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8-K - PROGRESS SOFTWARE CORPORATION - PROGRESS SOFTWARE CORP /MA | b83871e8vk.htm |
EX-99.2 - EX-99.2 - PROGRESS SOFTWARE CORP /MA | b83871exv99w2.htm |
Exhibit 99.1

PRESS ANNOUNCEMENT
John Stewart | Claire Rowberry | |
Progress Software Corporation | Lewis PR | |
(781) 280-4101 | (617) 226-8841 | |
jstewart@progress.com | progress@lewispr.com |
Progress Software Reports 2010 Fiscal Fourth Quarter, Full-Year Results
And Announces Stock Split
And Announces Stock Split
Non-GAAP Operating Income Up 43% for the year; License Revenue
Up 10%; Enterprise Business Solutions Revenue Up 43%
Up 10%; Enterprise Business Solutions Revenue Up 43%
BEDFORD, MA, December 21, 2010 (MARKETWIRE) ProgressSoftware Corporation
(NASDAQ: PRGS), a leading software provider that enables enterprises
to be operationally responsive
announced today results for its fiscal fourth quarter ended November 30, 2010. On a generally
accepted accounting principles (GAAP) basis, revenue for the quarter was $145.2 million, up 6
percent from $136.8 million in the fiscal fourth quarter of 2009. On a non-GAAP basis, revenue
totaled $145.3 million, also up 6 percent compared to the same period a year ago. Software license
revenue increased 9 percent to $56.5 million from $52.0 million in the same quarter last year.
On a GAAP basis in the fiscal fourth quarter of 2010:
| Operating income increased 27 percent to $32.8 million compared to $25.8 million in the same quarter last year; | ||
| Net income increased 28 percent to $21.3 million compared to $16.7 million in the same quarter last year; | ||
| Diluted earnings per share increased 18 percent to 47 cents compared to 40 cents in the same quarter a year ago. |
On a non-GAAP basis in the fiscal fourth quarter of 2010:
| Operating income increased 29 percent to $48.3 million from $37.4 million in the same quarter last year; | ||
| Non-GAAP net income increased 26 percent to $32.2 million from $25.6 million in the same quarter last year; | ||
| Non-GAAP diluted earnings per share increased 16 percent to 71 cents compared to 61 cents in the same quarter last year. |
For the twelve months ended November 30, 2010, GAAP revenue increased 7 percent to $529.1 million
from $494.1 million in fiscal 2009. On a non-GAAP basis, revenue increased 7 percent to $530.3
million from $496.8 million in fiscal 2009.
On a GAAP basis in fiscal 2010:
| Operating income increased 32 percent to $67.7 million compared to $51.1 million in fiscal 2009; | ||
| Net income increased 48 percent to $48.6 million compared to $32.8 million in fiscal 2009; |

| Diluted earnings per share increased 38 percent to $1.10 compared to 80 cents in fiscal 2009. |
On a non-GAAP basis in fiscal 2010:
| Operating income increased 43 percent to $156.6 million compared to $109.4 million in fiscal 2009; | ||
| Non-GAAP net income increased 44 percent to $106.1 million compared to $73.9 million in fiscal 2009; | ||
| Non-GAAP diluted earnings per share increased 33 percent to $2.40 compared to $1.80 cents in fiscal 2009. |
The GAAP operating results for the fourth quarter of fiscal 2010 reflect a restructuring charge of
$2.5 million. The GAAP operating results for the full fiscal year of 2010 reflect restructuring
charges of $40.0 million. These charges were taken in connection with previously announced
restructurings of Progress Softwares operations.
The non-GAAP amounts primarily exclude the amortization of acquired intangibles, stock-based
compensation, restructuring and transition costs, acquisition-related costs and purchase accounting
adjustments for deferred revenue.
The non-GAAP results noted above and the non-GAAP financial outlook for 2011 discussed below
represent non-GAAP financial measures. A reconciliation of these measures to the appropriate GAAP
measures for the three and twelve months ended November 30, 2010 and November 30, 2009,
respectively, and the 2011 outlook, as well as further information regarding these measures, is
included in the condensed financial information provided with this release.
Richard D. Reidy, president and chief executive officer of Progress Software,
said: I am pleased with the overall license growth of 10% and the non-GAAP operating margin of 30
percent for the full fiscal year. The performance of our products in the Enterprise Business
Solutions (EBS) portfolio was excellent, accomplishing a year-over-year increase in revenue of
greater than 43 percent. The companys solid top line growth, coupled with disciplined expense
management, were also key factors in generating an increase in our non-GAAP operating income by 43
percent for the year.
Progress Softwares cash and short-term investments at the end of the fourth quarter totaled $322
million. In October 2010, Progress Softwares Board of Directors authorized the company to
repurchase $100 million of the companys shares during the period from October 1, 2010 until
September 30, 2011.
Stock Split
Progress Software also announced that its Board of Directors had approved a three-for-two split of
its common stock. The stock split will be accomplished through a stock dividend issued by the
company. The Board of Directors authorized the stock split principally to obtain wider
distribution and greater liquidity for Progress Softwares common stock.
Shareholders of record as of the close of business on January 12, 2011 will be issued one-half
additional share for each share of common stock held on the record date. It is expected that these
additional shares will be distributed on January 28, 2011. The stock split will increase the
number of shares of common stock outstanding from approximately 44 million shares to approximately
66 million shares.

Quarterly Highlights
| Investment Property Databank (IPD), a world leader in performance analysis of commercial real estate, is deploying the full Progress® Responsive Process Management (RPM) suite. The Progress RPM suite will enable IPDs analysts to customize and improve their customer service. It expects to achieve an increase in productivity of at least 20 per cent using the Progress RPM suite, and a reduction in the time it takes to publish information to the market and their clients (http://bit.ly/bOO2A2). | ||
| Australia and New Zealand Banking Group (ANZ), one of the largest banks in Australia, is now using the Progress® Apama® FX Aggregation Accelerator in its foreign exchange operations. ANZ deployed the Progress Apama solution in its Melbourne and Sydney trading centers (http://bit.ly/9mhzqS). | ||
| SEB Estonia, the second largest bank in Estonia, selected the Progress® Apama® Complex Event Processing (CEP) platform to provide real-time visibility and operational responsiveness so that their staff can speed up fraud prevention and detection (http://bit.ly/gQic3h). | ||
| InvestFlex, a leading trading systems software provider and systems integration consulting firm in the Brazilian financial services market, selected the Progress® Apama® platform as the execution platform for their cutting-edge FlexScan trading solution. This means InvestFlex customers can access the Progress Apama Capital Markets platform, which provides them with low-latency trading. This partnership increases the number of clients using the Apama platform in Brazil, where the company is the market leader (http://bit.ly/cIyfoP). | ||
| Adversitement, a full-service e-marketing consultancy specializing in web analytics and eMarketing intelligence, has developed a new marketing platform called O2mc. O2mc selected the Progress® Apama® Complex Event Processing (CEP) and Progress Sonic® Enterprise Service Bus (ESB) platforms to automate the way marketers monitor, analyze and use real-time information (http://bit.ly/i7RBCI). | ||
| The company announced the availability of a comprehensive order processing solution, the Progress® Communications Order Management solution accelerator. This solution accelerator enables telecommunications service providers to bring new and existing bundled services to market faster across multiple, disparate B/OSS platforms (http://bit.ly/bMhboa). | ||
| The company announced the availability of the third major product release of the Apama Event Processing platform in two years Progress® Apama® 4.3 demonstrating the firms commitment to research, innovation and development. This new version includes a next-generation Event Processing Language (EPL), in which events can be captured as a stream with common attributes, giving developers and business users greater scalability and more control over how they can sense and respond to events (http://bit.ly/d2iWTg). | ||
| Progress launched a new, wholly owned subsidiary named FuseSource Corporation (formerly known as FUSE). This company provides professional open source integration and messaging software based on the widely successful Apache Software Foundation projects. Enterprise adoption of open source solutions continues to grow at a rapid pace, and an independent company can more effectively serve this community and customers (http://bit.ly/aldV0v). | ||
| During the fourth quarter, Charles Charlie F. Wagner was appointed executive vice president, Finance & Administration and chief financial officer (CFO), reporting to Richard D. Reidy, president and chief executive officer (http://bit.ly/ePFNQy). |

| Forrester Research, Inc. cited Progress Software as a leader in The Forrester Wave: Comprehensive Integration Solutions, Q4, 2010 (November 2010) report. In this detailed review of comprehensive integration solution (CIS) providers, the Progress® Integration suite is named one of the leaders, with some of the highest scores in the following categories: Service-Oriented Architecture, Business Process Management, Complex Event Processing and Business Application Management capabilities (http://bit.ly/coCG3J). | ||
| Gartner Inc., positioned Progress Software as a leader in the Gartner Magic Quadrant for Business Process Management (BPM) suites based on evaluation of the Progress® Savvion® BPM platform. The Savvion BPM suite enables enterprises to optimize their business workflow and adapt to changing market conditions to become more operationally responsive (http://bit.ly/afldxN). |
Additional
highlights can be found at:
http://web.progress.com/inthenews/pressreleases.html.
Business Outlook
Progress Software is providing the following guidance for the first fiscal quarter ending February
28, 2011:
| On a GAAP and non-GAAP basis, revenue is expected to be in the range of $132 million to $135 million. | ||
| GAAP diluted earnings per share are expected to be in the range of 40 cents to 45 cents. | ||
| On a non-GAAP basis, diluted earnings per share are expected to be in the range of 61 cents to 64 cents. |
Progress Software is providing the following guidance for the fiscal year ending November 30, 2011:
| On a GAAP and non-GAAP basis, revenue is expected to be in the range of $560 million to $570 million. | ||
| GAAP diluted earnings per share are expected to be in the range of $1.84 to $1.98. | ||
| On a non-GAAP basis, diluted earnings per share are expected to be in the range of $2.61 to $2.70. |
The outlook for non-GAAP earnings excludes the amortization of acquired intangibles, stock-based
compensation, restructuring and transition costs and related tax effects.
Legal Notice Regarding Non-GAAP Financial Information
Progress Software provides non-GAAP revenue, operating income, net income and earnings per share as
additional information for investors. These measures are not in accordance with, or an alternative
to, generally accepted accounting principles in the United States (GAAP). Such measures are
intended to supplement GAAP and may be different from non-GAAP measures used by other companies.
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.

Conference Call
The Progress Software quarterly investor conference call to review its fiscal fourth quarter 2010
results and business outlook will be Webcast live at 9:00 a.m. (EDT) on Wednesday, December 22,
2010 on the companys Web site, located at
http://investors.progress.com/. The conference call will
include only brief comments followed by questions and answers. The prepared remarks will not be
read on the call. An archived version of the conference call and supporting materials will be
available on the Progress Software Investor Relations Website after the live conference call.
Note to Editors
Progress Software is providing, in advance, a copy of prepared remarks for its conference call. The
press release, the prepared remarks, related presentations and additional financial disclosures are
available on the Progress website
(http://investors.progress.com/) within the investor relations
page.
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.
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, which include statements regarding the
Companys business outlook for its first fiscal quarter, 2011, and the full 2011 fiscal year and
strategic plans, involve a number of risks, uncertainties and other factors that could cause actual
results to differ materially, including but not limited to the following: the receipt and shipment
of new orders; the timely release of enhancements to the Companys products; the growth rates of
certain market segments; the positioning of the Companys products in those market segments;
variations in the demand for professional services and technical support; pricing pressures and the
competitive environment in the software industry; continuing uncertainty in the U.S. and
international economies, which could result in fewer sales of the Companys products and may
otherwise harm the Companys business; the Companys ability to complete and integrate
acquisitions; the Companys ability to realize the expected benefits and anticipated synergies from
acquired businesses; the Companys ability to penetrate international markets and manage its
international operations; changes in exchange rates; the Companys ability to realize the expected
benefits from its previously-announced restructuring actions; and the potential disruption to the
Companys business from those restructuring actions. 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.
Actional, Apama, FUSE ESB, FUSE, OpenEdge, Progress, Progress RPM, Responsive Process
Management, Savvion and SonicMQ, Sonic are trademarks or registered trademarks 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.
END
Progress Software Corporation
GAAP Condensed Consolidated Statements of Operations
GAAP Condensed Consolidated Statements of Operations
Three Months Ended | ||||||||||||
November 30, | November 30, | Percent | ||||||||||
(In thousands except per share data) | 2010 | 2009 | Change | |||||||||
Revenue: |
||||||||||||
Software licenses |
$ | 56,475 | $ | 52,028 | 9 | % | ||||||
Maintenance and services |
88,706 | 84,769 | 5 | % | ||||||||
Total revenue |
145,181 | 136,797 | 6 | % | ||||||||
Costs of revenue: |
||||||||||||
Cost of software licenses |
2,290 | 2,174 | 5 | % | ||||||||
Cost of maintenance and services |
18,204 | 16,680 | 9 | % | ||||||||
Amortization of purchased technology |
4,887 | 4,850 | 1 | % | ||||||||
Total costs of revenue |
25,381 | 23,704 | 7 | % | ||||||||
Gross profit |
119,800 | 113,093 | 6 | % | ||||||||
Operating expenses: |
||||||||||||
Sales and marketing |
46,081 | 48,896 | (6) | % | ||||||||
Product development |
22,162 | 22,942 | (3) | % | ||||||||
General and administrative |
13,638 | 13,489 | 1 | % | ||||||||
Amortization of other acquired intangibles |
2,617 | 1,898 | 38 | % | ||||||||
Acquisition-related expenses |
| 110 | ||||||||||
Restructuring expense |
2,467 | (22 | ) | |||||||||
Total operating expenses |
86,965 | 87,313 | 0 | % | ||||||||
Income from operations |
32,835 | 25,780 | 27 | % | ||||||||
Other income (expense), net |
(1,197 | ) | (534 | ) | ||||||||
Income before provision for income taxes |
31,638 | 25,246 | 25 | % | ||||||||
Provision for income taxes |
10,362 | 8,570 | 21 | % | ||||||||
Net income |
$ | 21,276 | $ | 16,676 | 28 | % | ||||||
Earnings per share: |
||||||||||||
Basic |
$ | 0.49 | $ | 0.41 | 20 | % | ||||||
Diluted |
$ | 0.47 | $ | 0.40 | 18 | % | ||||||
Weighted average shares outstanding: |
||||||||||||
Basic |
43,711 | 40,355 | 8 | % | ||||||||
Diluted |
45,218 | 41,687 | 8 | % | ||||||||
Twelve Months Ended | ||||||||||||
November 30, | November 30, | Percent | ||||||||||
(In thousands except per share data) | 2010 | 2009 | Change | |||||||||
Revenue: |
||||||||||||
Software licenses |
$ | 192,568 | $ | 175,566 | 10 | % | ||||||
Maintenance and services |
336,552 | 318,571 | 6 | % | ||||||||
Total revenue |
529,120 | 494,137 | 7 | % | ||||||||
Costs of revenue: |
||||||||||||
Cost of software licenses |
7,923 | 7,776 | 2 | % | ||||||||
Cost of maintenance and services |
71,290 | 65,967 | 8 | % | ||||||||
Amortization of purchased technology |
20,109 | 19,459 | 3 | % | ||||||||
Total costs of revenue |
99,322 | 93,202 | 7 | % | ||||||||
Gross profit |
429,798 | 400,935 | 7 | % | ||||||||
Operating expenses: |
||||||||||||
Sales and marketing |
168,788 | 182,227 | (7 | )% | ||||||||
Product development |
90,643 | 93,262 | (3 | )% | ||||||||
General and administrative |
51,805 | 59,612 | (13 | )% | ||||||||
Amortization of other acquired intangibles |
10,449 | 9,047 | 15 | % | ||||||||
Acquisition-related expenses |
468 | 440 | ||||||||||
Restructuring expense |
39,975 | 5,215 | ||||||||||
Total operating expenses |
362,128 | 349,803 | 4 | % | ||||||||
Income from operations |
67,670 | 51,132 | 32 | % | ||||||||
Other income, net |
3,758 | 48 | ||||||||||
Income before provision for income taxes |
71,428 | 51,180 | 40 | % | ||||||||
Provision for income taxes |
22,857 | 18,425 | 24 | % | ||||||||
Net income |
$ | 48,571 | $ | 32,755 | 48 | % | ||||||
Earnings per share: |
||||||||||||
Basic |
$ | 1.14 | $ | 0.82 | 39 | % | ||||||
Diluted |
$ | 1.10 | $ | 0.80 | 38 | % | ||||||
Weighted average shares outstanding: |
||||||||||||
Basic |
42,638 | 40,103 | 6 | % | ||||||||
Diluted |
44,141 | 41,041 | 8 | % | ||||||||
Progress Software Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures
Reconciliation of GAAP to Non-GAAP Financial Measures
Three Months Ended November 30, 2010 | Three Months Ended November 30, 2009 | |||||||||||||||||||||||||||
As | As | Percent | ||||||||||||||||||||||||||
(In thousands except per share data) | Reported | Adjustments | Non-GAAP | Reported | Adjustments | Non-GAAP | Change | |||||||||||||||||||||
Total revenue |
$ | 145,181 | $ | 74 | $ | 145,255 | $ | 136,797 | 142 | $ | 136,939 | 6 | % | |||||||||||||||
Purchase accounting adjustments for
deferred revenue (1) |
(74 | ) | 74 | (142 | ) | 142 | ||||||||||||||||||||||
Income from operations |
$ | 32,835 | $ | 15,444 | $ | 48,279 | $ | 25,780 | $ | 11,578 | $ | 37,358 | 29 | % | ||||||||||||||
Purchase accounting adjustments for
deferred revenue (1) |
(74 | ) | 74 | (142 | ) | 142 | ||||||||||||||||||||||
Amortization of acquired intangibles |
(7,504 | ) | 7,504 | (6,748 | ) | 6,748 | ||||||||||||||||||||||
Acquisition-related expenses |
| | (110 | ) | 110 | |||||||||||||||||||||||
Restructuring expense |
(2,467 | ) | 2,467 | 22 | (22 | ) | ||||||||||||||||||||||
Stock option investigation (2) |
| | 22 | (22 | ) | |||||||||||||||||||||||
Transition expenses (3) |
(479 | ) | 479 | | | |||||||||||||||||||||||
Stock-based compensation (4) |
(4,920 | ) | 4,920 | (4,622 | ) | 4,622 | ||||||||||||||||||||||
Operating margin percentage |
22.6 | % | 33.2 | % | 18.8 | % | 27.3 | % | 22 | % | ||||||||||||||||||
Other income (expense), net |
$ | (1,197 | ) | $ | | $ | (1,197 | ) | $ | (534 | ) | $ | | $ | (534 | ) | ||||||||||||
Provision for income taxes (6) |
$ | 10,362 | $ | 4,567 | $ | 14,929 | $ | 8,570 | $ | 2,672 | $ | 11,242 | 33 | % | ||||||||||||||
Net income |
$ | 21,276 | $ | 10,877 | $ | 32,153 | $ | 16,676 | $ | 8,906 | $ | 25,582 | 26 | % | ||||||||||||||
Earnings per share diluted |
$ | 0.47 | $ | 0.71 | $ | 0.40 | $ | 0.61 | 16 | % | ||||||||||||||||||
Weighted average shares outstanding diluted |
45,218 | 45,218 | 41,687 | 41,687 | 8 | % |
Twelve Months Ended November 30, 2010 | Twelve Months Ended November 30, 2009 | |||||||||||||||||||||||||||
As | As | Percent | ||||||||||||||||||||||||||
(In thousands except per share data) | Reported | Adjustments | Non-GAAP | Reported | Adjustments | Non-GAAP | Change | |||||||||||||||||||||
Total revenue |
$ | 529,120 | $ | 1,213 | $ | 530,333 | $ | 494,137 | 2,671 | $ | 496,808 | 7 | % | |||||||||||||||
Purchase accounting adjustments for
deferred revenue (1) |
(1,213 | ) | 1,213 | (2,671 | ) | 2,671 | ||||||||||||||||||||||
Income from operations |
$ | 67,670 | $ | 88,949 | $ | 156,619 | $ | 51,132 | $ | 58,226 | $ | 109,358 | 43 | % | ||||||||||||||
Purchase accounting adjustments for
deferred revenue (1) |
(1,213 | ) | 1,213 | (2,671 | ) | 2,671 | ||||||||||||||||||||||
Amortization of acquired intangibles |
(30,558 | ) | 30,558 | (28,506 | ) | 28,506 | ||||||||||||||||||||||
Acquisition-related expenses |
(468 | ) | 468 | (440 | ) | 440 | ||||||||||||||||||||||
Restructuring expense |
(39,975 | ) | 39,975 | (5,215 | ) | 5,215 | ||||||||||||||||||||||
Stock option investigation (2) |
1,330 | (1,330 | ) | 142 | (142 | ) | ||||||||||||||||||||||
Transition
expenses (3) |
(479 | ) | 479 | |||||||||||||||||||||||||
Stock-based compensation (4) |
(17,586 | ) | 17,586 | (21,536 | ) | 21,536 | ||||||||||||||||||||||
Operating margin percentage |
12.8 | % | 29.5 | % | 10.3 | % | 22.0 | % | 34 | % | ||||||||||||||||||
Other income, net (5) |
$ | 3,758 | $ | (899 | ) | $ | 2,859 | $ | 48 | $ | | $ | 48 | |||||||||||||||
Provision for income taxes (6) |
$ | 22,857 | $ | 30,568 | $ | 53,425 | $ | 18,425 | $ | 17,131 | $ | 35,556 | 50 | % | ||||||||||||||
Net income |
$ | 48,571 | $ | 57,482 | $ | 106,053 | $ | 32,755 | $ | 41,095 | $ | 73,850 | 44 | % | ||||||||||||||
Earnings per share diluted |
$ | 1.10 | $ | 2.40 | $ | 0.80 | $ | 1.80 | 33 | % | ||||||||||||||||||
Weighted average shares outstanding diluted |
44,141 | 44,141 | 41,041 | 41,041 | 8 | % |
(1) | The purchase accounting adjustment for deferred revenue is included within maintenance and services revenue and represents the write-down to fair value of the deferred maintenance revenue of Savvion and Iona Technologies at the date of each acquisition. | |
(2) | Stock option investigation expenses are included within general and administrative expenses and primarily represent professional services fees associated with the SECs investigation and shareholder derivative lawsuits related to the companys historical stock option grant practices. The credit amount for the twelve months ended November 30, 2010 relates to insurance reimbursements in excess of previously estimated amounts. |
(3) | Transition expenses represent incremental costs incurred to transform our cost structure to a more efficient cost model and such expenses are included primarily within our product development and general and administrative expenses. | |
(4) | Stock-based compensation expense, representing the fair value of equity awards, is included in the following GAAP expenses: |
Three Months Ended November 30, 2010 | Three Months Ended November 30, 2009 | |||||||||||||||||||||||
GAAP | Adjustments | Non-GAAP | GAAP | Adjustments | Non-GAAP | |||||||||||||||||||
Cost of software licenses |
$ | 7 | $ | (7 | ) | $ | | $ | 9 | $ | (9 | ) | $ | | ||||||||||
Cost of maintenance and services |
230 | (230 | ) | | 242 | (242 | ) | | ||||||||||||||||
Sales and marketing |
1,363 | (1,363 | ) | | 1,499 | (1,499 | ) | | ||||||||||||||||
Product development |
1,061 | (1,061 | ) | | 1,057 | (1,057 | ) | | ||||||||||||||||
General and administrative |
2,259 | (2,259 | ) | | 1,815 | (1,815 | ) | | ||||||||||||||||
$ | 4,920 | $ | (4,920 | ) | $ | | $ | 4,622 | $ | (4,622 | ) | $ | | |||||||||||
Twelve Months Ended November 30, 2010 | Twelve Months Ended November 30, 2009 | |||||||||||||||||||||||
GAAP | Adjustments | Non-GAAP | GAAP | Adjustments | Non-GAAP | |||||||||||||||||||
Cost of software licenses |
$ | 29 | $ | (29 | ) | $ | | $ | 37 | $ | (37 | ) | $ | | ||||||||||
Cost of maintenance and services |
913 | (913 | ) | | 948 | (948 | ) | | ||||||||||||||||
Sales and marketing |
5,496 | (5,496 | ) | | 5,830 | (5,830 | ) | | ||||||||||||||||
Product development |
4,200 | (4,200 | ) | | 4,041 | (4,041 | ) | | ||||||||||||||||
General and administrative |
6,948 | (6,948 | ) | | 10,680 | (10,680 | ) | | ||||||||||||||||
$ | 17,586 | $ | (17,586 | ) | $ | | $ | 21,536 | $ | (21,536 | ) | $ | | |||||||||||
In addition, the restructuring expense for the twelve months ended November 30, 2010 includes approximately $0.5 million of stock-based compensation expense. | ||
(5) | The non-GAAP adjustment in other income for the twelve months ended November 30, 2010 relates to an insurance settlement gain from a pre-acquisition contingency assumed as part of a prior acquisition. | |
(6) | The non-GAAP provision for income taxes was calculated reflecting an effective rate of 31.7% and 33.5% for the three and twelve months ended November 30, 2010, respectively, and 30.5% and 32.5% for the three and twelve months ended November 30, 2009, respectively. The difference between the effective rate under GAAP and the effective tax rate utilized in the preparation of non-GAAP financial measures primarily relates to the tax effects of stock-based compensation and amortization of acquired intangibles, which are excluded from the determination of non-GAAP net income. The non-GAAP effective tax rate for the twelve months ended November 30, 2010 also excludes a one-time benefit of $2.5 million. |
Progress Software Corporation
Condensed Consolidated Balance Sheets
Condensed Consolidated Balance Sheets
November 30, | November 30, | |||||||
(In thousands) | 2010 | 2009 | ||||||
Assets |
||||||||
Cash and short-term investments |
$ | 322,396 | $ | 224,121 | ||||
Accounts receivable, net |
119,273 | 98,872 | ||||||
Other current assets |
42,189 | 34,626 | ||||||
Total current assets |
483,858 | 357,619 | ||||||
Property and equipment, net |
58,207 | 59,625 | ||||||
Goodwill and intangible assets, net |
321,551 | 304,887 | ||||||
Other assets |
73,207 | 76,719 | ||||||
Total |
$ | 936,823 | $ | 798,850 | ||||
Liabilities and shareholders equity |
||||||||
Accounts payable and other current liabilities |
$ | 98,715 | $ | 85,681 | ||||
Short-term deferred revenue |
138,961 | 141,243 | ||||||
Total current liabilities |
237,676 | 226,924 | ||||||
Long-term deferred revenue |
2,908 | 4,511 | ||||||
Other liabilities |
7,907 | 11,963 | ||||||
Shareholders equity: |
||||||||
Common stock and additional paid-in capital |
347,604 | 247,265 | ||||||
Retained earnings |
340,728 | 308,187 | ||||||
Total shareholders equity |
688,332 | 555,452 | ||||||
Total |
$ | 936,823 | $ | 798,850 | ||||
Condensed Consolidated Statements of Cash Flows
Twelve Months Ended | ||||||||
November 30, | November 30, | |||||||
(In thousands ) | 2010 | 2009 | ||||||
Cash flows from operations: |
||||||||
Net income |
$ | 48,571 | $ | 32,755 | ||||
Depreciation, amortization and other noncash items |
59,538 | 61,941 | ||||||
Other changes in operating assets and liabilities |
(11,908 | ) | (31,940 | ) | ||||
Net cash flows from operations |
96,201 | 62,756 | ||||||
Capital expenditures |
(9,664 | ) | (7,369 | ) | ||||
Redemptions and reclassification of auction-rate
securities |
1,250 | 24,925 | ||||||
Acquisitions, net of cash acquired |
(49,186 | ) | | |||||
Share issuances, net of repurchases |
64,335 | 9,286 | ||||||
Other |
(4,661 | ) | 15,994 | |||||
Net change in cash and short-term investments |
98,275 | 105,592 | ||||||
Cash and short-term investments, beginning of period |
224,121 | 118,529 | ||||||
Cash and short-term investments, end of period |
$ | 322,396 | $ | 224,121 | ||||
Progress Software Corporation
Reconciliation of Forward-Looking Guidance
Reconciliation of Forward-Looking Guidance
Diluted Earnings Per Share Range
Three Months Ended February 28, 2011 | ||||||||||||
GAAP expectation |
$ | 0.40 | $ | 0.45 | ||||||||
Adjustment to exclude stock-based compensation |
$ | 0.07 | | $ | 0.08 | |||||||
Adjustment to exclude amortization of acquired intangibles |
$ | 0.09 | | $ | 0.09 | |||||||
Adjustment to exclude restructuring and transition expenses |
$ | 0.03 | | $ | 0.04 | |||||||
Non-GAAP expectation |
$ | 0.61 | $ | 0.64 | ||||||||
Twelve Months Ended November 30, 2011 | ||||||||||||
GAAP expectation |
$ | 1.84 | $ | 1.98 | ||||||||
Adjustment to exclude stock-based compensation |
$ | 0.30 | | $ | 0.31 | |||||||
Adjustment to exclude amortization of acquired intangibles |
$ | 0.35 | | $ | 0.35 | |||||||
Adjustment to exclude restructuring and transition expenses |
$ | 0.07 | | $ | 0.11 | |||||||
Non-GAAP expectation |
$ | 2.61 | $ | 2.70 | ||||||||
