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Exhibit 99.1

 

 

Proofpoint Announces Fourth Quarter and Full Year 2016 Financial Results

 

Fourth Quarter Highlights

 

·                       Total revenue of $106.8 million, up 43% year-over-year

·                       Billings of $138.4 million, up 42% year-over-year

·                       GAAP EPS of $(0.54) per share, Non-GAAP EPS of $0.18 per share

·                       Generated operating cash flow of $41.2 million and free cash flow of $32.4 million

·                       Increasing FY17 billings, revenue, profitability and free cash flow guidance

 

SUNNYVALE, Calif., — January 26, 2017 — Proofpoint, Inc. (NASDAQ: PFPT), a leading next-generation security and compliance company, today announced financial results for the fourth quarter and full year ended December 31, 2016.

 

“We were very pleased with our strong fourth quarter results, which capped off another record year for the company,” stated Gary Steele, chief executive officer of Proofpoint.  “During the quarter, the better-than-expected results were driven by the ongoing robust demand for our advanced threat solutions, high competitive win rates, traction with new products, robust add-on activity and consistently high renewal rates.  The company remains well-positioned to maintain momentum in 2017 and beyond as enterprises continue to select Proofpoint’s cloud-based advanced threat protection solution over legacy alternatives, given our proven capability in handling today’s advanced security threats.”

 

Fourth Quarter 2016 Financial Highlights

 

·                  Revenue: Total revenue for the fourth quarter of 2016 was $106.8 million, an increase of 43% compared to $74.9 million for the fourth quarter of 2015.

 

·                  Billings: Total billings were $138.4 million for the fourth quarter of 2016, an increase of 42% compared to $97.5 million for the fourth quarter of 2015.

 

·                  Gross Profit: GAAP gross profit for the fourth quarter of 2016 was $77.0 million compared to $51.0 million for the fourth quarter of 2015.  Non-GAAP gross profit for the fourth quarter of 2016 was $82.3 million compared to $54.9 million for the fourth quarter of 2015.  GAAP gross margin for the fourth quarter of 2016 was 72% compared to 68% for the fourth quarter of 2015.  Non-GAAP gross margin was 77% for the fourth quarter of 2016 compared to 73% for the fourth quarter of 2015.

 

·                  Operating Income (Loss): GAAP operating loss for the fourth quarter of 2016 was $(16.1) million compared to a loss of $(21.0) million for the fourth quarter of 2015.  Non-GAAP operating profit for the fourth quarter of 2016 was $9.9 million compared to $1.0 million for the fourth quarter of 2015.

 



 

·                  Net Income (Loss): GAAP net loss for the fourth quarter of 2016 was $(22.9) million, or $(0.54) per share, based on 42.6 million weighted average shares outstanding.  This compares to a GAAP net loss of $(27.4) million, or $(0.68) per share, based on 40.5 million weighted average shares outstanding for the fourth quarter of 2015.

 

Non-GAAP net profit for the fourth quarter of 2016 was $8.5 million, or $0.18 per share, based on 54.4 million weighted average diluted shares outstanding.  This compares to a non-GAAP net loss of $(0.4) million, or $(0.01) per share, based on 40.5 million weighted average diluted shares outstanding for the fourth quarter of 2015.  Non-GAAP earnings per share for the fourth quarter of 2016 included the shares associated with the company’s convertible notes, and cash interest expense (net of tax) of $1.1 million was added back to net income as the “If-Converted” threshold during the period was achieved.

 

·                  Adjusted EBITDA: Adjusted EBITDA for the fourth quarter of 2016 was $14.8 million compared to $4.6 million for the fourth quarter of 2015.

 

·                  Cash and Cash Flow: As of December 31, 2016, Proofpoint had cash, cash equivalents and short term investments of $396.8 million.  The company generated $41.2 million in net cash from operations for the fourth quarter of 2016 compared to $8.2 million during the fourth quarter of 2015.  The company’s free cash flow for the quarter was $32.4 million compared to $0.5 million for the fourth quarter of 2015.

 

“We were very pleased with our strong fourth quarter execution, particularly our ability to surpass $100 million in quarterly revenue while generating record free cash flow,” stated Paul Auvil, chief financial officer of Proofpoint.  “During 2016, we delivered billings growth of 43%, revenue growth of 41% and nearly tripled free cash flow.”

 

Full Year 2016 Financial Highlights

 

·                  Revenue: Total revenue for the full year of 2016 was $375.5 million, an increase of 41% compared to $265.4 million in 2015.

 

·                  Billings: Total billings for the full year of 2016 were $462.8 million, an increase of 43% compared to $324.3 million in 2015.

 

·                  Gross Profit: GAAP gross profit for the full year of 2016 was $266.9 million compared to $181.3 million for 2015.  Non-GAAP gross profit for the full year of 2016 was $285.2 million compared to $194.5 million for 2015.  GAAP gross margin for the full year of 2016 was 71% compared to 68% for 2015.  Non-GAAP gross margin was 76% for the full year of 2016 compared to 73% for 2015.

 

·                  Operating Income (Loss): GAAP operating loss for the full year of 2016 was $(85.6) million compared to a loss of $(78.2) million for 2015.  Non-GAAP operating profit for the full year of 2016 was $21.6 million compared to a loss of $(0.3) million for 2015.

 

·                  Net Income (Loss): GAAP net loss for the full year of 2016 was $(111.2) million, or $(2.66) per share, based on 41.9 million weighted average shares outstanding.  This compares to a GAAP net loss of $(98.7) million, or $(2.48) per share, based on 39.8 million weighted average shares outstanding for 2015.

 



 

Non-GAAP net profit for the full year of 2016 was $16.9 million, or $0.37 per share, based on 45.8 million weighted average diluted shares outstanding.  This compares to a non-GAAP net loss of $(6.1) million, or $(0.15) per share, based on 39.8 million weighted average diluted shares outstanding for 2015.  Non-GAAP earnings per share for the full year of 2016 excluded the shares associated with the company’s convertible notes since the “If-Converted” threshold during the period was not achieved.

 

·                  Adjusted EBITDA: Adjusted EBITDA for the full year of 2016 was $38.7 million compared to $12.3 million for 2015.

 

·                  Cash Flow: The company generated $94.2 million in net cash from operations for the full year of 2016 compared to $46.5 million during 2015.  The company generated free cash flow of $59.8 million for the full year of 2016 compared to $20.7 million during 2015.

 

A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial tables included in this press release.  An explanation of these measures and how they are calculated are also included below under the heading “Non-GAAP Financial Measures.”

 

Fourth Quarter and Recent Business Highlights:

 

·                  Achieved Federal Risk and Authorization Management Program (FedRAMP) certification for Proofpoint’s cloud-based information archiving solution.

 

·                  Closed the acquisition of FireLayers, an innovator in cloud security, which will extend Proofpoint’s Targeted Attack Protection to SaaS applications enabling customers to protect their employees using SaaS applications from advanced malware.

 

·                  Positioned in the Leaders quadrant of Gartner’s 2016 Magic Quadrant for Enterprise Information Archiving for the fifth consecutive year.

 

Financial Outlook

 

As of January 26, 2017, Proofpoint is providing guidance for its first quarter and increasing full year 2017 guidance as follows:

 

·                  First Quarter 2017 Guidance: Total revenue is expected to be in the range of $109.0 million to $111.0 million.  Billings are expected to be in the range of $133.0 million to $135.0 million.  GAAP loss is expected to be in the range of $(31.6) million to $(28.5) million, or $(0.73) to $(0.66) per share, based on approximately 43.2 million weighted average diluted shares outstanding.  Non-GAAP net income is expected to be in the range of $3.0 to $4.0 million, or $0.07 to $0.09 per share, using 54.7 million weighted average diluted shares outstanding, and adding back the $1.1 million in cash interest expense as prescribed under the “If-Converted” method.  Free cash flow is expected to be in the range of $15.0 million to $20.0 million.

 



 

·                  Full Year 2017 Guidance: Total revenue is expected to be in the range of $488.0 million to $492.0 million.  Billings are expected to be in the range of $611.0 million to $615.0 million.  GAAP loss is expected to be in the range of $(121.4) million to $(113.3) million, or $(2.75) to $(2.57) per share, based on approximately 44.1 million weighted average diluted shares outstanding.  Non-GAAP net income is expected to be in the range of $23.0 to $25.0 million, or $0.49 to $0.52 per share, using 55.7 million weighted average diluted shares outstanding, and adding back the $4.2 million in cash interest expense as prescribed under the “If-Converted” method.  Free cash flow is expected to be in the range of $95.0 million to $105.0 million, which assumes capital expenditures of $40.0 million to $42.0 million for the full year.

 

Quarterly Conference Call

 

Proofpoint will host a conference call today at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to review the company’s financial results for the fourth quarter ended December 31, 2016.  To access this call, dial (888) 204-4517 for the U.S. or Canada and (913) 312-0644 for international callers with conference ID #7351005.  A live webcast of the conference call will be accessible from the Investors section of Proofpoint’s website at investors.proofpoint.com, and a recording will be archived and accessible at investors.proofpoint.com.  An audio replay of this conference call will also be available through February 9, 2017, by dialing (844) 512-2921 for the U.S. or Canada or (412) 317-6671 for international callers, and entering passcode #7351005.

 

About Proofpoint, Inc.

 

Proofpoint Inc. (NASDAQ:PFPT) is a leading next-generation security and compliance company that provides cloud-based solutions to protect the way people work today. Proofpoint solutions enable organizations to protect their users from advanced attacks delivered via email, social media and mobile apps, protect the information their users create from advanced attacks and compliance risks, and respond quickly when incidents occur. More information is available at www.proofpoint.com.

 

Proofpoint is a trademark or registered trademark of Proofpoint, Inc. in the U.S. and other countries. All other trademarks contained herein are the property of their respective owners.

 

Forward-Looking Statements

 

This press release contains forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements regarding momentum in the company’s business, market position, win rates and renewal rates, future growth, and future financial results. It is possible that future circumstances might differ from the assumptions on which such statements are based. Important factors that could cause results to differ materially from the statements herein include: failure to maintain or increase renewals and increased business from existing customers and failure to generate increased business through existing or new channel partner relationships; uncertainties related to continued success in sales growth and market share gains; failure to convert sales opportunities into definitive customer agreements; risks associated with successful implementation of multiple integrated software products and other product functionality; competition, particularly from larger companies with more resources than Proofpoint; risks related to new target markets, new product introductions and innovation and market acceptance thereof; the ability to attract and retain key personnel; potential

 



 

changes in strategy; risks associated with management of growth; lengthy sales and implementation cycles, particularly in larger organizations; the time it takes new sales personnel to become fully productive; unforeseen delays in developing new technologies and the uncertain market acceptance of new products or features; technological changes that make Proofpoint’s products and services less competitive; security breaches, which could affect our brand; the costs of litigation; the impact of changes in foreign currency exchange rates; the effect of general economic conditions, including as a result of specific economic risks in different geographies and among different industries; risks related to integrating the employees, customers and technologies of acquired businesses; assumption of unknown liabilities from acquisitions; ability to retain customers of acquired entities; and the other risk factors set forth from time to time in our filings with the SEC, including our Quarterly Report on Form 10-Q for the three months ended September 30, 2016, and the other reports we file with the SEC, copies of which are available free of charge at the SEC’s website at www.sec.gov or upon request from our investor relations department.  All forward-looking statements herein reflect our opinions only as of the date of this release, and Proofpoint undertakes no obligation, and expressly disclaims any obligation, to update forward-looking statements herein in light of new information or future events.

 

Computational Guidance on Earnings Per Share Estimates

 

Accounting principles require that EPS be computed based on the weighted average shares outstanding (“basic”), and also assuming the issuance of potentially issuable shares (such as those subject to stock options, convertible notes, etc.) if those potentially issuable shares would reduce EPS (“diluted”).

 

The number of shares related to options and similar instruments included in diluted EPS is based on the “Treasury Stock Method” prescribed in Financial Accounting Standards Board (“FASB”) ASC Topic 260, Earnings Per Share (“FASB ASC Topic 260”). This method assumes a theoretical repurchase of shares using the proceeds of the respective stock option exercise at a price equal to the issuer’s average stock price during the related earnings period. Accordingly, the number of shares includable in the calculation of diluted EPS in respect of stock options and similar instruments is dependent on this average stock price and will increase as the average stock price increases.

 

The number of shares includable in the calculation of diluted EPS in respect of convertible senior notes is based on the “If Converted” method prescribed in FASB ASC Topic 260. This method assumes the conversion or exchange of these securities for shares of common stock. In determining if convertible securities are dilutive, the interest savings (net of tax) subsequent to an assumed conversion are added back to net earnings. The shares related to a convertible security are included in diluted EPS only if EPS as otherwise calculated is greater than the interest savings, net of tax, divided by the shares issuable upon exercise or conversion of the instrument. Accordingly, the calculation of diluted EPS for these instruments is dependent on the level of net earnings. Each series of convertible securities is considered individually and in sequence, starting with the series having the lowest incremental earnings per share, to determine if its effect is dilutive or anti-dilutive.

 

Non-GAAP Financial Measures

 

We have provided in this release financial information that has not been prepared in accordance with GAAP. We use these non-GAAP financial measures internally in analyzing our financial results and believe

 



 

they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.

 

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures below. As previously mentioned, a reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.

 

Non-GAAP gross profit and gross margin. We define non-GAAP gross profit as GAAP gross profit, adjusted to exclude stock-based compensation expense and the amortization of intangibles associated with acquisitions. We define non-GAAP gross margin as non-GAAP gross profit divided by GAAP revenue. We consider these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of non-cash charges that can fluctuate for Proofpoint, based on timing of equity award grants and the size, timing and purchase price allocation of acquisitions so that our management and investors can compare our recurring core business operating results over multiple periods. There are a number of limitations related to the use of non-GAAP gross profit and non-GAAP gross margin versus gross profit and gross margin, in each case, calculated in accordance with GAAP. For example, stock-based compensation has been and will continue to be for the foreseeable future a significant recurring expense in our business. Stock-based compensation is an important part of our employees’ compensation and impacts their performance. In addition, the components of the costs that we exclude in our calculation of non-GAAP gross profit and non-GAAP gross margin may differ from the components that our peer companies exclude when they report their non-GAAP results.  Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP gross profit and non-GAAP gross margin and evaluating non-GAAP gross profit and non-GAAP gross margin together with gross profit and gross margin calculated in accordance with GAAP.

 

Non-GAAP operating loss. We define non-GAAP operating loss as operating loss, adjusted to exclude stock-based compensation expense and the amortization of intangibles and costs associated with acquisitions and litigation. Costs associated with acquisitions include legal, accounting, and other professional fees, as well as changes in the fair value of contingent consideration obligations. We consider this non-GAAP financial measure to be a useful metric for management and investors because they exclude the effect of stock-based compensation expense and the amortization of intangibles and costs associated with acquisitions and litigation so that our management and investors can compare our recurring core business operating results over multiple periods. There are a number of limitations related to the use of non-GAAP operating loss versus operating loss calculated in accordance with GAAP. For example, as noted above, non-GAAP operating loss excludes stock-based compensation expense. In addition, the components of the costs that we exclude in our calculation of non-GAAP operating loss may differ from the components that our peer companies exclude when they report their non-GAAP results of operations, and some of these items are cash-based. Management compensates for these

 



 

limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP operating loss and evaluating non-GAAP operating loss together with operating loss calculated in accordance with GAAP.

 

Non-GAAP net loss. We define non-GAAP net loss as net loss, adjusted to exclude stock-based compensation expense, amortization of intangibles, costs associated with acquisitions and litigation, non-cash interest expense related to the convertible debt discount and issuance costs for the convertible debt offering, and tax effects associated with these items. We consider this non-GAAP financial measure to be a useful metric for management and investors for the same reasons that we use non-GAAP operating loss. However, in order to provide a complete picture of our recurring core business operating results, we also exclude from non-GAAP net loss the tax effects associated with stock-based compensation and the amortization of intangibles and costs associated with acquisitions and litigation, and non-cash interest expense related to the convertible debt discount and issuance costs for the convertible debt offering.

 

Billings. We define billings as revenue recognized plus the change in deferred revenue from the beginning to the end of the period, but excluding additions to deferred revenue from acquisitions. We consider billings to be a useful metric for management and investors because billings drive deferred revenue, which is an important indicator of the health and visibility of our business, and has historically represented a majority of the quarterly revenue that we recognize. There are a number of limitations related to the use of billings versus revenue calculated in accordance with GAAP. Billings include amounts that have not yet been recognized as revenue, but exclude additions to deferred revenue from acquisitions. We may also calculate billings in a manner that is different from other companies that report similar financial measures. Management compensates for these limitations by providing specific information regarding GAAP revenue and evaluating billings together with revenues calculated in accordance with GAAP.

 

Adjusted EBITDA. We define adjusted EBITDA as net loss, adjusted to exclude: depreciation, amortization of intangibles, interest income (expense), net, provision for income taxes, stock-based compensation, acquisition- and litigation-related expense, other income (expense), net. We believe that the use of adjusted EBITDA is useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to compare business performance across companies and across periods. We use adjusted EBITDA in conjunction with traditional GAAP operating performance measures as part of our overall assessment of our performance, for planning purposes, including the preparation of our annual operating budget, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our financial performance. We do not place undue reliance on adjusted EBITDA as our only measure of operating performance. Adjusted EBITDA should not be considered as a substitute for other measures of financial performance reported in accordance with GAAP. There are limitations to using this non-GAAP financial measure, including that other companies may calculate this measure differently than we do, that it does not reflect our capital expenditures or future requirements for capital expenditures and that it does not reflect changes in, or cash requirements for, our working capital and excluding some items that are cash based.

 



 

Free cash flow. We define free cash flow as net cash provided by operating activities minus capital expenditures. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after the acquisition of property and equipment, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of free cash flow facilitates management’s comparisons of our operating results to competitors’ operating results. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities as a means for evaluating our company is that free cash flow does not represent the total increase or decrease in the cash balance from operations for the period because it excludes cash used for capital expenditures during the period. Management compensates for this limitation by providing information about our capital expenditures on the face of the cash flow statement and in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” section of our quarterly and annual reports filed with the SEC.

 



 

Proofpoint, Inc.

Consolidated Statements of Operations

(In thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

Revenue:

 

 

 

 

 

 

 

 

 

Subscription

 

$

104,082

 

$

72,472

 

$

365,960

 

$

257,329

 

Hardware and services

 

2,723

 

2,467

 

9,536

 

8,068

 

Total revenue

 

106,805

 

74,939

 

375,496

 

265,397

 

Cost of revenue:(1)(2)

 

 

 

 

 

 

 

 

 

Subscription

 

25,849

 

20,374

 

94,716

 

71,746

 

Hardware and services

 

3,982

 

3,518

 

13,877

 

12,312

 

Total cost of revenue

 

29,831

 

23,892

 

108,593

 

84,058

 

Gross profit

 

76,974

 

51,047

 

266,903

 

181,339

 

Operating expense:(1)(2)

 

 

 

 

 

 

 

 

 

Research and development

 

27,772

 

20,092

 

98,506

 

74,459

 

Sales and marketing

 

54,550

 

41,174

 

201,204

 

148,414

 

General and administrative

 

10,778

 

10,827

 

52,774

 

36,616

 

Total operating expense

 

93,100

 

72,093

 

352,484

 

259,489

 

Operating loss

 

(16,126

)

(21,046

)

(85,581

)

(78,150

)

Interest expense

 

(6,009

)

(5,912

)

(23,538

)

(18,000

)

Other expense, net

 

(575

)

(292

)

(1,103

)

(1,927

)

Loss before provision for income taxes

 

(22,710

)

(27,250

)

(110,222

)

(98,077

)

Provision for income taxes

 

(174

)

(142

)

(986

)

(635

)

Net loss

 

$

(22,884

)

$

(27,392

)

$

(111,208

)

$

(98,712

)

Net loss per share, basic and diluted

 

$

(0.54

)

$

(0.68

)

$

(2.66

)

$

(2.48

)

Weighted average shares outstanding, basic and diluted

 

42,616

 

40,531

 

41,859

 

39,787

 

 

 

 

 

 

 

 

 

 

 

(1)  Includes stock-based compensation expense as follows:

 

 

 

 

 

 

 

 

 

Cost of subscription revenue

 

$

1,988

 

$

1,408

 

$

7,427

 

$

5,028

 

Cost of hardware and services revenue

 

374

 

324

 

1,494

 

1,098

 

Research and development

 

6,844

 

5,110

 

24,342

 

20,672

 

Sales and marketing

 

7,897

 

6,016

 

28,607

 

21,511

 

General and administrative

 

4,439

 

3,379

 

16,826

 

11,785

 

Total stock-based compensation expense

 

$

21,542

 

$

16,237

 

$

78,696

 

$

60,094

 

(2)  Includes intangible amortization expense as follows:

 

 

 

 

 

 

 

 

 

Cost of subscription revenue

 

$

2,965

 

$

2,165

 

$

9,423

 

$

7,079

 

Research and development

 

15

 

22

 

60

 

91

 

Sales and marketing

 

1,000

 

1,235

 

4,938

 

5,074

 

General and administrative

 

 

 

 

12

 

Total intangible amortization expense

 

$

3,980

 

$

3,422

 

$

14,421

 

$

12,256

 

 



 

Proofpoint, Inc.

Consolidated Balance Sheets

(In thousands, except per share amounts)

(Unaudited)

 

 

 

December 31,

 

December 31,

 

 

 

2016

 

2015

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

345,426

 

$

346,205

 

Short-term investments

 

51,325

 

60,032

 

Accounts receivable, net

 

72,951

 

54,522

 

Inventory

 

598

 

485

 

Deferred product costs

 

1,829

 

2,228

 

Deferred commissions

 

21,168

 

19,314

 

Prepaid expenses and other current assets

 

17,498

 

5,695

 

Total current assets

 

510,795

 

488,481

 

Property and equipment, net

 

52,523

 

34,501

 

Deferred product costs

 

310

 

314

 

Goodwill

 

167,270

 

133,769

 

Intangible assets, net

 

61,708

 

41,330

 

Long-term deferred commissions

 

4,496

 

3,488

 

Other assets

 

4,558

 

3,733

 

Total assets

 

$

801,660

 

$

705,616

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

15,297

 

$

14,081

 

Accrued liabilities

 

51,177

 

35,053

 

Capital lease obligations

 

32

 

32

 

Deferred rent

 

409

 

496

 

Deferred revenue

 

259,109

 

182,195

 

Total current liabilities

 

326,024

 

231,857

 

Convertible senior notes

 

366,541

 

345,699

 

Long-term capital lease obligations

 

91

 

123

 

Long-term deferred rent

 

2,413

 

2,033

 

Other long-term liabilities

 

9,008

 

1,188

 

Long-term deferred revenue

 

53,072

 

41,531

 

Total liabilities

 

757,149

 

622,431

 

Stockholders’ equity

 

 

 

 

 

Common stock, $0.0001 par value; 200,000 shares authorized; 43,015 and 40,840 shares issued and outstanding at December 31, 2016 and 2015, respectively

 

4

 

4

 

Additional paid-in capital

 

513,622

 

441,104

 

Accumulated other comprehensive loss

 

(7

)

(23

)

Accumulated deficit

 

(469,108

)

(357,900

)

Total stockholders’ equity

 

44,511

 

83,185

 

Total liabilities and stockholders’ equity

 

$

801,660

 

$

705,616

 

 



 

Proofpoint, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

Net loss

 

$

(22,884

)

$

(27,392

)

$

(111,208

)

$

(98,712

)

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

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

8,839

 

6,960

 

31,552

 

24,900

 

Loss on disposal of property and equipment

 

129

 

38

 

434

 

162

 

Amortization of investment premiums, net of accretion of purchase discounts

 

(48

)

12

 

4

 

103

 

Allowance (recovery) for doubtful accounts

 

52

 

27

 

17

 

(231

)

Stock-based compensation

 

21,542

 

16,237

 

78,696

 

60,094

 

Change in fair value of contingent consideration

 

(669

)

 

(669

)

 

Amortization of debt issuance costs and accretion of debt discount

 

5,326

 

5,022

 

20,842

 

14,933

 

Foreign currency transaction loss

 

593

 

240

 

852

 

1,657

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(3,920

)

(16,084

)

(18,754

)

(12,811

)

Inventory

 

(168

)

353

 

(113

)

14

 

Deferred products costs

 

(2

)

90

 

402

 

(388

)

Deferred commissions

 

(3,228

)

(3,983

)

(2,862

)

(7,742

)

Prepaid expenses

 

(191

)

181

 

(2,660

)

(1,829

)

Other current assets

 

(1,933

)

(519

)

(1,472

)

104

 

Deferred income taxes

 

22

 

153

 

(1

)

509

 

Long-term assets

 

911

 

2

 

959

 

47

 

Accounts payable

 

1,365

 

4,633

 

4,271

 

2,460

 

Accrued liabilities

 

3,465

 

(486

)

6,398

 

4,448

 

Deferred rent

 

395

 

164

 

292

 

(165

)

Deferred revenue

 

31,642

 

22,570

 

87,255

 

58,951

 

Net cash provided by operating activities

 

41,238

 

8,218

 

94,235

 

46,504

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

Proceeds from sales and maturities of short-term investments

 

20,343

 

4,597

 

123,405

 

39,056

 

Purchase of short-term investments

 

(33,453

)

(16,459

)

(114,686

)

(64,537

)

Purchase of property and equipment

 

(8,880

)

(7,700

)

(34,407

)

(25,827

)

Payment to escrow account

 

 

 

(9,645

)

 

Receipts from escrow account

 

260

 

 

260

 

 

Acquisitions of business, net of cash acquired

 

(45,807

)

(11,499

)

(54,158

)

(51,553

)

Net cash used in investing activities

 

(67,537

)

(31,061

)

(89,231

)

(102,861

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

Proceeds from issuance of common stock

 

6,633

 

6,702

 

21,779

 

18,583

 

Withholding taxes related to restricted stock net share settlement

 

(8,573

)

(5,652

)

(25,588

)

(18,108

)

Payments of debt issuance costs

 

 

 

 

(371

)

Proceeds from issuance of convertible senior notes

 

 

 

 

223,790

 

Repayments of equipment loans and capital lease obligations

 

(8

)

(7

)

(32

)

(706

)

Holdback payments for prior acquisitions

 

 

 

(1,397

)

 

Net cash (used in) provided by financing activities

 

(1,948

)

1,043

 

(5,238

)

223,188

 

Effect of exchange rate changes on cash and cash equivalents

 

(509

)

(166

)

(545

)

(963

)

Net (decrease) increase in cash and cash equivalents

 

(28,756

)

(21,966

)

(779

)

165,868

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

Beginning of period

 

374,182

 

368,171

 

346,205

 

180,337

 

End of period

 

$

345,426

 

$

346,205

 

$

345,426

 

$

346,205

 

 



 

Reconciliation of Non-GAAP Measures

(In thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

 

 

 

 

 

 

 

 

 

 

GAAP gross profit

 

$

76,974

 

$

51,047

 

$

266,903

 

$

181,339

 

GAAP gross margin

 

72

%

68

%

71

%

68

%

Plus:

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

2,362

 

1,732

 

8,921

 

6,126

 

Intangible amortization expense

 

2,965

 

2,165

 

9,423

 

7,079

 

Non-GAAP gross profit

 

82,301

 

54,944

 

285,247

 

194,544

 

Non-GAAP gross margin

 

77

%

73

%

76

%

73

%

 

 

 

 

 

 

 

 

 

 

GAAP operating loss

 

(16,126

)

(21,046

)

(85,581

)

(78,150

)

Plus:

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

21,542

 

16,237

 

78,696

 

60,094

 

Intangible amortization expense

 

3,980

 

3,422

 

14,421

 

12,256

 

Acquisition-related expenses

 

494

 

360

 

1,080

 

911

 

Litigation-related expenses

 

9

 

2,045

 

12,950

 

4,577

 

Non-GAAP operating income (loss)

 

9,899

 

1,018

 

21,566

 

(312

)

 

 

 

 

 

 

 

 

 

 

GAAP net loss

 

(22,884

)

(27,392

)

(111,208

)

(98,712

)

Plus:

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

21,542

 

16,237

 

78,696

 

60,094

 

Intangible amortization expense

 

3,980

 

3,422

 

14,421

 

12,256

 

Acquisition-related expenses

 

494

 

360

 

1,080

 

911

 

Litigation-related expenses

 

9

 

2,045

 

12,950

 

4,577

 

Interest expense - debt discount and issuance costs

 

5,326

 

5,022

 

20,842

 

14,933

 

Income tax benefit (expense)

 

26

 

(70

)

99

 

(181

)

Non-GAAP net income (loss)

 

$

8,493

 

$

(376

)

$

16,880

 

$

(6,122

)

Add interest expense of convertible senior notes, net of tax (1)

 

1,060

 

 

 

 

Numerator for non-GAAP EPS calculation

 

$

9,553

 

$

(376

)

$

16,880

 

$

(6,122

)

Non-GAAP net income (loss) per share - diluted

 

$

0.18

 

$

(0.01

)

$

0.37

 

$

(0.15

)

 

 

 

 

 

 

 

 

 

 

GAAP weighted-average shares used to compute net loss per share, diluted

 

42,616

 

40,531

 

41,859

 

39,787

 

Dilutive effect of convertible senior notes (1)

 

7,989

 

 

 

 

Dilutive effect of employee equity incentive plan awards (2)

 

3,802

 

 

3,908

 

 

Non-GAAP weighted-average shares used to compute net income (loss) per share, diluted

 

54,407

 

40,531

 

45,767

 

39,787

 

 


(1) The Company uses the if-converted method to compute diluted earnings per share with respect to its convertible senior notes. There was no add-back of interest expense or additional dilutive shares related to the convertible senior notes where the effect was anti-dilutive.

 

(2) The Company uses the treasury method to compute the dilutive effect of employee equity incentive plan awards.

 



 

Reconciliation of Net Loss to Adjusted EBITDA

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(22,884

)

$

(27,392

)

$

(111,208

)

$

(98,712

)

Depreciation

 

4,859

 

3,537

 

17,131

 

12,644

 

Amortization of intangible assets

 

3,980

 

3,422

 

14,421

 

12,256

 

Interest expense

 

6,009

 

5,912

 

23,538

 

18,000

 

Provision for income taxes

 

174

 

142

 

986

 

635

 

EBITDA

 

$

(7,862

)

$

(14,379

)

$

(55,132

)

$

(55,177

)

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

$

21,542

 

$

16,237

 

$

78,696

 

$

60,094

 

Acquisition-related expenses

 

494

 

360

 

1,080

 

911

 

Litigation-related expenses

 

9

 

2,045

 

12,950

 

4,577

 

Other expense, net

 

575

 

292

 

1,103

 

1,927

 

Adjusted EBITDA

 

$

14,758

 

$

4,555

 

$

38,697

 

$

12,332

 

 

Reconciliation of Total Revenue to Billings

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

 

 

 

 

 

 

 

 

 

 

Total revenue

 

$

106,805

 

$

74,939

 

$

375,496

 

$

265,397

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

 

 

 

 

 

 

 

 

Ending

 

312,181

 

223,726

 

312,181

 

223,726

 

Beginning

 

280,539

 

199,756

 

223,726

 

162,675

 

Net Change

 

31,642

 

23,970

 

88,455

 

61,051

 

Less:

 

 

 

 

 

 

 

 

 

Deferred revenue contributed by acquisitions

 

 

(1,400

)

(1,200

)

(2,100

)

Billings

 

$

138,447

 

$

97,509

 

$

462,751

 

$

324,348

 

 



 

Reconciliation of GAAP Cash Flows from Operations to Free Cash Flows

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

December 31,

 

December 31,

 

 

 

2016

 

2015

 

2016

 

2015

 

 

 

 

 

 

 

 

 

 

 

GAAP cash flows provided by operating activities

 

$

41,238

 

$

8,218

 

$

94,235

 

$

46,504

 

Less:

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

(8,880

)

(7,700

)

(34,407

)

(25,827

)

Non-GAAP free cash flows

 

$

32,358

 

$

518

 

$

59,828

 

$

20,677

 

 

Revenue by Solution

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

 

 

December 31,
2016

 

September 30,
2016

 

June 30, 2016

 

March 31, 2016

 

December 31,
2015

 

September 30,
2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Protection and Advanced Threat

 

$

78,698

 

$

72,664

 

$

64,797

 

$

56,462

 

$

53,544

 

$

47,920

 

Archiving, Privacy and Governance

 

28,107

 

27,120

 

25,107

 

22,541

 

21,395

 

21,229

 

Total revenue

 

$

106,805

 

$

99,784

 

$

89,904

 

$

79,003

 

$

74,939

 

$

69,149

 

 



 

Reconciliation of Non-GAAP Measures to Guidance

(In millions, except per share amount)

(Unaudited)

 

 

 

Three Months Ending

 

Year Ending

 

 

 

March 31,

 

December 31,

 

 

 

2017

 

2017

 

 

 

 

 

 

 

GAAP net loss

 

$(31.6) - $(28.5)

 

$(121.4) - $(113.3)

 

Plus:

 

 

 

 

 

Stock-based compensation expense

 

25.0 - 23.0

 

106.0 - 100.0

 

Intangible amortization expense

 

4.2

 

16.4

 

Acquisition-related expenses

 

 

 

Litigation-related expenses

 

 

 

Interest expense - debt discount and issuance costs

 

5.4

 

22.1

 

Income tax expense

 

(0.0) - (0.1)

 

(0.1) - (0.2)

 

Non-GAAP net income

 

$3.0 - $4.0

 

$23.0 - $25.0

 

Add interest expense of convertible senior notes, net of tax (if dilutive)

 

1.1

 

4.2

 

Numerator for non-GAAP EPS calculation

 

$4.1 - $5.1

 

$27.2 - $29.2

 

Non-GAAP net income per share - diluted

 

$0.07 - $0.09

 

$0.49 - $0.52

 

Non-GAAP weighted-average shares used to compute net income per share, diluted

 

54.7

 

55.7

 

 

 

 

Three Months Ending

 

Year Ending

 

 

 

March 31,

 

December 31,

 

 

 

2017

 

2017

 

 

 

 

 

 

 

GAAP cash flows provided by operating activities

 

$27.5 - $33.5

 

$135.0 - $147.0

 

Less:

 

 

 

 

 

Purchases of property and equipment

 

12.5 - 13.5

 

40.0 - 42.0

 

Non-GAAP free cash flows

 

$15.0 - $20.0

 

$95.0 - $105.0

 

 



 

Media Contact

 

Kristy Campbell

Proofpoint, Inc.

408-517-4710

kcampbell@proofpoint.com

 

Investor Contacts

 

 

Jason Starr

Seth Potter

Proofpoint, Inc.

ICR for Proofpoint, Inc.

408-585-4351

646-277-1230

jstarr@proofpoint.com

seth.potter@icrinc.com