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8-K - 8-K - Mellanox Technologies, Ltd.a11-19551_18k.htm

Exhibit 99.1

 

PRESS RELEASE

 

 

 

Mellanox Technologies, Ltd.

GRAPHIC

 

Press/Media Contact:

Brian Sparks

408-970-3400

media@mellanox.com

 

U.S. Investor Contact:

Janine Zanelli

408-916-0012

janine@mellanox.com

 

Israel Investor Contact:

Nava Ladin

Gelbart Kahana Investor Relations

+972-3-6074717

nava@gk-biz.com

 

Mellanox Technologies, Ltd. Announces Record Quarterly Results

 

58.5 Percent Year-over-Year Revenue Growth

 

SUNNYVALE, Calif. and YOKNEAM, ISRAEL — July 20, 2011 — Mellanox® Technologies, Ltd. (NASDAQ: MLNX; TASE: MLNX), a leading supplier of end-to-end connectivity solutions for servers and storage systems, today announced record revenue of $63.3 million for its fiscal second quarter 2011, ended June 30, 2011, exceeding the quarter billion dollar annualized revenue run rate milestone.

 

Second Quarter Highlights

 

·                  Revenues were $63.3 million

 

·                  GAAP gross margins were 64.9 percent; non-GAAP gross margins were 68.9 percent

 

·                  GAAP operating income was $2.8 million; non-GAAP operating income was $10.9 million, or 17.3 percent of revenues

 

·                  GAAP net income: $2.1 million; non-GAAP net income $10.3 million

 

·                  GAAP net income per diluted share: $0.06; non-GAAP net income per diluted share $0.27

 



 

Mellanox Technologies, Ltd. Announces Record Quarterly Results

 

·                  $12.5 million in cash provided by operating activities

 

·                  $107.1 million in total cash and investments at June 30, 2011; a sequential increase of $13.7 million

 

Financial Results

 

In accordance with U.S. generally accepted accounting principles (GAAP), the company reported revenue of $63.3 million, up 15.1 percent from $55.1 million in the first quarter of 2011, and up 58.5 percent from $40.0 million in the second quarter of 2010.

 

GAAP gross margins in the second quarter of 2011 were 64.9 percent, compared with 64.7 percent in the first quarter of 2011 and 74.5 percent in the second quarter of 2010.

 

Non-GAAP gross margins in the second quarter of 2011 were 68.9 percent, compared with 68.4 percent in the first quarter of 2011 and 74.7 percent in the second quarter of 2010.

 

GAAP net income in the second quarter of 2011 was $2.1 million or $0.06 per diluted share, compared with net loss of ($1.6) million or ($0.05) per diluted share in the first quarter of 2011, and $5.3 million or $0.15 per diluted share in the second quarter of 2010.

 

Non-GAAP net income in the second quarter was $10.3 million, or $0.27 per diluted share, compared with $9.2 million or $0.24 per diluted share in the first quarter of 2011, and $10.4 million, or $0.29 per diluted share in the second quarter of 2010.

 

The second quarter 2011 non-GAAP net income results exclude $5.4 million of share-based compensation expenses compared to $4.3 million in the first quarter of 2011. It also excludes amortization of acquired intangible assets of $2.8 million associated with the acquisition of Voltaire, Ltd. on February 7, 2011, compared to $2.1 million in the first quarter of 2011.  The first quarter 2011 non-GAAP net income results also excluded $4.4 million of other acquisition related charges.

 

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Total cash and investments were $107.1 million at June 30, 2011. The company generated $12.5 million in cash from operating activities during the quarter.

 

“Reaching the quarter-billion dollar annualized revenue run rate is a significant milestone for Mellanox,” said Eyal Waldman, chairman, president and CEO of Mellanox Technologies. “We completed the successful integration of Voltaire into Mellanox, and during the quarter we introduced our end-to-end FDR 56Gb/s InfiniBand and 40 Gigabit Ethernet interconnect solutions. We are encouraged by the momentum of design-wins and traction we see in various vertical markets and applications for these solutions.”

 

Recent Mellanox Press Release Highlights

 

·                  June 27 — Mellanox Accelerates Half of the World’s Petaflop Systems; Delivers Scalable Networking for Next Generation Supercomputers

 

·                  June 20 — Mellanox and Lawrence Livermore National Laboratory Demonstrate Leading Performance and Scalability for HPC Applications

 

·                  June 20 — Mellanox FDR InfiniBand Selected to Deliver PetaScale Performance for Europe’s Fastest Supercomputer

 

·                  June 20 — Mellanox Announces Complete End-to-End FDR 56Gb/s InfiniBand Interconnect Solutions for Uncompromised Clustering Performance and Scalability

 

·                  June 13 — CNSX Markets Selects Mellanox 10GbE to Accelerate Trading and Market Data Distribution

 

·                  June 6 — Mellanox Introduces ConnectX-3, The Industry’s First FDR 56Gb/s InfiniBand and 10/40 Gigabit Ethernet Multi-Protocol Adapter; Delivers World-Record Bandwidth and Latency Performance

 

·                  May 18 — Mellanox Sets New Low-Latency Record for Real-time Market Data over 10GbE on IBM Systems

 

·                  May 16 — Mellanox Message Acceleration Software Enables Lowest-Latency for a Wide Range of Financial Services and Web 2.0 Applications

 

·                  May 9 — Mellanox Introduces World’s First High Density, 36-Port 40 Gigabit Ethernet Switches for Superior Server and Storage Connectivity

 

·                  May 9 — Mellanox Accelerates Hadoop and Memcached for Web 2.0 Applications

 

3



 

Conference Calls

 

Mellanox will broadcast its second quarter conference call at 2 p.m. Pacific Time (5 p.m. Eastern). To listen to the call, dial 877-831-3840 approximately ten minutes prior to the start time.

 

Mellanox will also conduct a conference call on Thursday, July 21 at 9 a.m. Israel Time to discuss the company’s second quarter 2011 financial results in Hebrew. To listen to the call, dial +972-3-9180609 approximately 10 minutes prior to the start of the call.

 

The Mellanox financial results conference call will be available via a live webcast on the investor relations section of the Mellanox website at http://ir.mellanox.com.  Access the web site 15 minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay will also be available on the Mellanox website.

 

About Mellanox

 

Mellanox Technologies is a leading supplier of end-to-end InfiniBand and Ethernet connectivity solutions and services for servers and storage. Mellanox products optimize data center performance and deliver industry-leading bandwidth, scalability, power conservation and cost-effectiveness while converging multiple legacy network technologies into one future-proof architecture. The company offers innovative solutions that address a wide range of markets including HPC, enterprise, mega warehouse data centers, cloud computing, Internet and Web 2.0.

 

Founded in 1999, Mellanox Technologies is headquartered in Sunnyvale, California and Yokneam, Israel. For more information, visit Mellanox at www.mellanox.com.

 

GAAP to Non-GAAP Reconciliation

 

To supplement our consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), Mellanox uses non-GAAP financial measures, including non-GAAP gross profit, operating income, net income and earnings per share. These supplemental measures exclude share-based compensation expenses, changes in certain deferred tax assets and acquisition related charges. The company believes the non-GAAP results provide useful information to both management and investors, as these non-GAAP results exclude expenses that are not indicative of our core operating results. Management believes it is useful to exclude share-based compensation expenses, changes in deferred tax assets and acquisition related charges because it enhances investors’ ability to understand our business from the same perspective as management, which believes that such items are not directly attributable to nor reflect the underlying performance of the company’s business operations.  Further, management believes certain non-cash charges, such as share-based compensation and changes in certain deferred tax assets do not reflect the cash operating results of the business. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. These

 

4



 

non-GAAP measures may be different than the non-GAAP measures used by other companies. A reconciliation of GAAP to non-GAAP adjustments is also presented in the financial statements portion of this release and is posted under the “Investors” section at our web site.

 

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

 

All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management’s beliefs and certain assumptions made by us, all of which are subject to change.

 

Forward-looking statements can often be identified by words such as “projects,” “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions and variations or negatives of these words.  These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.

 

The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include the continued expansion of our product line, customer base and the total available market of our products, the continued growth in demand for our products, the continued, increased demand for industry standards-based technology, the impact of our acquisition of Voltaire discussed herein on the Company’s actual financial results, negative customer reaction to the acquisition, our ability to react to trends and challenges in our business and the markets in which we operate, our ability to anticipate market needs or develop new or enhanced products to meet those needs, the adoption rate of our products, our ability to establish and maintain successful relationships with our OEM customers, our ability to effectively compete in our industry, fluctuations in demand, sales cycles and prices for our products and services, our success converting design wins to revenue-generating product shipments, our ability to successfully integrate Voltaire’s operations with our operation following the closing of the transaction, and our ability to protect our intellectual property rights.

 

In addition, current uncertainty in the global economic environment poses a risk to the overall economy as businesses may defer purchases in response to tighter credit conditions, changing overall demand for our products, and negative financial news. Consequently, our results could differ materially from our prior results due to these general economic and market conditions, political events and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission.

 

More information about the risks, uncertainties and assumptions that may impact our business is set forth in our form 10-Q filed with the SEC on May 9, 2011, and our form 10-K filed with the SEC on March 7, 2011. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.

 

Mellanox, BridgeX, ConnectX, CORE-Direct, InfiniBridge, InfiniHost, InfiniScale, PhyX, Virtual Protocol Interconnect and Voltaire are registered trademarks of Mellanox Technologies, Ltd. FabricIT, MLNX-OS, and SwitchX are trademarks of Mellanox Technologies, Ltd. All other trademarks are property of their respective owners.

 

5



 

Mellanox Technologies, Ltd.

Condensed Consolidated Statements of Operations

(in thousands, except per share data, unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

$

63,345

 

$

39,958

 

$

118,402

 

$

76,168

 

Cost of revenues

 

22,249

 

10,189

 

41,665

 

19,212

 

Gross profit

 

41,096

 

29,769

 

76,737

 

56,956

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

23,689

 

13,995

 

43,999

 

26,272

 

Sales and marketing

 

9,989

 

5,409

 

18,544

 

10,422

 

General and administrative

 

4,659

 

2,749

 

13,104

 

5,385

 

Total operating expenses

 

38,337

 

22,153

 

75,647

 

42,079

 

Income from operations

 

2,759

 

7,616

 

1,090

 

14,877

 

Other income, net

 

88

 

49

 

136

 

162

 

Income before taxes

 

2,847

 

7,665

 

1,226

 

15,039

 

Provision for taxes on income

 

(719

)

(2,349

)

(722

)

(4,485

)

Net income

 

$

2,128

 

$

5,316

 

$

504

 

$

10,554

 

Net income per share — basic

 

$

0.06

 

$

0.16

 

$

0.01

 

$

0.32

 

Net income per share — diluted

 

$

0.06

 

$

0.15

 

$

0.01

 

$

0.30

 

Shares used in computing income per share:

 

 

 

 

 

 

 

 

 

Basic

 

35,147

 

33,557

 

34,820

 

33,260

 

Diluted

 

37,279

 

35,580

 

37,079

 

35,220

 

 

6



 

Mellanox Technologies, Ltd.

Reconciliation of Non-GAAP Adjustments

(in thousands, except per share data and percentages, unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP net income to non-GAAP:

 

 

 

 

 

 

 

 

 

GAAP net income

 

$

2,128

 

$

5,316

 

$

504

 

$

10,554

 

Adjustments:

 

 

 

 

 

 

 

 

 

Share-based compensation expense:

 

 

 

 

 

 

 

 

 

Cost of revenues

 

225

 

97

 

369

 

187

 

Research and development

 

3,004

 

1,942

 

5,357

 

3,835

 

Sales and marketing

 

1,298

 

610

 

2,317

 

1,253

 

General and administrative

 

904

 

773

 

1,666

 

1,535

 

Total share-based compensation expense

 

5,431

 

3,422

 

9,709

 

6,810

 

Amortization of acquired intangibles:

 

 

 

 

 

 

 

 

 

Cost of revenue

 

2,316

 

 

4,168

 

 

Sales and marketing

 

438

 

 

692

 

 

Total amortization of acquired intangibles

 

2,754

 

 

4,860

 

 

Other acquisition related charges

 

 

 

4,394

 

 

Deferred taxes in Israel

 

 

1,701

 

 

3,468

 

Non-GAAP net income

 

$

10,313

 

$

10,439

 

$

19,467

 

$

20,832

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP gross profit to non-GAAP:

 

 

 

 

 

 

 

 

 

Revenues

 

$

63,345

 

$

39,958

 

$

118,402

 

$

76,168

 

GAAP gross profit

 

41,096

 

29,769

 

76,737

 

56,956

 

GAAP gross margin

 

64.9

%

74.5

%

64.8

%

74.8

%

Share-based compensation expense

 

225

 

97

 

369

 

187

 

Acquisition related charges

 

2,316

 

 

4,168

 

 

Non-GAAP gross profit

 

$

43,637

 

$

29,866

 

$

81,274

 

$

57,143

 

Non-GAAP gross margin

 

68.9

%

74.7

%

68.6

%

75.0

%

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP operating expenses to non-GAAP:

 

 

 

 

 

 

 

 

 

GAAP operating expenses

 

$

38,337

 

$

22,153

 

$

75,647

 

$

42,079

 

Share-based compensation expense

 

(5,206

)

(3,325

)

(9,340

)

(6,623

)

Acquisition related charges

 

(438

)

 

(5,086

)

 

Non-GAAP operating expenses

 

$

32,693

 

$

18,828

 

$

61,221

 

$

35,456

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP income from operations to non-GAAP:

 

 

 

 

 

 

 

 

 

GAAP income from operations

 

$

2,759

 

$

7,616

 

$

1,090

 

$

14,877

 

Share-based compensation expense

 

5,431

 

3,422

 

9,709

 

6,810

 

Acquisition related charges

 

2,754

 

 

9,254

 

 

Non-GAAP income from operations

 

$

10,944

 

$

11,038

 

$

20,053

 

$

21,687

 

 

7



 

Mellanox Technologies, Ltd.

Reconciliation of Non-GAAP Adjustments

(in thousands, except per share data and percentages, unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

GAAP shares - basic

 

35,147

 

33,557

 

34,820

 

33,260

 

Adjustments:

 

 

 

 

 

 

 

 

 

Impact from weighted outstanding shares*

 

294

 

179

 

621

 

476

 

Non-GAAP shares - basic

 

35,441

 

33,736

 

35,441

 

33,736

 

 

 

 

 

 

 

 

 

 

 

GAAP shares - diluted

 

37,279

 

35,580

 

37,079

 

35,220

 

Adjustments:

 

 

 

 

 

 

 

 

 

Impact from weighted outstanding shares*

 

294

 

179

 

621

 

476

 

Effect of dilutive securities under GAAP**

 

(2,132

)

(2,023

)

(2,259

)

(1,960

)

Total options vested and exercisable

 

3,018

 

2,734

 

3,018

 

2,734

 

Non-GAAP shares - diluted

 

38,459

 

36,470

 

38,459

 

36,470

 

 

 

 

 

 

 

 

 

 

 

GAAP diluted net income per share

 

$

0.06

 

$

0.15

 

$

0.01

 

$

0.30

 

Adjustments:

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

0.14

 

0.09

 

0.27

 

0.19

 

Amortization of acquired intangibles

 

0.07

 

0.00

 

0.13

 

0.00

 

Other acquisition related charges

 

0.00

 

0.00

 

0.12

 

0.00

 

Deferred taxes in Israel

 

0.00

 

0.05

 

0.00

 

0.10

 

Impact from weighted outstanding shares*

 

0.00

 

0.00

 

(0.01

)

(0.01

)

Effect of dilutive securities under GAAP**

 

0.02

 

0.02

 

0.03

 

0.03

 

Total options vested and exercisable

 

(0.02

)

(0.02

)

(0.04

)

(0.04

)

Non-GAAP diluted income per share

 

$

0.27

 

$

0.29

 

$

0.51

 

$

0.57

 

 


* Under GAAP, shares used in computing income per share are adjusted for the amount of time they are outstanding during the period.  The number of shares used in computing income per share has been adjusted to a non-GAAP measure as if those ordinary shares were outstanding during the entire period to provide a comparable share number in future quarters.

 

** This adjustment adds back the GAAP effect of additional ordinary shares that would have been outstanding if the dilutive potential common shares from stock options had been issued under the Treasury method.

 

8



 

Mellanox Technologies, Ltd.

Condensed Consolidated Balance Sheets

(in thousands, unaudited)

 

 

 

June 30,

 

December 31,

 

 

 

2011

 

2010

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

72,797

 

$

107,994

 

Short-term investments

 

29,037

 

141,959

 

Restricted cash

 

5,218

 

3,353

 

Accounts receivable, net

 

45,512

 

19,893

 

Inventories

 

15,474

 

11,717

 

Deferred taxes

 

681

 

616

 

Prepaid expenses and other

 

5,418

 

3,871

 

Total current assets

 

174,137

 

289,403

 

Property and equipment, net

 

21,836

 

15,490

 

Severance assets

 

9,584

 

5,792

 

Intangible assets, net

 

31,426

 

290

 

Goodwill

 

132,885

 

 

Deferred taxes

 

954

 

1,422

 

Other long-term assets

 

6,823

 

3,358

 

Total assets

 

$

377,645

 

$

315,755

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

17,550

 

$

6,526

 

Other accrued liabilities

 

27,132

 

15,885

 

Deferred revenue

 

4,426

 

1,051

 

Capital lease obligations, current

 

316

 

316

 

Total current liabilities

 

49,424

 

23,778

 

Accrued severance

 

12,731

 

7,355

 

Deferred revenue

 

2,606

 

563

 

Capital lease obligations

 

 

158

 

Other long-term obligations

 

4,676

 

2,211

 

Total liabilities

 

69,437

 

34,065

 

Shareholders’ equity

 

 

 

 

 

Ordinary shares

 

145

 

141

 

Additional paid-in capital

 

291,309

 

265,481

 

Accumulated other comprehensive income

 

1,136

 

954

 

Retained earnings

 

15,618

 

15,114

 

Total shareholders’ equity

 

308,208

 

281,690

 

Total liabilities and shareholders’ equity

 

$

377,645

 

$

315,755

 

 

9



 

Mellanox Technologies, Ltd.

Condensed Consolidated Statement of Cash Flows

(in thousands, unaudited)

 

 

 

Six Months Ended June 30,

 

 

 

2011

 

2010

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

504

 

$

10,554

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

8,896

 

2,457

 

Deferred income taxes

 

579

 

3,468

 

Share-based compensation expense

 

9,709

 

6,810

 

Gain on investments

 

(116

)

(87

)

Excess tax benefit from share-based compensation

 

(387

)

(690

)

Changes in assets and liabilities:

 

 

 

 

 

Accounts receivable, net

 

(13,196

)

(740

)

Inventory

 

842

 

(2,867

)

Prepaid expenses and other assets

 

263

 

1,015

 

Accounts payable

 

8,483

 

1,285

 

Accrued liabilities and other payables

 

10,503

 

573

 

Net cash provided by operating activities

 

26,080

 

21,778

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Acquisition of Voltaire Ltd., net of cash acquired of $3,961

 

(203,704

)

 

Purchase of severance-related insurance policies

 

(425

)

(390

)

Purchases of short-term investments

 

(22

)

(104,024

)

Proceeds from sale of short-term investments

 

135,474

 

96,742

 

Proceeds from maturities of short-term investments

 

4,425

 

22,096

 

Increase in restricted cash deposit

 

(2,200

)

 

Purchase of property and equipment

 

(4,487

)

(6,521

)

Purchase of equity investment in a private company

 

 

(135

)

Net cash provided by (used) in investing activities

 

(70,939

)

7,768

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Principal payments on capital lease obligations

 

(158

)

(349

)

Proceeds from issuance of common stock to employees

 

9,433

 

5,420

 

Excess tax benefit from share-based compensation

 

387

 

690

 

Net cash provided by financing activities

 

9,662

 

5,761

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

(35,197

)

35,307

 

Cash and cash equivalents at beginning of period

 

107,994

 

43,640

 

Cash and cash equivalents at end of period

 

$

72,797

 

$

78,947

 

 

10