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EX-99.1 - PREPARED REMARKS - PROGRESS SOFTWARE CORP /MA | d324138dex9911.htm |
8-K - FORM 8-K - PROGRESS SOFTWARE CORP /MA | d324138d8k.htm |
Exhibit 99.1
P R E S S A N N O U N C E M E N T
Investor Relations Contact: | Public Relations Contact: | |
Tom Barth | John Stewart | |
Progress Software Corporation | Progress Software Corporation | |
(781) 280-4135 | (781) 280-4101 | |
tobarth@progress.com | jstewart@progress.com |
Progress Software Reports 2012 Fiscal First Quarter Results
BEDFORD, MA, March 28, 2012 (BUSINESSWIRE) Progress Software Corporation (NASDAQ: PRGS), a leading software provider that enables enterprises to be operationally responsive, announced today results for its fiscal first quarter ended February 29, 2012.
Revenue for the quarter was $124.4 million, a decrease of 7% from $134.2 million in the fiscal first quarter of 2011.
On a GAAP basis in the fiscal first quarter of 2012:
| Income from operations was $11.9 million, a decrease of 58% compared to $28.3 million in the same quarter last year; |
| Net income was $7.5 million, a decrease of 64% compared to $20.5 million in the same quarter last year; and |
| Diluted earnings per share were $0.12, a decrease of 59% compared to $0.29 in the same quarter last year. |
On a non-GAAP basis in the fiscal first quarter of 2012:
| Income from operations was $26.1 million, a decrease of 37% compared to $41.3 million in the same quarter last year; |
| Net income was $17.7 million, a decrease of 40% compared to $29.4 million in the same quarter last year; and |
| Diluted earnings per share were $0.28, a decrease of 33% compared to $0.42 in the same quarter last year. |
Jay Bhatt, president and chief executive officer of Progress Software, said: Despite the stated year-over-year declines, the company performed better than expected, largely due to our OpenEdge product line. As we navigate through the current environment, we will continue to tightly control spending to protect our profitability.
Bhatt also noted: Since I joined Progress Software in early December, the management team and Board of Directors have been conducting a comprehensive evaluation of the company. This effort includes perspectives from shareholders, customers, partners and from external independent advisors including J.P. Morgan. We are nearing the end of our evaluation and expect to share our revised plan with the marketplace in late April. We understand that the status quo is unacceptable and our plan may include actions on the companys strategy, product portfolio, expense run rate and capital allocation to strengthen the business and to deliver higher levels of shareholder value.
Cash flows from operations for the quarter were $38.5 million, down from $50.2 million in the same quarter in fiscal 2011. Cash, cash equivalents and short-term investments increased to $315.2 million from $261.4 million at the end of the fiscal fourth quarter 2011, primarily as a result of cash flows from operations and stock option exercises.
Business Outlook
In light of the ongoing evaluation and forthcoming announcement of the companys revised business plan, the company will not provide guidance for the fiscal second quarter or fiscal year at this time.
Note to Editors
Progress Software is providing, in advance, a copy of prepared remarks for its conference call. These prepared remarks will not be read on the call. The press release, the prepared remarks, and additional financial disclosures are available on the Progress Software website www.progress.com within the investor relations section.
Conference Call
The Progress Software quarterly investor conference call to review its fiscal first quarter 2012 will be broadcast live at 9:00 a.m. Eastern on Wednesday, March 28, 2012 on the investor relations section of the companys website, located at www.progress.com. Additionally, you can listen to the call by telephone by dialing 1-800-915-4836, pass code 7144347. The conference call will include only brief comments followed by questions and answers. An archived version of the conference call and supporting materials will be available on the Progress Software website within the investor relations section after the live conference call.
Legal Notice Regarding Non-GAAP Financial Information
Progress Software provides non-GAAP financial information as additional information for investors. These non-GAAP measures are not in accordance with, or an alternative to, generally accepted accounting principles in the United States (GAAP). Progress Software believes that the non-GAAP results described in this release are useful for an understanding of its ongoing operations and provide additional detail and an alternative method of assessing its operating results. Management uses these non-GAAP results to compare the companys performance to that of prior periods for analysis of trends and for budget and planning purposes. A reconciliation of non-GAAP adjustments to the companys GAAP financial results is included in the tables below. Additional information regarding the companys non-GAAP financial information is contained in the companys Current Report on Form 8-K filed with the Securities and Exchange Commission in connection with this press release, which is available on the Progress website www.progress.com within the investor relations section.
Note Regarding Forward-Looking Statements
Except for the historical information and discussions contained herein, statements contained in this release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially, including but not limited to those risks and uncertainties described in the Companys filings with the Securities and Exchange Commission. The Company undertakes no obligation to update information contained in this release. For further information regarding risks and uncertainties associated with the companys business, please refer to the companys filings with the Securities and Exchange Commission.
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Important Shareholder Information
Progress Software will hold its Annual Meeting of Shareholders on May 31, 2012 at 9:00 a.m. Eastern. The company plans to file with the Securities and Exchange Commission and mail to its shareholders a proxy statement in connection with its 2012 Annual Meeting of Shareholders. The proxy statement will contain important information about the company, the Annual Meeting and related matters.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT SOLICITATION MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION.
The proxy statement and other relevant solicitation materials (when they become available), and any and all documents filed by the company with the Securities and Exchange Commission, may be obtained by investors and security holders free of charge at the Securities and Exchange Commissions web site at www.sec.gov. In addition, filings of the company with the Securities and Exchange Commission, including the proxy statement and other relevant solicitation materials (when they become available), may be obtained, without charge, from the company by directing a request to the company at 14 Oak Park, Bedford, Massachusetts 01730, c/o Corporate Secretary.
The company and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of the company in connection with the Annual Meeting. Information regarding the companys directors and executive officers is contained in the companys annual report on Form 10-K filed with the Securities and Exchange Commission on January 30, 2012 and definitive proxy statement filed with the Securities and Exchange Commission on March 21, 2011. Additional information regarding the interests of those participants in the solicitation of proxies may be obtained by reading the proxy statement for the Annual Meeting when it becomes available.
Progress Software Corporation
Progress Software Corporation (NASDAQ: PRGS) is a global software company that enables enterprises to be operationally responsive to changing conditions and customer interactions as they occur to capitalize on new opportunities, drive greater efficiencies and reduce risk. The company offers a comprehensive portfolio of best-in-class infrastructure software spanning event-driven visibility and real-time response, open integration, data access and integration, and application development and deployment all supporting on-premises and SaaS/Cloud deployments. Progress Software maximizes the benefits of operational responsiveness while minimizing IT complexity and total cost of ownership. Progress Software can be reached at www.progress.com or 1-781-280-4000.
Progress is a trademark or registered trademark of Progress Software Corporation or one of its subsidiaries or affiliates in the U.S. and other countries. Any other trademarks contained herein are the property of their respective owners.
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Condensed Consolidated Statements of Income
Fiscal First Quarter Ended | ||||||||||||
(In thousands, except per share data) |
February 29, 2012 |
February 28, 2011 |
% Change | |||||||||
Revenue: |
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Software licenses |
$ | 41,492 | $ | 51,336 | -19 | % | ||||||
Maintenance and services |
82,934 | 82,901 | 0 | % | ||||||||
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Total revenue |
124,426 | 134,237 | -7 | % | ||||||||
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Costs of revenue: |
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Cost of software licenses |
2,288 | 2,381 | -4 | % | ||||||||
Cost of maintenance and services |
19,380 | 17,768 | 9 | % | ||||||||
Amortization of acquired intangibles |
3,734 | 3,975 | -6 | % | ||||||||
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Total costs of revenue |
25,402 | 24,124 | 5 | % | ||||||||
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Gross profit |
99,024 | 110,113 | -10 | % | ||||||||
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Operating expenses: |
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Sales and marketing |
47,247 | 44,698 | 6 | % | ||||||||
Product development |
22,395 | 20,859 | 7 | % | ||||||||
General and administrative |
15,452 | 11,852 | 30 | % | ||||||||
Amortization of acquired intangibles |
1,821 | 2,274 | -20 | % | ||||||||
Restructuring expenses |
| 2,114 | -100 | % | ||||||||
Acquisition-related expenses |
215 | | | |||||||||
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Total operating expenses |
87,130 | 81,797 | 7 | % | ||||||||
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Income from operations |
11,894 | 28,316 | -58 | % | ||||||||
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Other income (expense), net |
270 | (39 | ) | -792 | % | |||||||
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Income before provision for income taxes |
12,164 | 28,277 | -57 | % | ||||||||
Provision for income taxes |
4,675 | 7,756 | -40 | % | ||||||||
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Net income |
$ | 7,489 | $ | 20,521 | -64 | % | ||||||
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Earnings per share: |
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Basic |
$ | 0.12 | $ | 0.31 | -61 | % | ||||||
Diluted |
$ | 0.12 | $ | 0.29 | -59 | % | ||||||
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Weighted average shares outstanding: |
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Basic |
62,145 | 66,986 | -7 | % | ||||||||
Diluted |
63,130 | 69,659 | -9 | % | ||||||||
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Condensed Consolidated Balance Sheets
(In thousands) |
February 29, 2012 |
November 30, 2011 |
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Assets |
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Current assets: |
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Cash, cash equivalents and short-term investments |
$ | 315,164 | $ | 261,416 | ||||
Accounts receivable, net |
102,645 | 110,927 | ||||||
Other current assets |
33,907 | 35,434 | ||||||
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Total current assets |
451,716 | 407,777 | ||||||
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Property and equipment, net |
68,048 | 66,206 | ||||||
Goodwill and intangible assets, net |
322,165 | 327,647 | ||||||
Other assets |
66,951 | 63,680 | ||||||
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Total assets |
$ | 908,880 | $ | 865,310 | ||||
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Liabilities and shareholders equity |
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Current liabilities: |
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Accounts payable and other current liabilities |
$ | 83,533 | $ | 85,781 | ||||
Short-term deferred revenue |
162,552 | 145,727 | ||||||
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Total current liabilities |
246,085 | 231,508 | ||||||
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Long-term deferred revenue |
5,069 | 6,619 | ||||||
Other long-term liabilities |
4,296 | 4,883 | ||||||
Shareholders equity: |
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Common stock and additional paid-in capital |
329,405 | 309,221 | ||||||
Retained earnings |
324,025 | 313,079 | ||||||
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Total shareholders equity |
653,430 | 622,300 | ||||||
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Total liabilities and shareholders equity |
$ | 908,880 | $ | 865,310 | ||||
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Condensed Consolidated Statements of Cash Flows
Fiscal First Quarter Ended | ||||||||
(In thousands) |
February 29, 2012 |
February 28, 2011 |
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Cash flows from operating activities: |
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Net income |
$ | 7,489 | $ | 20,521 | ||||
Depreciation and amortization |
8,562 | 8,461 | ||||||
Stock-based compensation |
7,091 | 4,184 | ||||||
Other non-cash adjustments |
359 | 451 | ||||||
Changes in operating assets and liabilities |
15,028 | 16,613 | ||||||
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Net cash flows from operating activities |
38,529 | 50,230 | ||||||
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Capital expenditures |
(3,942 | ) | (3,352 | ) | ||||
Redemptions at par by issuers of auction-rate-securities |
225 | | ||||||
Issuances of common stock, net of repurchases |
13,973 | (6,120 | ) | |||||
Other |
4,963 | 7,685 | ||||||
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Net change in cash, cash equivalents and short-term investments |
53,748 | 48,443 | ||||||
Cash, cash equivalents and short-term investments, beginning of period |
261,416 | 322,396 | ||||||
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Cash, cash equivalents and short-term investments, end of period |
$ | 315,164 | $ | 370,839 | ||||
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Reconciliation of GAAP to Non-GAAP Financial Measures
Fiscal First Quarter Ended | ||||||||||||
(In thousands, except per share data) |
February 29, 2012 |
February 28, 2011 |
% Change | |||||||||
GAAP income from operations |
$ | 11,894 | $ | 28,316 | ||||||||
GAAP operating margin % |
9.6 | % | 21.1 | % | ||||||||
Amortization of acquired intangibles |
5,555 | 6,249 | ||||||||||
Stock-based compensation (1) |
7,091 | 4,184 | ||||||||||
Transition expenses |
| 424 | ||||||||||
Restructuring expenses |
| 2,114 | ||||||||||
Acquisition-related expenses |
215 | | ||||||||||
Litigation settlement |
900 | | ||||||||||
Proxy-related costs |
472 | | ||||||||||
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Total operating adjustments (2) |
14,233 | 12,971 | ||||||||||
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Non-GAAP income from operations |
$ | 26,127 | $ | 41,287 | -37 | % | ||||||
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Non-GAAP operating margin % |
21.0 | % | 30.8 | % | ||||||||
GAAP net income |
$ | 7,489 | $ | 20,521 | ||||||||
Operating adjustments (from above) |
14,233 | 12,971 | ||||||||||
Income tax adjustment |
(4,036 | ) | (4,077 | ) | ||||||||
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Total net income adjustments (2) |
10,197 | 8,894 | ||||||||||
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Non-GAAP net income |
$ | 17,686 | $ | 29,415 | -40 | % | ||||||
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GAAP earnings per share - diluted |
$ | 0.12 | $ | 0.29 | ||||||||
Total net income adjustments (from above) (2) |
0.16 | 0.13 | ||||||||||
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Non-GAAP earnings per share - diluted |
$ | 0.28 | $ | 0.42 | -33 | % | ||||||
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Weighted average shares outstanding - diluted |
63,130 | 69,659 | ||||||||||
(1) Stock-based compensation is included in the GAAP statements of income, as follows: |
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Cost of revenue |
$ | 588 | $ | 223 | ||||||||
Sales and marketing |
2,134 | 1,290 | ||||||||||
Product development |
1,945 | 1,269 | ||||||||||
General and administrative |
2,424 | 1,402 | ||||||||||
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$ | 7,091 | $ | 4,184 | |||||||||
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(2) | Adjustments reported for the fiscal first quarter of 2011 have been revised to eliminate our use of a non-GAAP revenue measure. See our Current Report on Form 8-K filed with this press release for additional information. |
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