EX-99.1 2 d326006dex991.htm PRESS RELEASE OF TIBCO SOFTWARE INC. Press Release of TIBCO Software Inc.

Exhibit 99.1

 

      LOGO
Media Relations Contact:         Investor Relations Contact:
Holly Gilthorpe       Matthew Langdon
TIBCO Software Inc.       TIBCO Software Inc.
(650) 846-5624       (650) 846-5747
hgilthorpe@tibco.com       mlangdon@tibco.com

TIBCO SOFTWARE GROWS TOTAL REVENUE BY 22% OVER Q1 2011

Non-GAAP EPS of $0.20 increases by 25% over last year

PALO ALTO, Calif., March 29, 2012 – TIBCO Software Inc. (NASDAQ: TIBX) today announced results for its first fiscal quarter, which ended on Sunday, March 4, 2012.

Total revenue for the first quarter of fiscal 2012 was $225.7 million and net income was $20.6 million, or $0.12 per diluted share. This compares to total revenue of $185.3 million and net income of $16.0 million, or $0.09 per diluted share, as reported for the first quarter of fiscal 2011.

On a non-GAAP basis, net income for the first quarter of fiscal 2012 was $34.6 million or $0.20 per diluted share, compared with $27.3 million or $0.16 per diluted share for the first quarter of fiscal 2011. Non-GAAP operating income for the first quarter of fiscal 2012 was $47.6 million, an increase of 17% over non-GAAP operating income of $40.5 million in the first quarter of fiscal 2011. Non-GAAP results exclude amortization of acquired intangible assets, stock-based compensation expense, acquisition related and other expenses and restructuring activities and assume a non-GAAP effective tax rate of 27% and 31% for the first quarter of fiscal years 2012 and 2011, respectively.

“Once again this year, we got off to a very strong start with 22% total revenue growth in the quarter” said Vivek Ranadivé, TIBCO’s chairman and CEO. “Our innovation leadership, real-time DNA, and enterprise experience in the world’s most demanding environments are all coming together at a very exciting time in the marketplace. Our infrastructure software platform positions us well as a beneficiary of the most powerful technology trends of our time: big data, cloud, social and mobility. So, any company looking to meaningfully grow its revenue, improve its operational efficiency or manage risk and fraud should be talking to TIBCO about becoming event-driven and achieving its Two-Second Advantage.”

First Quarter Fiscal 2012 Highlights

 

   

Record Q1 total revenue was $225.7 million, up 22% over last year;

 

   

Record Q1 license revenue was $82.3 million, up 17% over last year;

 

   

Non-GAAP operating margin was 21%;

 

   

Repurchased 2.8 million shares;

 

   

Strong mix of business across major industries including Financial Services, Energy, Communications, Manufacturing, Retail, Life Sciences, Government, and Logistics;

 

   

TIBCO closed 102 deals over $100k and had 20 deals over $1 million; and

 

   

TIBCO expanded its business with leading companies and agencies in the first quarter such as Argus de la Presse, CME Group, Chico’s, City of Glendale, Del Monte Foods, Enel Energy Europe, Kohl’s, Norfolk Southern, RelayHealth, Scania, Sisters of Mercy Health System, TDWI, and TUI Travel.


Conference Call Details

TIBCO has scheduled a conference call for 4:30 pm ET / 1:30 pm PT today to discuss its first quarter results. The conference call will be hosted by InterCall and may be accessed over the internet at www.tibco.com or via dial-in at 877-293-9114 or 706-758-2055. Please join the conference call at least 10 minutes early to register. A replay of the conference call will be available until midnight PT on April 29, 2012 at www.tibco.com or via dial-in at 800-585-8367 or 404-537-3406. The pass code for both the call and the replay is 59620366.

About TIBCO

TIBCO Software Inc. (NASDAQ: TIBX) is a provider of infrastructure software for companies to use on-premise or as part of cloud computing environments. Whether it’s optimizing claims, processing trades, cross-selling products based on real-time customer behavior, or averting a crisis before it happens, TIBCO provides companies the two-second advantageTM – the ability to capture the right information at the right time and act on it preemptively for a competitive advantage. More than 4,000 customers worldwide rely on TIBCO to manage information, decisions, processes and applications in real time. Learn more at www.tibco.com.

###

TIBCO, The Power of Now, two-second advantage, and TIBCO Software are trademarks or registered trademarks of TIBCO Software Inc. in the United States and/or other countries. All other product and company names and marks mentioned in this document are the property of their respective owners and are mentioned for identification purposes only.

About Non-GAAP Financial Information

This press release includes non-GAAP financial measures. For a description of these non-GAAP financial measures, including the reasons management uses each measure, and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with Generally Accepted Accounting Principles (GAAP), please see the section entitled “About Non-GAAP Financial Measures” and the accompanying table entitled “Reconciliation of GAAP to Non-GAAP Measures.”

Legal Notice Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of the “safe harbor” provisions of the federal securities laws. The final financial results for first quarter of fiscal year 2012 may differ materially from the preliminary results presented in this release due to factors that include, but are not limited to, risks associated with the final review of the results and preparation of financial statements. In addition, forward-looking statements such as statements regarding the ability of TIBCO’s platform to help customers meaningfully grow revenue, improve operational efficiency, and manage risk and fraud, are subject to risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. These risks include but are not limited to: TIBCO’s ability to develop products that address changing market demands, the impact of competition from alternative business models and new product introductions, TIBCO’s ability to offer differentiated products that capitalize on current technology trends, and the impact of competition from companies that are larger or have greater resources than TIBCO. Additional information regarding potential risks is provided in TIBCO’s filings with the SEC, including its most recent Annual Report on Form 10-K for the year ended November 30, 2011. TIBCO assumes no obligation to update the forward-looking statements included in this release.


TIBCO Software Inc.

Condensed Consolidated Balance Sheets

(unaudited)

(in thousands)

 

     March 4,
2012
     November 30,
2011
 
ASSETS      

Current assets:

     

Cash and cash equivalents

   $ 354,371       $ 308,148   

Short-term investments

     209         225   

Accounts receivable, net

     188,312         196,419   

Prepaid expenses and other current assets

     54,702         61,864   
  

 

 

    

 

 

 

Total current assets

     597,594         566,656   

Property and equipment, net

     93,426         89,871   

Goodwill

     455,042         451,821   

Acquired intangible assets, net

     89,727         97,258   

Long-term deferred income tax assets

     81,602         78,656   

Other assets

     52,324         48,676   
  

 

 

    

 

 

 

Total assets

   $ 1,369,715       $ 1,332,938   
  

 

 

    

 

 

 
LIABILITIES AND EQUITY      

Current liabilities:

     

Accounts payable

   $ 24,747       $ 25,802   

Accrued liabilities

     95,296         129,168   

Accrued restructuring costs

     2,422         6,792   

Deferred revenue

     222,644         210,234   

Current portion of long-term debt

     2,430         2,397   
  

 

 

    

 

 

 

Total current liabilities

     347,539         374,393   

Accrued restructuring costs, less current portion

     866         1,050   

Long-term deferred revenue

     22,465         14,876   

Long-term deferred income tax liabilities

     4,318         4,540   

Long-term income tax liabilities

     21,598         20,772   

Long-term debt, less current portion

     135,091         65,711   

Other long-term liabilities

     2,555         2,445   
  

 

 

    

 

 

 

Total long-term liabilities

     186,893         109,394   
  

 

 

    

 

 

 

Total liabilities

     534,432         483,787   
  

 

 

    

 

 

 

Total equity

     835,283         849,151   
  

 

 

    

 

 

 

Total liabilities and equity

   $ 1,369,715       $ 1,332,938   
  

 

 

    

 

 

 


TIBCO Software Inc.

Condensed Consolidated Statements of Operations

(unaudited)

(in thousands, except net income per share)

 

     Three Months Ended  
     March 4,
2012
    February 27,
2011
 

Revenue:

    

License

   $ 82,315      $ 70,085   

Service and maintenance

     143,387        115,256   
  

 

 

   

 

 

 

Total revenue

     225,702        185,341   
  

 

 

   

 

 

 

Cost of revenue:

    

License

     9,040        8,927   

Service and maintenance

     57,050        44,020   
  

 

 

   

 

 

 

Total cost of revenue

     66,090        52,947   
  

 

 

   

 

 

 

Gross profit

     159,612        132,394   

Operating expenses:

    

Research and development

     37,321        32,686   

Sales and marketing

     75,718        62,523   

General and administrative

     17,595        12,917   

Amortization of acquired intangible assets

     4,548        4,891   

Acquisition related and other

     396        545   

Restructuring adjustment

     (119     (33
  

 

 

   

 

 

 

Total operating expenses

     135,459        113,529   
  

 

 

   

 

 

 

Income from operations

     24,153        18,865   

Interest income

     255        482   

Interest expense

     (1,465     (1,046

Other income (expense), net

     976        (290
  

 

 

   

 

 

 

Income before provision for income taxes and noncontrolling interest

     23,919        18,011   

Provision for income taxes

     3,300        1,996   
  

 

 

   

 

 

 

Net income

     20,619        16,015   

Less: Net income (loss) attributable to noncontrolling interest

     (22     62   
  

 

 

   

 

 

 

Net income attributable to TIBCO Software Inc.

   $ 20,641      $ 15,953   
  

 

 

   

 

 

 

Net income per share attributable to TIBCO Software Inc.:

    

Basic

   $ 0.13      $ 0.10   
  

 

 

   

 

 

 

Diluted

   $ 0.12      $ 0.09   
  

 

 

   

 

 

 

Shares used to compute net income per share attributable to TIBCO Software Inc.:

    

Basic

     161,460        160,503   
  

 

 

   

 

 

 

Diluted

     170,866        173,486   
  

 

 

   

 

 

 


TIBCO Software Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited)

(in thousands)

 

     Three Months Ended  
     March 4,
2012
    February 27,
2011
 

Cash flows from operating activities:

    

Net income

   $ 20,619      $ 16,015   

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

    

Depreciation of property and equipment

     3,476        3,094   

Amortization of acquired intangible assets

     7,813        9,686   

Stock-based compensation

     15,324        11,481   

Deferred income tax

     (4,700     (2,387

Tax benefits related to stock benefit plans

     6,703        9,545   

Excess tax benefits from stock-based compensation

     (5,856     (9,228

Other non-cash adjustments, net

     (229     (112

Changes in assets and liabilities:

    

Accounts receivable

     8,266        38,960   

Prepaid expenses and other assets

     6,244        (4,388

Accounts payable

     (1,165     (5,681

Accrued liabilities and restructuring costs

     (36,305     (35,216

Deferred revenue

     20,935        4,591   
  

 

 

   

 

 

 

Net cash provided by operating activities

     41,125        36,360   
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Acquisitions, net of cash acquired

     —          (22,579

Purchases of property and equipment

     (6,703     (1,579

Restricted cash pledged as security

     (968     779   

Other investing activities, net

     399        (71
  

 

 

   

 

 

 

Net cash used in investing activities

     (7,272     (23,450
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Proceeds from issuance of common stock

     11,862        20,164   

Proceeds from revolving credit facility, net

     68,060        —     

Repurchases of the Company’s common stock

     (67,525     (24,430

Withholding taxes related to restricted stock net share settlement

     (4,403     (4,589

Excess tax benefits from stock-based compensation

     5,856        9,228   

Principal payments on long-term debt

     (587     (556
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     13,263        (183
  

 

 

   

 

 

 

Effect of foreign exchange rate changes on cash and cash equivalents

     (893     3,688   
  

 

 

   

 

 

 

Net change in cash and cash equivalents

     46,223        16,415   

Cash and cash equivalents at beginning of period

     308,148        243,989   
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 354,371      $ 260,404   
  

 

 

   

 

 

 


About Non-GAAP Financial Measures

TIBCO provides non-GAAP measures for operating income, net income and net income per share data as supplemental information regarding TIBCO’s business performance. TIBCO believes that these non-GAAP financial measures are useful to investors because they exclude non-operating charges. TIBCO’s management excludes these non-operating charges when it internally evaluates the performance of TIBCO’s business and makes operating decisions, including internal budgeting, performance measurement and the calculation of bonuses and discretionary compensation, because these measures provide a consistent method of comparison to historical periods. Moreover, management believes these non-GAAP measures reflect the essential revenue generation activities of TIBCO. Accordingly, management excludes stock-based compensation related to employee stock options, amortization of acquired intangible assets, costs related to formal restructuring activities, acquisition-related and other expenses, gains and losses on equity investments, and the income tax effects of the foregoing, as well as adjustments for the impact of changes in the valuation allowance recorded against TIBCO’s deferred tax assets when making operational decisions.

TIBCO believes that providing the non-GAAP measures that management uses to its investors is useful to investors for a number of reasons. The non-GAAP measures provide a consistent basis for investors to understand TIBCO’s financial performance on a trended basis across historical periods. In addition, it allows investors to evaluate TIBCO’s performance using the same methodology and information as that used by TIBCO’s management.

Non-GAAP measures are subject to material limitations as these measures are not in accordance with, or a substitute for, GAAP and thus TIBCO’s definition may be different from similar non-GAAP measures used by other companies and/or analysts. However, TIBCO’s management compensates for these limitations by providing the relevant disclosure of the items excluded in the calculation of non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. In addition, some items such as restructuring charges that are excluded from non-GAAP net income and non-GAAP earnings per share can have a material impact on cash flows and stock compensation charges can have a significant impact on earnings. Management compensates for these limitations by evaluating the non-GAAP measure together with the most directly comparable GAAP measure. TIBCO has historically provided non-GAAP measures to the investment community as a supplement to its GAAP results, to enable investors to evaluate TIBCO’s business performance in the way that management does.

The non-GAAP adjustments, and the basis for excluding them, are outlined below:

Amortization of Intangible Assets

TIBCO has incurred amortization of intangible assets, included in its GAAP financial statements, related to various acquisitions TIBCO has made. Management excludes these items, for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. TIBCO believes that eliminating this expense from its non-GAAP measures is useful to investors, because the amortization of intangible assets can be inconsistent in amount and frequency and is significantly impacted by the timing and magnitude of TIBCO’s acquisition transactions, which also vary substantially in frequency from period to period.

Stock-based Compensation

TIBCO incurs stock-based compensation expense. TIBCO excludes this item for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share because it is a non-cash expense that TIBCO believes is not reflective of its business performance. The nature of the stock-based compensation expense also makes it very difficult to estimate prospectively, since the expense will vary with changes in the stock price and market conditions at the time of new grants, varying valuation methodologies, subjective assumptions and different award types, making the comparison of current results with forward-looking guidance potentially difficult for investors to interpret. The tax effects of stock-based compensation expenses may also vary significantly from period to period, without any change in underlying operational performance, thereby obscuring the underlying profitability of operations relative to prior periods. Finally, TIBCO believes that non-GAAP measures of profitability that exclude stock-based compensation are widely used by analysts and investors in the software industry.


Acquisition-related and Other Expenses

TIBCO has incurred acquisition-related and other expenses which consist of costs incurred after the issuance of a definitive term sheet for a particular transaction (whether or not such transaction is ultimately completed, remains in process or is not completed) and include legal, banker, accounting and other advisory fees of third parties and severance costs for employees of the acquired company that are terminated within 90 days of the acquisition date. Management excludes these items, for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. TIBCO believes that eliminating these expenses from its non-GAAP measures is useful to investors, because it generally would not have otherwise incurred such expenses in the periods presented as part of its continuing operations. The acquisition-related and other expenses are not recurring with respect to past transactions, can be inconsistent in amount and frequency from period to period and are significantly impacted by the timing and magnitude of TIBCO’s acquisitions. While these expenses are not recurring with respect to past transactions, TIBCO generally will incur these expenses in connection with any future acquisitions.

Restructuring Activities

TIBCO has incurred restructuring expenses, included in its GAAP presentation of operating expense, primarily due to workforce related charges such as payments for severance and benefits and estimated costs of exiting and terminating facility lease commitments related to a formal restructuring plan. TIBCO excludes these items, for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share, when it evaluates the continuing business performance of TIBCO. TIBCO believes that these items are not consistently recurring and do not necessarily reflect expected future operating expense, nor does TIBCO believe that they provide a meaningful evaluation of current versus past business results or the expense levels required to support TIBCO’s operating plan.


TIBCO Software Inc.

Reconciliation of GAAP to Non-GAAP Measures

(unaudited)

(in thousands, except net income per share)

 

     Three Months Ended  
     March 4,
2012
    February 27,
2011
 
     Operating
Income
    Net income
attributable
to TIBCO
Software
Inc.
    Operating
Income
    Net income
attributable
to TIBCO
Software
Inc.
 

GAAP

   $ 24,153      $ 20,641      $ 18,865      $ 15,953   

Amortization of intangible assets – cost of revenue

     3,265        3,265        4,795        4,795   

Amortization of intangible assets – operating expense

     4,548        4,548        4,891        4,891   

Stock-based compensation – cost of revenue

     1,282        1,282        874        874   

Stock-based compensation – R&D expense

     4,005        4,005        2,649        2,649   

Stock-based compensation – S&M expense

     5,293        5,293        4,213        4,213   

Stock-based compensation – G&A expense

     4,745        4,745        3,745        3,745   

Acquisition related and other

     396        396        545        545   

Restructuring adjustment

     (119     (119     (33     (33

Income tax adjustment for non-GAAP

     —          (9,480     —          (10,308
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP

   $ 47,568      $ 34,576      $ 40,544      $ 27,324   
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted net income per share attributable to TIBCO Software Inc.:

        

GAAP

     $ 0.12        $ 0.09   
    

 

 

     

 

 

 

Non-GAAP

     $ 0.20        $ 0.16   
    

 

 

     

 

 

 

Shares used to compute diluted net income per share attributable to TIBCO Software Inc.:

       170,866          173,486