net of current portion
    
    
    452,456
    
    
    
    466,235Other long-term liabilities
    
    
    7,007
    
    
    
    1,088Deferred income taxes
    
    
    68,702
    
    
    
    69,518Total liabilities
    
    
    592,540
    
    
    
    589,389Commitments and contingencies (Note 8)Stockholders equityCommon stock
    
    
    
    
    
    
    Additional paid-in capital
    
    
    566,031
    
    
    
    559,527Accumulated other comprehensive income
    
    
    36,928
    
    
    
    1,699Retained earnings
    
    
    2,895
    
    
    
    1,906Total stockholders equity
    
    
    605,854
    
    
    
    563,132Total liabilities and stockholders equity
    
    $
    1,198,394
    
    
    $
    1,152,521
  2




---



##### Table of Contents



Three Months
    
    
    Three Months
    
    
    Nine Months
    
    
    Nine MonthsEnded
    
    
    Ended
    
    
    Ended
    
    
    EndedSeptember 30,
    
    
    September 30,
    
    
    September 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Revenues:Software licenses
    
    $
    7,159
    
    
    $
    6,502
    
    
    $
    18,653
    
    
    $
    16,864Maintenance
    
    
    15,666
    
    
    
    14,187
    
    
    
    45,899
    
    
    
    40,535Professional services
    
    
    3,338
    
    
    
    4,490
    
    
    
    12,381
    
    
    
    14,618Software-enabled services
    
    
    37,320
    
    
    
    27,270
    
    
    
    102,792
    
    
    
    79,452Total revenues
    
    
    63,483
    
    
    
    52,449
    
    
    
    179,725
    
    
    
    151,469Cost of revenues:Software licenses
    
    
    2,374
    
    
    
    2,280
    
    
    
    7,155
    
    
    
    6,828Maintenance
    
    
    6,412
    
    
    
    5,201
    
    
    
    19,520
    
    
    
    15,064Professional services
    
    
    3,290
    
    
    
    3,142
    
    
    
    10,312
    
    
    
    9,435Software-enabled services
    
    
    20,293
    
    
    
    15,185
    
    
    
    57,132
    
    
    
    42,282Total cost of revenues
    
    
    32,369
    
    
    
    25,808
    
    
    
    94,119
    
    
    
    73,609Gross profit
    
    
    31,114
    
    
    
    26,641
    
    
    
    85,606
    
    
    
    77,860Operating expenses:Selling and marketing
    
    
    4,989
    
    
    
    4,856
    
    
    
    14,272
    
    
    
    12,751Research and development
    
    
    6,580
    
    
    
    6,099
    
    
    
    19,617
    
    
    
    17,903General and administrative
    
    
    5,643
    
    
    
    5,107
    
    
    
    17,170
    
    
    
    13,860Total operating expenses
    
    
    17,212
    
    
    
    16,062
    
    
    
    51,059
    
    
    
    44,514Operating income
    
    
    13,902
    
    
    
    10,579
    
    
    
    34,547
    
    
    
    33,346Interest expense, net
    
    
    (11,067
    )
    
    
    (12,155
    )
    
    
    (33,622
    )
    
    
    (35,428
    )Other (expense) income, net
    
    
    (58
    )
    
    
    (83
    )
    
    
    522
    
    
    
    744Income (loss) before income taxes
    
    
    2,777
    
    
    
    (1,659
    )
    
    
    1,447
    
    
    
    (1,338
    )Provision (benefit) for income taxes
    
    
    556
    
    
    
    (2,018
    )
    
    
    458
    
    
    
    (3,258
    )Net income
    
    $
    2,221
    
    
    $
    359
    
    
    $
    989
    
    
    $
    1,920
  3




---



##### Table of Contents



Nine Months
    
    
    Nine MonthsEnded
    
    
    EndedSeptember 30,
    
    
    September 30,2007
    
    
    2006Cash flow from operating activities:Net income
    
    $
    989
    
    
    $
    1,920Adjustments to reconcile net income to net cash provided byoperating activities:Depreciation and amortization
    
    
    25,957
    
    
    
    20,140Stock-based compensation
    
    
    6,513
    
    
    
    1,707Foreign exchange gains on debt
    
    
    (768
    )
    
    
    (660
    )Amortization of loan origination costs
    
    
    1,728
    
    
    
    2,224Equity earnings on long-term investment
    
    
    (63
    )
    
    
    (72
    )Loss on sale or disposal of property and equipment
    
    
    90
    
    
    
    4Deferred income taxes
    
    
    (4,037
    )
    
    
    (11,656
    )Provision for doubtful accounts
    
    
    589
    
    
    
    312Changes in operating assets and liabilities, excluding effects from acquisitions:Accounts receivable
    
    
    (8,679
    )
    
    
    137Prepaid expenses and other assets
    
    
    (946
    )
    
    
    (1,921
    )Income taxes receivable
    
    
    
    
    
    
    8,172Accounts payable
    
    
    (309
    )
    
    
    (184
    )Accrued expenses
    
    
    10,915
    
    
    
    503Income taxes payable
    
    
    1,994
    
    
    
    1,499Deferred maintenance and other revenues
    
    
    6,165
    
    
    
    3,676Net cash provided by operating activities
    
    
    40,138
    
    
    
    25,801Cash flow from investing activities:Additions to property and equipment
    
    
    (5,375
    )
    
    
    (2,941
    )Proceeds from sale of property and equipment
    
    
    6
    
    
    
    1Cash paid for business acquisitions, net of cash acquired
    
    
    (5,130
    )
    
    
    (13,967
    )Net cash used in investing activities
    
    
    (10,499
    )
    
    
    (16,907
    )Cash flow from financing activities:Cash received from borrowings
    
    
    5,200
    
    
    
    13,400Repayment of debt
    
    
    (31,067
    )
    
    
    (28,276
    )Transactions involving SS&C Technologies Holdings, Inc. common stock
    
    
    (8
    )
    
    
    735Income tax benefit related to exercise of stock options
    
    
    82
    
    
    
    Net cash used in financing activities
    
    
    (25,793
    )
    
    
    (14,141
    )Effect of exchange rate changes on cash
    
    
    626
    
    
    
    309Net increase (decrease) in cash and cash equivalents
    
    
    4,472
    
    
    
    (4,938
    )Cash and cash equivalents, beginning of period
    
    
    11,718
    
    
    
    15,584Cash and cash equivalents, end of period
    
    $
    16,190
    
    
    $
    10,646
  4




---



##### Table of Contents



SS&C TECHNOLOGIES, INC. AND SUBSIDIARIES
          5




---



##### Table of Contents



Fair Value ofExercise
    
    Underling
    
    IntrinsicGrant Date
    
    Shares
    
    Price
    
    Stock
    
    ValueMarch 2007
    
    
    23,000
    
    
    $
    74.50
    
    
    $
    74.50
    
    
    
    May 2007
    
    
    17,500
    
    
    
    98.91
    
    
    
    98.91
    
    
    
    June 2007
    
    
    3,000
    
    
    
    98.91
    
    
    
    98.91
    
    
    
    
    Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,
    
    
    September 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Statements of operations classification:Cost of maintenance
    
    $
    37
    
    
    $
    50
    
    
    $
    138
    
    
    $
    50Cost of professional services
    
    
    62
    
    
    
    52
    
    
    
    208
    
    
    
    52Cost of software-enabled services
    
    
    457
    
    
    
    334
    
    
    
    1,436
    
    
    
    334Total cost of revenues
    
    
    556
    
    
    
    436
    
    
    
    1,782
    
    
    
    436Selling and marketing
    
    
    323
    
    
    
    324
    
    
    
    1,063
    
    
    
    324Research and development
    
    
    199
    
    
    
    185
    
    
    
    670
    
    
    
    185General and administrative
    
    
    895
    
    
    
    762
    
    
    
    2,998
    
    
    
    762Total operating expenses
    
    
    1,417
    
    
    
    1,271
    
    
    
    4,731
    
    
    
    1,271Total stock-based compensation expense
    
    $
    1,973
    
    
    $
    1,707
    
    
    $
    6,513
    
    
    $
    1,707
   6




---



##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,
    
    
    September 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Net income
    
    $
    2,221
    
    
    $
    359
    
    
    $
    989
    
    
    $
    1,920Foreign currency translation gains (losses)
    
    
    16,814
    
    
    
    (353
    )
    
    
    36,056
    
    
    
    7,686Unrealized (losses) gains on interest rate
swaps, net of tax
    
    
    (1,875
    )
    
    
    (2,250
    )
    
    
    (827
    )
    
    
    492Total comprehensive income (loss)
    
    $
    17,160
    
    
    $
    (2,244
    )
    
    $
    36,218
    
    
    $
    10,098
 7




---



##### Table of Contents



September 30,
    
    
    December 31,2007
    
    
    2006Senior credit facility, revolving portion, weighted-average interest rate of 8.10%
    
    $
    
    
    
    $
    3,000Senior credit facility, term loan portion, weighted-average interest rate of
7.33% and 7.73%, respectively
    
    
    250,001
    
    
    
    263,92911 3/4% senior subordinated notes due 2013
    
    
    205,000
    
    
    
    205,000455,001
    
    
    
    471,929Short-term borrowings and current portion of long-term debt
    
    
    (2,545
    )
    
    
    (5,694
    )Long-term debt
    
    $
    452,456
    
    
    $
    466,235
       Tangible assets acquired, net of cash received
    
    $
    708Acquired client relationships and contracts
    
    
    1,500Goodwill
    
    
    3,303Deferred revenue
    
    
    (350
    )Other liabilities assumed
    
    
    (34
    )Consideration paid, net of cash received
    
    $
    5,127
  8




---



##### Table of Contents



9




---



##### Table of Contents



Three Months Ended
    
    
    Nine months EndedSeptember 30,
    
    
    September 30,
    
    
    September 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006United States
    
    $
    36,619
    
    
    $
    31,174
    
    
    $
    107,589
    
    
    $
    89,975Canada
    
    
    10,596
    
    
    
    9,634
    
    
    
    29,171
    
    
    
    26,557Americas, excluding United States and Canada
    
    
    1,310
    
    
    
    500
    
    
    
    3,028
    
    
    
    2,382Europe
    
    
    13,171
    
    
    
    10,070
    
    
    
    35,755
    
    
    
    29,535Asia Pacific and Japan
    
    
    1,787
    
    
    
    1,071
    
    
    
    4,182
    
    
    
    3,020$
    63,483
    
    
    $
    52,449
    
    
    $
    179,725
    
    
    $
    151,469
  Three Months Ended
    
    
    Nine months EndedSeptember 30,
    
    
    September 30,
    
    
    September 30,
    
    
    September 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Portfolio management/accounting
    
    $
    48,892
    
    
    $
    38,446
    
    
    $
    139,866
    
    
    $
    111,458Trading/treasury operations
    
    
    7,936
    
    
    
    7,010
    
    
    
    21,005
    
    
    
    21,393Financial modeling
    
    
    2,332
    
    
    
    2,391
    
    
    
    6,695
    
    
    
    7,105Loan management/accounting
    
    
    1,873
    
    
    
    1,838
    
    
    
    3,929
    
    
    
    4,045Property management
    
    
    1,202
    
    
    
    1,370
    
    
    
    3,819
    
    
    
    4,211Money market processing
    
    
    670
    
    
    
    1,144
    
    
    
    2,829
    
    
    
    3,007Training
    
    
    578
    
    
    
    250
    
    
    
    1,582
    
    
    
    250$
    63,483
    
    
    $
    52,449
    
    
    $
    179,725
    
    
    $
    151,469
     3 4
 10




---



##### Table of Contents



At September 30, 2007Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalCash and cash equivalents
    
    $
    8,351
    
    
    $
    950
    
    
    $
    6,889
    
    
    $
    
    
    
    $
    16,190Accounts receivable, net
    
    
    18,636
    
    
    
    7,682
    
    
    
    15,234
    
    
    
    
    
    
    
    41,552Income taxes receivable
    
    
    810
    
    
    
    
    
    
    
    
    
    
    
    (810
    )
    
    
    Prepaid expenses and other current assets
    
    
    4,476
    
    
    
    701
    
    
    
    3,952
    
    
    
    
    
    
    
    9,129Deferred income taxes
    
    
    456
    
    
    
    51
    
    
    
    471
    
    
    
    (32
    )
    
    
    946Property and equipment, net
    
    
    7,342
    
    
    
    659
    
    
    
    4,200
    
    
    
    
    
    
    
    12,201Investment in subsidiaries
    
    
    113,786
    
    
    
    
    
    
    
    
    
    
    
    (113,786
    )
    
    
    Intercompany balances
    
    
    162,071
    
    
    
    (9,765
    )
    
    
    (152,306
    )
    
    
    
    
    
    
    Goodwill, intangible and other assets, net
    
    
    776,738
    
    
    
    21,019
    
    
    
    320,619
    
    
    
    
    
    
    
    1,118,376Deferred income taxes, long-term
    
    
    
    
    
    
    1,295
    
    
    
    1,796
    
    
    
    (3,091
    )
    
    
    Total assets
    
    $
    1,092,666
    
    
    $
    22,592
    
    
    $
    200,855
    
    
    $
    (117,719
    )
    
    $
    1,198,394Current portion of long-term debt
    
    $
    1,929
    
    
    $
    
    
    
    $
    616
    
    
    $
    
    
    
    $
    2,545Accounts payable
    
    
    985
    
    
    
    159
    
    
    
    1,029
    
    
    
    
    
    
    
    2,173Accrued expenses
    
    
    16,748
    
    
    
    1,592
    
    
    
    6,201
    
    
    
    
    
    
    
    24,541Deferred income taxes
    
    
    
    
    
    
    
    
    
    
    32
    
    
    
    (32
    )
    
    
    Income taxes payable
    
    
    
    
    
    
    924
    
    
    
    2,316
    
    
    
    (810
    )
    
    
    2,430Deferred maintenance and other revenue
    
    
    20,181
    
    
    
    5,587
    
    
    
    6,918
    
    
    
    
    
    
    
    32,686Long-term debt, net of current portion
    
    
    392,571
    
    
    
    
    
    
    
    59,885
    
    
    
    
    
    
    
    452,456Other long-term liabilities
    
    
    1,026
    
    
    
    
    
    
    
    5,981
    
    
    
    
    
    
    
    7,007Deferred income taxes, long-term
    
    
    53,372
    
    
    
    
    
    
    
    18,421
    
    
    
    (3,091
    )
    
    
    68,702Total liabilities
    
    
    486,812
    
    
    
    8,262
    
    
    
    101,399
    
    
    
    (3,933
    )
    
    
    592,540Stockholders equity
    
    
    605,854
    
    
    
    14,330
    
    
    
    99,456
    
    
    
    (113,786
    )
    
    
    605,854Total liabilities and stockholders equity
    
    $
    1,092,666
    
    
    $
    22,592
    
    
    $
    200,855
    
    
    $
    (117,719
    )
    
    $
    1,198,394
 At December 31, 2006Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalCash and cash equivalents
    
    $
    3,055
    
    
    $
    2,317
    
    
    $
    6,346
    
    
    $
    
    
    
    $
    11,718Accounts receivable, net
    
    
    15,640
    
    
    
    4,808
    
    
    
    11,247
    
    
    
    
    
    
    
    31,695Income taxes receivable
    
    
    5,260
    
    
    
    
    
    
    
    
    
    
    
    (5,260
    )
    
    
    Prepaid expenses and other current assets
    
    
    3,929
    
    
    
    730
    
    
    
    3,164
    
    
    
    
    
    
    
    7,823Deferred income taxes
    
    
    268
    
    
    
    87
    
    
    
    
    
    
    
    (355
    )
    
    
    Property and equipment, net
    
    
    4,897
    
    
    
    987
    
    
    
    4,135
    
    
    
    
    
    
    
    10,019Investment in subsidiaries
    
    
    83,863
    
    
    
    
    
    
    
    
    
    
    
    (83,863
    )
    
    
    Intercompany balances
    
    
    142,577
    
    
    
    (9,433
    )
    
    
    (133,144
    )
    
    
    
    
    
    
    Deferred income taxes, long-term
    
    
    
    
    
    
    1,583
    
    
    
    
    
    
    
    (1,583
    )
    
    
    Goodwill, intangible and other assets, net
    
    
    795,697
    
    
    
    16,918
    
    
    
    278,651
    
    
    
    
    
    
    
    1,091,266Total assets
    
    $
    1,055,186
    
    
    $
    17,997
    
    
    $
    170,399
    
    
    $
    (91,061
    )
    
    $
    1,152,521Current portion of long-term debt
    
    $
    5,000
    
    
    $
    
    
    
    $
    694
    
    
    $
    
    
    
    $
    5,694Accounts payable
    
    
    1,019
    
    
    
    418
    
    
    
    868
    
    
    
    
    
    
    
    2,305Accrued expenses and other liabilities
    
    
    11,232
    
    
    
    1,715
    
    
    
    5,348
    
    
    
    
    
    
    
    18,295Deferred income taxes
    
    
    
    
    
    
    
    
    
    
    739
    
    
    
    (355
    )
    
    
    384Income taxes payable
    
    
    
    
    
    
    1,522
    
    
    
    3,929
    
    
    
    (5,260
    )
    
    
    191Deferred maintenance and other revenue
    
    
    15,821
    
    
    
    3,678
    
    
    
    6,180
    
    
    
    
    
    
    
    25,679Long-term debt, net of current portion
    
    
    401,000
    
    
    
    
    
    
    
    65,235
    
    
    
    
    
    
    
    466,235Other long-term liabilities
    
    
    
    
    
    
    
    
    
    
    1,088
    
    
    
    
    
    
    
    1,088Deferred income taxes, long-term
    
    
    57,982
    
    
    
    
    
    
    
    13,119
    
    
    
    (1,583
    )
    
    
    69,518Total liabilities
    
    
    492,054
    
    
    
    7,333
    
    
    
    97,200
    
    
    
    (7,198
    )
    
    
    589,389Stockholders equity
    
    
    563,132
    
    
    
    10,664
    
    
    
    73,199
    
    
    
    (83,863
    )
    
    
    563,132Total liabilities and stockholders equity
    
    $
    1,055,186
    
    
    $
    17,997
    
    
    $
    170,399
    
    
    $
    (91,061
    )
    
    $
    1,152,521
 11




---



##### Table of Contents



For the three months ended September 30, 2007Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalRevenues
    
    $
    26,069
    
    
    $
    15,880
    
    
    $
    21,928
    
    
    $
    (394
    )
    
    $
    63,483Cost of revenues
    
    
    14,468
    
    
    
    10,164
    
    
    
    8,131
    
    
    
    (394
    )
    
    
    32,369Gross profit
    
    
    11,601
    
    
    
    5,716
    
    
    
    13,797
    
    
    
    
    
    
    
    31,114Operating expenses:Selling & marketing
    
    
    3,092
    
    
    
    424
    
    
    
    1,473
    
    
    
    
    
    
    
    4,989Research & development
    
    
    3,747
    
    
    
    817
    
    
    
    2,016
    
    
    
    
    
    
    
    6,580General & administrative
    
    
    4,055
    
    
    
    165
    
    
    
    1,423
    
    
    
    
    
    
    
    5,643Total operating expenses
    
    
    10,894
    
    
    
    1,406
    
    
    
    4,912
    
    
    
    
    
    
    
    17,212Operating income
    
    
    707
    
    
    
    4,310
    
    
    
    8,885
    
    
    
    
    
    
    
    13,902Interest expense, net
    
    
    (6,724
    )
    
    
    
    
    
    
    (4,343
    )
    
    
    
    
    
    
    (11,067
    )Other expense, net
    
    
    (14
    )
    
    
    (34
    )
    
    
    (10
    )
    
    
    
    
    
    
    (58
    )(Loss) income before income taxes
    
    
    (6,031
    )
    
    
    4,276
    
    
    
    4,532
    
    
    
    
    
    
    
    2,777(Benefit) provision for income taxes
    
    
    (1,377
    )
    
    
    1,005
    
    
    
    928
    
    
    
    
    
    
    
    556Equity in net income of subsidiaries
    
    
    6,875
    
    
    
    
    
    
    
    
    
    
    
    (6,875
    )
    
    
    Net income
    
    $
    2,221
    
    
    $
    3,271
    
    
    $
    3,604
    
    
    $
    (6,875
    )
    
    $
    2,221
 For the three months ended September 30, 2006Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalRevenues
    
    $
    20,838
    
    
    $
    14,575
    
    
    $
    17,287
    
    
    $
    (251
    )
    
    $
    52,449Cost of revenues
    
    
    10,636
    
    
    
    8,088
    
    
    
    7,335
    
    
    
    (251
    )
    
    
    25,808Gross profit
    
    
    10,202
    
    
    
    6,487
    
    
    
    9,952
    
    
    
    
    
    
    
    26,641Operating expenses:Selling & marketing
    
    
    2,765
    
    
    
    492
    
    
    
    1,599
    
    
    
    
    
    
    
    4,856Research & development
    
    
    3,405
    
    
    
    836
    
    
    
    1,858
    
    
    
    
    
    
    
    6,099General & administrative
    
    
    3,477
    
    
    
    239
    
    
    
    1,391
    
    
    
    
    
    
    
    5,107Total operating expenses
    
    
    9,647
    
    
    
    1,567
    
    
    
    4,848
    
    
    
    
    
    
    
    16,062Operating income
    
    
    555
    
    
    
    4,920
    
    
    
    5,104
    
    
    
    
    
    
    
    10,579Interest expense, net
    
    
    (7,928
    )
    
    
    (7
    )
    
    
    (4,220
    )
    
    
    
    
    
    
    (12,155
    )Other expense, net
    
    
    (16
    )
    
    
    
    
    
    
    (67
    )
    
    
    
    
    
    
    (83
    )(Loss) income before income taxes
    
    
    (7,389
    )
    
    
    4,913
    
    
    
    817
    
    
    
    
    
    
    
    (1,659
    )(Benefit) provision for income taxes
    
    
    (6,903
    )
    
    
    4,956
    
    
    
    (71
    )
    
    
    
    
    
    
    (2,018
    )Equity in net income of subsidiaries
    
    
    845
    
    
    
    
    
    
    
    
    
    
    
    (845
    )
    
    
    Net income (loss)
    
    $
    359
    
    
    $
    (43
    )
    
    $
    888
    
    
    $
    (845
    )
    
    $
    359
 12




---



##### Table of Contents



For the nine months ended September 30, 2007Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalRevenues
    
    $
    74,378
    
    
    $
    47,496
    
    
    $
    58,799
    
    
    $
    (948
    )
    
    $
    179,725Cost of revenues
    
    
    42,191
    
    
    
    30,079
    
    
    
    22,797
    
    
    
    (948
    )
    
    
    94,119Gross profit
    
    
    32,187
    
    
    
    17,417
    
    
    
    36,002
    
    
    
    
    
    
    
    85,606Operating expenses:Selling & marketing
    
    
    9,025
    
    
    
    1,250
    
    
    
    3,997
    
    
    
    
    
    
    
    14,272Research & development
    
    
    11,220
    
    
    
    2,659
    
    
    
    5,738
    
    
    
    
    
    
    
    19,617General & administrative
    
    
    12,417
    
    
    
    824
    
    
    
    3,929
    
    
    
    
    
    
    
    17,170Total operating expenses
    
    
    32,662
    
    
    
    4,733
    
    
    
    13,664
    
    
    
    
    
    
    
    51,059Operating (loss) income
    
    
    (475
    )
    
    
    12,684
    
    
    
    22,338
    
    
    
    
    
    
    
    34,547Interest (expense) income, net
    
    
    (21,270
    )
    
    
    10
    
    
    
    (12,362
    )
    
    
    
    
    
    
    (33,622
    )Other income (expense), net
    
    
    85
    
    
    
    (170
    )
    
    
    607
    
    
    
    
    
    
    
    522(Loss) income before income taxes
    
    
    (21,660
    )
    
    
    12,524
    
    
    
    10,583
    
    
    
    
    
    
    
    1,447(Benefit) provision for income taxes
    
    
    (5,113
    )
    
    
    2,573
    
    
    
    2,998
    
    
    
    
    
    
    
    458Equity in net income of subsidiaries
    
    
    17,536
    
    
    
    
    
    
    
    
    
    
    
    (17,536
    )
    
    
    Net income
    
    $
    989
    
    
    $
    9,951
    
    
    $
    7,585
    
    
    $
    (17,536
    )
    
    $
    989
 For the nine months ended September 30, 2006Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalRevenues
    
    $
    59,391
    
    
    $
    41,720
    
    
    $
    51,199
    
    
    $
    (841
    )
    
    $
    151,469Cost of revenues
    
    
    30,071
    
    
    
    22,606
    
    
    
    21,773
    
    
    
    (841
    )
    
    
    73,609Gross profit
    
    
    29,320
    
    
    
    19,114
    
    
    
    29,426
    
    
    
    
    
    
    
    77,860Operating expenses:Selling & marketing
    
    
    7,153
    
    
    
    1,602
    
    
    
    3,996
    
    
    
    
    
    
    
    12,751Research & development
    
    
    9,777
    
    
    
    2,437
    
    
    
    5,689
    
    
    
    
    
    
    
    17,903General & administrative
    
    
    8,700
    
    
    
    825
    
    
    
    4,335
    
    
    
    
    
    
    
    13,860Total operating expenses
    
    
    25,630
    
    
    
    4,864
    
    
    
    14,020
    
    
    
    
    
    
    
    44,514Operating income
    
    
    3,690
    
    
    
    14,250
    
    
    
    15,406
    
    
    
    
    
    
    
    33,346Interest expense, net
    
    
    (23,073
    )
    
    
    (7
    )
    
    
    (12,348
    )
    
    
    
    
    
    
    (35,428
    )Other income (expense), net
    
    
    29
    
    
    
    (1
    )
    
    
    716
    
    
    
    
    
    
    
    744(Loss) income before income taxes
    
    
    (19,354
    )
    
    
    14,242
    
    
    
    3,774
    
    
    
    
    
    
    
    (1,338
    )(Benefit) provision for income taxes
    
    
    (9,722
    )
    
    
    7,154
    
    
    
    (690
    )
    
    
    
    
    
    
    (3,258
    )Equity in net income of subsidiaries
    
    
    11,552
    
    
    
    
    
    
    
    
    
    
    
    (11,552
    )
    
    
    Net income
    
    $
    1,920
    
    
    $
    7,088
    
    
    $
    4,464
    
    
    $
    (11,552
    )
    
    $
    1,920
 13




---



##### Table of Contents



For the nine months ended September 30, 2007Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalCash Flow from Operating Activities:Net income
    
    $
    989
    
    
    $
    9,951
    
    
    $
    7,585
    
    
    $
    (17,536
    )
    
    $
    989Non-cash adjustments
    
    
    4,568
    
    
    
    1,516
    
    
    
    6,389
    
    
    
    17,536
    
    
    
    30,009Changes in operating assets and liabilities
    
    
    11,104
    
    
    
    (1,594
    )
    
    
    (370
    )
    
    
    
    
    
    
    9,140Net cash provided by operating activities
    
    
    16,661
    
    
    
    9,873
    
    
    
    13,604
    
    
    
    
    
    
    
    40,138Cash Flow from Investing Activities:Intercompany transactions
    
    
    4,174
    
    
    
    (5,953
    )
    
    
    1,779
    
    
    
    
    
    
    
    Cash paid for businesses acquired, net of cash
Acquired
    
    
    
    
    
    
    (5,127
    )
    
    
    (3
    )
    
    
    
    
    
    
    (5,130
    )Additions to property and equipment
    
    
    (4,119
    )
    
    
    (160
    )
    
    
    (1,096
    )
    
    
    
    
    
    
    (5,375
    )Proceeds from sale of property and equipment
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6Net cash provided by (used in) investing
activities
    
    
    61
    
    
    
    (11,240
    )
    
    
    680
    
    
    
    
    
    
    
    (10,499
    )Cash Flow from Financing Activities:Net repayments of debt
    
    
    (11,500
    )
    
    
    
    
    
    
    (14,367
    )
    
    
    
    
    
    
    (25,867
    )Income tax benefit related to exercise of stock
options
    
    
    82
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    82Transactions involving SS&C Technologies
Holdings, Inc. common stock
    
    
    (8
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (8
    )Net cash used in financing activities
    
    
    (11,426
    )
    
    
    
    
    
    
    (14,367
    )
    
    
    
    
    
    
    (25,793
    )Effect of exchange rate changes on cash
    
    
    
    
    
    
    
    
    
    
    626
    
    
    
    
    
    
    
    626Net increase (decrease) in cash and cash
equivalents
    
    
    5,296
    
    
    
    (1,367
    )
    
    
    543
    
    
    
    
    
    
    
    4,472Cash and cash equivalents, beginning of period
    
    
    3,055
    
    
    
    2,317
    
    
    
    6,346
    
    
    
    
    
    
    
    11,718Cash and cash equivalents, end of period
    
    $
    8,351
    
    
    $
    950
    
    
    $
    6,889
    
    
    $
    
    
    
    $
    16,190
 For the nine months ended September 30, 2006Total
    
    
    Total Non-
    
    
    ConsolidatingSS&C
    
    
    Guarantors
    
    
    Guarantors
    
    
    Adjustments
    
    
    TotalCash Flow from Operating Activities:Net income
    
    $
    1,920
    
    
    $
    7,088
    
    
    $
    4,464
    
    
    $
    (11,552
    )
    
    $
    1,920Non-cash adjustments
    
    
    (2,534
    )
    
    
    494
    
    
    
    2,487
    
    
    
    11,552
    
    
    
    11,999Changes in operating assets and liabilities
    
    
    11,589
    
    
    
    3,514
    
    
    
    (3,221
    )
    
    
    
    
    
    
    11,882Net cash provided by operating activities
    
    
    10,975
    
    
    
    11,096
    
    
    
    3,730
    
    
    
    
    
    
    
    25,801Cash Flow from Investment Activities:Intercompany transactions
    
    
    4,622
    
    
    
    (12,325
    )
    
    
    7,703
    
    
    
    
    
    
    
    Cash paid for businesses acquired, net of cash
acquired
    
    
    (14,249
    )
    
    
    
    
    
    
    282
    
    
    
    
    
    
    
    (13,967
    )Additions to property and equipment
    
    
    (1,811
    )
    
    
    (264
    )
    
    
    (866
    )
    
    
    
    
    
    
    (2,941
    )Proceeds from sale of property and equipment
    
    
    
    
    
    
    2
    
    
    
    (1
    )
    
    
    
    
    
    
    1Net cash (used in) provided by investing
activities
    
    
    (11,438
    )
    
    
    (12,587
    )
    
    
    7,118
    
    
    
    
    
    
    
    (16,907
    )Cash Flow from Financing Activities:Net repayments of debt
    
    
    (4,813
    )
    
    
    
    
    
    
    (10,063
    )
    
    
    
    
    
    
    (14,876
    )Transactions involving SS&C Technologies
Holdings, Inc. common stock
    
    
    735
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    735Net cash used in financing activities
    
    
    (4,078
    )
    
    
    
    
    
    
    (10,063
    )
    
    
    
    
    
    
    (14,141
    )Effect of exchange rate changes on cash
    
    
    
    
    
    
    
    
    
    
    309
    
    
    
    
    
    
    
    309Net (decrease) increase in cash and cash
equivalents
    
    
    (4,541
    )
    
    
    (1,491
    )
    
    
    1,094
    
    
    
    
    
    
    
    (4,938
    )Cash and cash equivalents, beginning of period
    
    
    6,319
    
    
    
    1,971
    
    
    
    7,294
    
    
    
    
    
    
    
    15,584Cash and cash equivalents, end of period
    
    $
    1,778
    
    
    $
    480
    
    
    $
    8,388
    
    
    $
    
    
    
    $
    10,646
 14




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 CRITICAL ACCOUNTING POLICIES
  
    
    Revenue Recognition
    
    Allowance for Doubtful Accounts
    
    Long-Lived Assets, Intangible Assets and Goodwill
    
    Acquisition Accounting
    
    Income Taxes
    
    Stock-based compensation
 Results of Operations for the Three Months and Nine Months Ended September 30, 2007 and
2006
  Three Months Ended
    
    
    
    
    
    
    Nine Months EndedSeptember 30,
    
    
    Percent
    
    
    September 30,
    
    
    Percent2007
    
    
    2006
    
    
    Change
    
    
    2007
    
    
    2006
    
    
    ChangeRevenues:Software licenses
    
    $
    7,159
    
    
    $
    6,502
    
    
    
    10
    %
    
    $
    18,653
    
    
    $
    16,864
    
    
    
    11
    %Maintenance
    
    
    15,666
    
    
    
    14,187
    
    
    
    10
    %
    
    
    45,899
    
    
    
    40,535
    
    
    
    13
    %Professional services
    
    
    3,338
    
    
    
    4,490
    
    
    
    -26
    %
    
    
    12,381
    
    
    
    14,618
    
    
    
    -15
    %Software-enabled services
    
    
    37,320
    
    
    
    27,270
    
    
    
    37
    %
    
    
    102,792
    
    
    
    79,452
    
    
    
    29
    %Total revenues
    
    $
    63,483
    
    
    $
    52,449
    
    
    
    21
    %
    
    $
    179,725
    
    
    $
    151,469
    
    
    
    19
    %
  Three Months Ended
    
    Nine Months EndedSeptember 30,
    
    September 30,2007
    
    2006
    
    2007
    
    2006Revenues:Software licenses
    
    
    11
    %
    
    
    12
    %
    
    
    10
    %
    
    
    11
    %Maintenance
    
    
    25
    %
    
    
    27
    %
    
    
    26
    %
    
    
    27
    %Professional services
    
    
    5
    %
    
    
    9
    %
    
    
    7
    %
    
    
    10
    %Software-enabled services
    
    
    59
    %
    
    
    52
    %
    
    
    57
    %
    
    
    52
    %
 Revenues
  15




---



##### Table of Contents



Software Licenses
 Maintenance
 Professional Services
 Software-enabled Services
 16




---



##### Table of Contents



Cost of Revenues
  Cost of Software Licenses
 Cost of Maintenance
 Cost of Professional Services
 Cost of Software-enabled Services
 17




---



##### Table of Contents



Operating Expenses
  Selling and Marketing
 Research and Development
 General and Administrative
 Interest Expense, Net 3 4
 18




---



##### Table of Contents



Other Income, Net
 Provision (Benefit) for Income Taxes
 Liquidity and Capital Resources
      Off-Balance Sheet Arrangements
  Senior Credit Facilities
   19




---



##### Table of Contents



11 3/4 % Senior Subordinated Notes due 2013
 3 4
    Covenant Compliance
   20




---



##### Table of Contents




    
    Consolidated EBITDA does not reflect the provision of income tax expense in our
various jurisdictions;
    
    Consolidated EBITDA does not reflect the significant interest expense we incur
as a result of our debt leverage;
    
    Consolidated EBITDA does not reflect any attribution of costs to our operations
related to our investments and capital expenditures through depreciation and
amortization charges;
    
    Consolidated EBITDA does not reflect the cost of compensation we provide to our
employees in the form of stock option awards; and
    
    Consolidated EBITDA excludes expenses that we believe are unusual or
non-recurring, but which others may believe are normal expenses for the operation
of a business.
  Three Months Ended September 30,
    
    
    Nine Months Ended September 30,(in thousands)
    
    2007
    
    
    2006
    
    
    2007
    
    
    2006Net income
    
    $
    2,221
    
    
    $
    359
    
    
    $
    989
    
    
    $
    1,920Interest expense, net
    
    
    11,067
    
    
    
    12,155
    
    
    
    33,622
    
    
    
    35,428Income taxes
    
    
    556
    
    
    
    (2,018
    )
    
    
    458
    
    
    
    (3,258
    )Depreciation and amortization
    
    
    8,744
    
    
    
    6,768
    
    
    
    25,957
    
    
    
    20,140EBITDA
    
    $
    22,588
    
    
    $
    17,264
    
    
    $
    61,026
    
    
    $
    54,230Purchase accounting adjustments (1)
    
    
    (76
    )
    
    
    403
    
    
    
    (215
    )
    
    
    2,958Unusual or non-recurring charges (2)
    
    
    (21
    )
    
    
    550
    
    
    
    (262
    )
    
    
    (120
    )Acquired EBITDA and cost savings (3)
    
    
    
    
    
    
    174
    
    
    
    135
    
    
    
    1,147Stock-based compensation
    
    
    1,973
    
    
    
    1,707
    
    
    
    6,513
    
    
    
    1,707Capital-based taxes
    
    
    645
    
    
    
    483
    
    
    
    1,309
    
    
    
    1,363Other (4)
    
    
    409
    
    
    
    250
    
    
    
    1,194
    
    
    
    750Consolidated EBITDA
    
    $
    25,518
    
    
    $
    20,831
    
    
    $
    69,700
    
    
    $
    62,035
 21




---



##### Table of Contents



(1)
    
    Purchase accounting adjustments include the adjustment of deferred revenue and
lease obligations to fair value at the date of the Transaction.(2)
    
    Unusual or non-recurring charges include foreign currency gains and losses,
proceeds from legal settlements and other one-time gains and expenses.(3)
    
    Acquired EBITDA and cost savings reflects the impact of EBITDA and cost savings
from synergies for significant businesses that were acquired during the period as if
the acquisition occurred at the beginning of that period.(4)
    
    Other includes management fees paid to The Carlyle Group and the non-cash portion
of straight-line rent expense.  Covenant
    
    ActualRequirements
    
    RatiosMaximum consolidated total leverage to Consolidated EBITDA Ratio
    
    
    6.75x
    
    
    
    4.78xMinimum Consolidated EBITDA to consolidated net interest coverage ratio
    
    
    1.50x
    
    
    
    2.14x
 
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
      22




---



##### Table of Contents



Item 4. Controls and Procedures
   23




---



##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
     
 Item 1A. Risk Factors
  Risks Relating to Our Business
 Our business is affected by changes in the state of the general economy and the financial
markets, and a slowdown or downturn in the general economy or the financial markets could
disproportionately affect the demand for our products and services.
  24




---



##### Table of Contents




    
    cancel or reduce planned expenditures for our products and services;
    
    seek to lower their costs by renegotiating their contracts with us;
    
    move their IT solutions in-house;
    
    switch to lower-priced solutions provided by our competitors; or
    
    exit the industry.
  Further or accelerated consolidations in the financial services industry could result in a
decline in demand for our products and services.
  We expect that our operating results, including our profit margins and profitability, may
fluctuate over time.
  
    
    the timing of the introduction and the market acceptance of new products,
product enhancements or services by us or our competitors;
    
    the lengthy and often unpredictable sales cycles of large client engagements;
    
    the amount and timing of our operating costs and other expenses;
    
    the financial health of our clients;
    
    changes in the volume of assets under our clients management;
    
    cancellations of maintenance and/or software-enabled services arrangements by
our clients;
    
    changes in local, national and international regulatory requirements;
    
    changes in our personnel;
    
    implementation of our licensing contracts and software-enabled services
arrangements;
    
    changes in economic and financial market conditions; and
    
    changes in the mix in the types of products and services we provide.
 If we are unable to retain and attract clients, our revenues and net income would remain
stagnant or decline.
 25




---



##### Table of Contents




    
    the level of demand for our products and services;
    
    the level of client spending for information technology;
    
    the level of competition from internal client solutions and from other vendors;
    
    the quality of our client service;
    
    our ability to update our products and services and develop new products and
services needed by clients;
    
    our ability to understand the organization and processes of our clients; and
    
    our ability to integrate and manage acquired businesses.
 We are currently subject to a consolidated shareholder class action lawsuit, the
unfavorable outcome of which might have a material adverse impact on our financial
condition, operating results and cash flows during the period in which a final outcome is
reached.
  We face significant competition with respect to our products and services, which may result
in price reductions, reduced gross margins or loss of market share.
  Catastrophic events may adversely affect our ability to provide, our clients ability to
use, and the demand for, our products and services, which may disrupt our business and
cause a decline in revenues.
 26




---



##### Table of Contents



Our software-enabled services may be subject to disruptions that could adversely affect our
reputation and result in client dissatisfaction and lost business.
  We may not achieve the anticipated benefits from our acquisitions and may face difficulties
in integrating our acquisitions, which could adversely affect our revenues, subject us to
unknown liabilities, increase costs and place a significant strain on our management.
   
    
    combine operations, facilities and differing firm cultures;
    
    retain the clients or employees of acquired entities;
    
    generate market demand for new products and services;
    
    coordinate geographically dispersed operations and successfully adapt to the
complexities of international operations;
    
    integrate the technical teams of these companies with our engineering
organization;
    
    incorporate acquired technologies and products into our current and future
product lines; and
    
    integrate the products and services of these companies with our business, where
we do not have distribution, marketing or support experience for such products and
services.
  27




---



##### Table of Contents



If we cannot attract, train and retain qualified managerial, technical and sales personnel,
we may not be able to provide adequate technical expertise and customer service to our
clients or maintain focus on our business strategy.
    If we are unable to protect our proprietary technology, our success and our ability to
compete will be subject to various risks, such as third-party infringement claims,
unauthorized use of our technology, disclosure of our proprietary information or inability
to license technology from third parties.
     28




---



##### Table of Contents



We could become subject to litigation regarding intellectual property rights, which could
seriously harm our business and require us to incur significant costs, which, in turn,
could reduce or eliminate profits.
  Our failure to continue to derive substantial revenues from the licensing of, or the
provision of software-enabled services relating to, our CAMRA, TradeThru, Pacer,
AdvisorWare and Total Return software, and the provision of maintenance and professional
services in support of such licensed software, could adversely affect our ability to
sustain or grow our revenues and harm our business, financial condition and results of
operations.
  We may be unable to adapt to rapidly changing technology and evolving industry standards
and regulatory requirements, and our inability to introduce new products and services could
result in a loss of market share.
  
    
    we may find it difficult or costly to update our services and software and to
develop new products and services quickly enough to meet our clients needs;
    
    we may find it difficult or costly to make some features of our software work
effectively and securely over the Internet or with new or changed operating
systems;
    
    we may find it difficult or costly to update our software and services to keep
pace with business, evolving industry standards, regulatory and other developments
in the industries where our clients operate; and
    
    we may be exposed to liability for security breaches that allow unauthorized
persons to gain access to confidential information stored on our computers or
transmitted over our network.
  Undetected software design defects, errors or failures may result in loss of our clients
data, litigation against us and harm to our reputation and business.
 29




---



##### Table of Contents



Challenges in maintaining and expanding our international operations can result in
increased costs, delayed sales efforts and uncertainty with respect to our intellectual
property rights and results of operations.
  
    
    changes in a specific countrys or regions political or economic condition;
    
    difficulties in obtaining U.S. export licenses;
    
    potentially longer payment cycles;
    
    increased costs associated with maintaining international marketing efforts;
    
    foreign currency fluctuations;
    
    the introduction of non-tariff barriers and higher duty rates;
    
    foreign regulatory compliance; and
    
    difficulties in enforcement of third-party contractual obligations and
intellectual property rights.
  Risks Relating to Our Substantial Indebtedness
 Our substantial indebtedness could adversely affect our financial health and prevent us
from fulfilling our obligations under our 11 3/4% senior subordinated notes due 2013 and
our senior credit facilities.
   
    
    make it more difficult for us to satisfy our obligations with respect to our
notes and our senior credit facilities;
    
    require us to dedicate a substantial portion of our cash flow from operations to
payments on our indebtedness, thereby reducing the availability of our cash flow to
fund acquisitions, working capital, capital expenditures, research and development
efforts and other general corporate purposes;
    
    increase our vulnerability to and limit our flexibility in planning for, or
reacting to, changes in our business and the industry in which we operate;
 30




---



##### Table of Contents




    
    expose us to the risk of increased interest rates as borrowings under our
senior credit facilities are subject to variable rates of interest;
    
    place us at a competitive disadvantage compared to our competitors that have
less debt; and
    
    limit our ability to borrow additional funds.
  To service our indebtedness, we require a significant amount of cash. Our ability to
generate cash depends on many factors beyond our control.
   Despite current indebtedness levels, we and our subsidiaries may still be able to incur
substantially more debt. This could further exacerbate the risks associated with our
substantial financial leverage.
  Restrictive covenants in the indenture governing the notes and the agreement governing our
senior credit facilities may restrict our ability to pursue our business strategies.
  
    
    incur additional indebtedness;
    
    sell assets, including capital stock of restricted subsidiaries;
    
    agree to payment restrictions affecting our restricted subsidiaries;
    
    pay dividends;
    
    consolidate, merge, sell or otherwise dispose of all or substantially all of
our assets;
    
    make strategic acquisitions;
    
    enter into transactions with our affiliates;
 31




---



##### Table of Contents




    
    incur liens; and
    
    designate any of our subsidiaries as unrestricted subsidiaries.
    
    
    declare all borrowings outstanding, together with accrued interest and other
fees, to be immediately due and payable; or
    
    prevent us from making payments on the notes,
  We may not have the ability to raise the funds necessary to finance the change of control
offer required by the indenture governing the notes.
  
 Item 6. Exhibits
  32




---



##### Table of Contents



SIGNATURE
  SS&C TECHNOLOGIES, INC.Date: November 2, 2007
    
    By:/s/ Patrick J. PedontiPatrick J. Pedonti
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
 33




---



##### Table of Contents



Exhibit Index
 Exhibit Number
    
    Description31.1
    
    Certification of the Registrants Chief Executive Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification of the Registrants Chief Financial Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 200232
    
    Certification of the Registrants Chief Executive Officer
and Chief Financial Officer pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
 34