-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Tg20+RY7I76Ztsa88Zn5Z0H/XUTUUG5gROyDS6EICRrQtOw96qnFY0SgXp/lgewM a0j4ZEz+Bmo/t6JF17SKOg== 0000950129-04-002511.txt : 20040429 0000950129-04-002511.hdr.sgml : 20040429 20040429112150 ACCESSION NUMBER: 0000950129-04-002511 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040429 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BMC SOFTWARE INC CENTRAL INDEX KEY: 0000835729 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 742126120 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16393 FILM NUMBER: 04763141 BUSINESS ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 BUSINESS PHONE: 7139188800 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 8-K 1 h14828e8vk.txt BMC SOFTWARE, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2004 BMC SOFTWARE, INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 001-16393 74-2126120 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 2101 CITYWEST BLVD. HOUSTON, TEXAS 77042-2827 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 918-8800 ITEM 7. Financial Statements and Exhibits. (c) The following exhibit is being furnished herewith: 99 News Release, dated April 29, 2004, of BMC Software, Inc. ITEM 12. Results of Operations and Financial Condition The following information, including the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. On April 29, 2004, BMC Software, Inc. issued a news release to report its financial results for the quarter ended March 31, 2004 and to announce a conference call to discuss such financial results to be held on April 29, 2004. The release is furnished as Exhibit 99 hereto. SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 29, 2004 BMC SOFTWARE, INC. By: /s/ ROBERT H. WHILDEN, JR. -------------------------------- Robert H. Whilden, Jr. Senior Vice President, General Counsel and Secretary 2 EXHIBIT INDEX
Exhibit No. - ----------- 99 News Release, dated April 29, 2004, of BMC Software, Inc.
3 EX-99.1 2 h14828exv99w1.txt NEWS RELEASE DATED APRIL 29, 2004 Exhibit 99.1 INVESTOR RELATIONS CONTACT: MEDIA RELATIONS CONTACT: Neil Yekell Arch Currid (713) 918-4233 (713) 918-3236 neil_yekell@bmc.com arch_currid@bmc.com BMC SOFTWARE REPORTS FOURTH QUARTER FINANCIAL RESULTS Fourth Quarter License Bookings Up 35 Percent Year-over-Year Fiscal 2004 Cash Flow From Operations Exceeds $500 Million HOUSTON -- (April 29, 2004) -- BMC Software, Inc. [NYSE: BMC] today announced financial results for its fiscal 2004 fourth quarter ended March 31, 2004. BMC Software's net earnings excluding special items for the fourth quarter of fiscal 2004 were $40.8 million, or $0.18 per diluted common share, which compares to $0.17 a year ago and the Company's guidance range of $0.21 to $0.25. These results include an earnings per share reduction of two cents related to one-time items. The fiscal 2004 fourth quarter net earnings on a GAAP basis were $36.9 million, or $0.16 per share, which compares to net earnings of $20.6 million, or $0.09 per share, in the fourth quarter of fiscal 2003. Included in the financial tables is a reconciliation of results excluding special items and GAAP results. Total revenues in the fourth quarter of fiscal 2004 were $400.2 million, an increase of 5 percent compared to the third quarter of fiscal 2004. This met the mid-single digit sequential growth that the Company provided in January. Operating expenses, excluding $16.6 million of amortization of acquired intangibles and acquired research and development costs, were $357.2 million, compared to $336.5 million in the same quarter of fiscal 2003. "Our Business Service Management, or BSM, strategy continues to gain momentum as customers and partners alike are embracing its value. BSM is also directly helping the top line as we had strong license bookings growth in our PATROL(R) and Remedy businesses, the areas that benefit most from BSM and which contributed to the Company's strong 35 percent year-over-year growth in license bookings," said Bob Beauchamp, president and CEO, BMC Software. "I am excited about our prospects as we enter fiscal 2005 given our leading enterprise management solutions, a strategy that is working and our continued strong financial position." "Cash flow from operations for fiscal 2004 was $506.5 million, which exceeded our guidance of $400 to $450 million. We strengthened our balance sheet with over $1.2 billion in cash and marketable securities and over $1.4 billion in total deferred revenue at quarter end. Operating expenses were higher than expected due to an $11 million sequential increase in commission expenses, primarily related to a very strong increase in deferred revenues. We also had an equity write-down of $4 million that impacted other income," said George Harrington, senior vice president and CFO, BMC Software. "Entering fiscal 2005, our focus is to ensure that we maximize shareholder value by growing the business, expanding operating margins, and continuing to generate significant cash flows from operations." BMC Software maintained its strong financial position with cash flow from operations in the quarter of $274.1 million. Cash and marketable securities balance was $1.2 billion, an increase of $148.1 million BMC Software Fourth Quarter Results /Page 2 compared to the third quarter and the total deferred revenue balance was a record $1.40 billion, an increase of $174.9 million compared to the third quarter. BMC Software continued its stock repurchase program by spending $50.0 million to repurchase 2.6 million shares during the fourth fiscal quarter. Approximately $307 million remains in this program. LICENSE BOOKINGS License bookings were up 35 percent year-over-year. License bookings measure the value of new license contracts signed during the quarter, including both the amount that goes to the income statement and the amount that goes to the deferred license revenue account on the balance sheet. As license bookings measure new contracts that are signed in a given quarter, this metric provides a clear measurement of the Company's current sales performance. License bookings can be calculated by adding license revenues to the net change in the deferred license revenue balance, as illustrated below. FOURTH QUARTER FY04 BUSINESS SEGMENT RESULTS
----------------------------------------------------------------- Q4FY04 LICENSE BOOKINGS ----------------------------------------------------------------- ($ IN MILLIONS) NET CHANGE TO DEFERRED LICENSE LICENSE LICENSE PERCENT GROWTH REVENUES REVENUES BOOKINGS VS. Q4FY03 -------- --------------- -------- ---------------- Data Management - D/S 14.5 12.2 26.7 72% Data Management - MF 54.8 15.8 70.6 40% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- Enterprise Data Management 69.3 28.0 97.3 47% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- Scheduling & Output Mgmt. 20.2 3.0 23.2 34% MAINVIEW(R) 18.3 3.6 21.9 4% PATROL 36.0 16.5 52.5 24% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- Enterprise Systems Management 74.5 23.1 97.6 21% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- Security & Other 2.4 (.5) 1.9 (58)% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- Remedy 36.3 1.8 38.1 68% - ----------------------------------------- ------------- ------------------- ------------- ----------------------- TOTAL BMC 182.5 52.4 234.9 35% - ----------------------------------------- ------------- ------------------- ------------- -----------------------
FIRST QUARTER AND FISCAL 2005 GUIDANCE BMC Software expects first quarter revenues to be in the $345 to $355 million range. The Company expects first quarter earnings per share excluding special items to be in the $0.12 to $0.16 range. First quarter estimates do not include an estimated $0.06 per share of amortization of acquired technology and intangibles. For fiscal 2005 the Company is comfortable with the current analyst consensus estimates for revenues of $1.52 billion and earnings per share excluding special items estimate of 77 cents. BMC Software Fourth Quarter Results /Page 3 Fiscal 2005 estimates do not include an estimated $0.24 of amortization of acquired technology and intangibles expense. The Company expects fiscal 2005 license bookings growth to be in the high single digits. BMC Software expects cash flow from operations for fiscal 2005 to be over $400 million. A CONFERENCE CALL TO DISCUSS FOURTH QUARTER RESULTS AND THE ACQUISITION OF MARIMBA, INC. IS SCHEDULED FOR TODAY AT 11:00 A.M. CENTRAL TIME. THOSE INTERESTED IN PARTICIPATING MAY CALL (719) 457-2727 AND USE THE PASSCODE BMC. TO ACCESS A REPLAY OF THE CONFERENCE CALL, WHICH WILL BE AVAILABLE FOR ONE WEEK, DIAL (719) 457-0820 AND USE THE PASSCODE BMC. A LIVE WEBCAST OF THE CONFERENCE CALL AND PRESENTATION WILL BE AVAILABLE ON THE COMPANY'S WEBSITE AT WWW.BMC.COM/INVESTORS. A REPLAY OF THE WEBCAST WILL BE AVAILABLE WITHIN 24 HOURS AND ARCHIVED ON THE WEBSITE FOR 90 DAYS. NON-GAAP FINANCIAL MEASURES This press release includes financial measures for net earnings, earnings per share (EPS) and operating expenses that exclude certain charges and therefore have not been calculated in accordance with U.S. generally accepted accounting principles (GAAP). A detailed reconciliation between the GAAP results and results excluding special items (non-GAAP) is included with the financial tables accompanying this press release. BMC Software has provided these non-GAAP measures in its press releases reporting historical financial results because the Company believes these measures provide a consistent basis for comparison between quarters, as they are not influenced by certain non-cash or non-recurring expenses and are therefore useful to investors in helping them understand the financial condition of BMC Software by focusing on the performance of its core operations. Management uses these non-GAAP financial measures internally to evaluate the Company's performance and as a key variable in determining management compensation. These non-GAAP measures should not be considered an alternative to GAAP, and these non-GAAP measures may not be comparable to information provided by other companies. ABOUT BMC SOFTWARE BMC Software, Inc. [NYSE:BMC], is a leading provider of enterprise management solutions that empower companies to manage their IT infrastructure from a business perspective. Delivering Business Service Management, BMC Software solutions span enterprise systems, applications, databases and service management. Founded in 1980, BMC Software has offices worldwide and fiscal 2004 revenues of more than $1.4 billion. For more information about BMC Software, visit www.bmc.com. This news release contains both historical information and forward-looking information. Statements of plans, objectives, strategies and expectations for future operations and results, identified by words such as "believe," "anticipate," "expect," "estimate" and "guidance" are forward-looking statements. Numerous important factors affect BMC Software's operating results and could cause BMC Software's actual results to differ materially from the results indicated by this press release or by any other forward-looking statements made by, or on behalf of, BMC Software, and there can be no assurance that future results will meet expectations, estimates or projections. These factors include, but are not limited to, the following: 1) BMC BMC Software Fourth Quarter Results /Page 4 Software's revenues and earnings are subject to a number of factors, including the significant percentage of quarterly sales typically closed at the end of each quarter, that make estimation of operating results prior to the end of a quarter extremely uncertain; 2) BMC Software's operating costs and expenses are relatively fixed over the short term; 3) increased competition and pricing pressures could adversely affect BMC Software's earnings; 4) growth in BMC Software's mainframe revenues is dependent on demand for significant additional mainframe MIPS capacity; 5) BMC Software's maintenance revenue could decline if maintenance renewal rates decline or if license revenues do not grow; 6) new software products and product strategies may not be timely introduced or successfully adopted; 7) BMC Software's quarterly cash flow from operations is and has been volatile and is dependent upon a number of factors described in BMC Software's filings with the SEC; and 8) the additional risks and important factors described in BMC Software's quarterly reports on Form 10-Q and in its Annual Report to Stockholders on Form 10-K for the fiscal year ended March 31, 2003 and other filings with the SEC. BMC Software undertakes no obligation to update information contained in this release. ### BMC Software, the BMC Software logos, and all other BMC Software product or service names are registered trademarks or trademarks of BMC Software, Inc. All other trademarks or registered trademarks belong to their respective companies. (C) 2004, BMC Software, Inc. All rights reserved. BMC Software Fourth Quarter Results Page 5 BMC SOFTWARE, INC. AND SUBSIDIARIES STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended March 31, ----------------------------- Fiscal Fiscal % 2003 2004 Change ------------- ----------- (In millions, except per share data) Revenues: License $ 180.8 $ 182.5 1% Maintenance 176.1 194.3 10% Professional services -2% 23.8 23.4 ------- ------- Total revenues 380.7 400.2 5% ------- ------- Selling and marketing expenses 137.8 154.7 12% Research, development and support expenses 138.8 134.2 -3% Cost of professional services 22.2 20.3 -9% General and administrative expenses 37.7 48.0 27% Acquired research and development - 1.0 0% Amortization of acquired technology & intangibles 24.1 15.6 -35% ------- ------- Total operating expenses 360.6 373.8 4% ------- ------- Operating income (loss) 20.1 26.4 31% Other income, net 9.8 13.9 42% ------- ------- Earnings (loss) before income taxes 29.9 40.3 35% Income tax provision (benefit) 9.3 3.4 -63% ------- ------- Net earnings (loss) $ 20.6 $ 36.9 79% ======= ======= Diluted earnings (loss) per share $ 0.09 $ 0.16 78% ======= ======= Shares used in computing diluted earnings (loss) per share 234.0 227.9 -3% ======= =======
BMC Software Fourth Quarter Results Page 6 BMC SOFTWARE, INC. AND SUBSIDIARIES STATEMENTS OF OPERATIONS (UNAUDITED)
Year Ended March 31, -------------------------- Fiscal Fiscal % 2003 2004 Change --------- --------- (In millions, except per share data) Revenues: License $ 605.7 $ 577.4 -5% Maintenance $ 635.8 $ 756.4 19% Professional services $ 85.2 $ 84.9 0% -------- -------- Total revenues 1,326.7 1,418.7 7% -------- -------- Selling and marketing expenses 499.4 610.2 22% Research, development and support expenses 489.9 586.1 20% Cost of professional services 86.8 79.2 -9% General and administrative expenses 150.2 180.1 20% Acquired research and development 12.0 1.0 -92% Amortization of acquired technology & intangibles 66.7 61.0 -9% Merger-related costs, compensation and other 0.5 - -100% -------- -------- Total operating expenses 1,305.5 1,517.6 16% -------- -------- Operating income (loss) 21.2 (98.9) -566% Other income, net 48.1 69.5 44% -------- -------- Earnings (loss) before income taxes 69.3 (29.4) -142% Income tax provision (benefit) 21.3 (2.6) -112% -------- -------- Net earnings (loss) $ 48.0 $ (26.8) -156% ======== ======== Diluted earnings (loss) per share $ 0.20 $ (0.12) -160% ======== ======== Shares used in computing diluted earnings (loss) per share 237.9 226.7 -5% ======== ========
BMC Software Fourth Quarter Results Page 7 BMC SOFTWARE, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
March 31, March 31, 2003 2004 --------- --------- (Unaudited) (In millions) Current Assets: Cash and cash equivalents $ 500.1 $ 612.3 (a) Marketable securities 151.7 296.6 (a) Trade accounts receivable, net 186.4 172.6 Current trade finance receivables, net 154.4 175.5 Other current assets 105.6 165.4 --------- --------- Total current assets 1,098.2 1,422.4 Property and equipment, net 408.4 396.0 Software development costs and related assets, net 192.7 138.9 Long-term marketable securities 363.5 304.1 (a) Long-term finance receivables, net 175.9 158.7 Acquired technology, goodwill and intangibles, net 527.9 520.1 Other long-term assets 78.9 102.1 --------- --------- $ 2,845.5 $ 3,042.3 ========= ========= Current liabilities: Accounts payable and accrued liabilities $ 277.2 $ 312.2 Current portion of deferred revenue 561.6 668.4 --------- --------- Total current liabilities 838.8 980.6 Long-term deferred revenue 607.1 733.2 Other long-term liabilities 16.2 109.5 Total stockholders' equity 1,383.4 1,219.0 --------- --------- $ 2,845.5 $ 3,042.3 ========= =========
(a) Total cash and marketable securities are $1,213.0 at March 31, 2004. BMC Software Fourth Quarter Results Page 8 BMC SOFTWARE, INC. AND SUBSIDIARIES STATEMENTS OF CASH FLOWS (UNAUDITED)
Year Ended March 31, ----------------------- Fiscal Fiscal 2003 2004 --------- -------- (In millions) Cash flows from operating activities: Net earnings (loss) $ 48.0 $ (26.8) Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: Accrued restructuring and severance costs (1.9) 68.6 Acquired research and development and merger-related costs and compensation charges 12.6 1.0 Depreciation and amortization 248.3 242.8 Incremental depreciation on facilities to be exited - 14.3 Impairment of technology assets and investments 5.3 4.0 (Gain) loss on marketable securities 12.7 (1.7) Earned portion of restricted stock compensation 2.6 2.1 Increase in finance receivables (22.6) (4.8) Increase (decrease) in payable to third-party financing institutions for finance receivables 39.3 (11.2) Net change in trade receivables, payables, deferred revenue and other components of working capital 261.3 218.2 ------- ------ Net cash provided by operating activities 605.6 506.5 ------- ------ Cash flows from investing activities: Debtor-in-possession financing provided to Peregrine Systems, Inc. (53.8) - Proceeds from debtor-in-possession financing provided to Peregrine Systems, Inc. 53.8 - Cash paid for technology acquisitions and other investments, net of cash acquired (408.2) (61.0) Adjustment of cash paid for Remedy acquisition - 7.2 Return of capital for cost-basis investments 0.7 0.1 Proceeds from sale of technology - 2.0 Purchases of marketable securities (124.3) (307.3) Maturities of/proceeds from sales of marketable securities 394.1 214.3 Purchases of property and equipment (23.6) (58.7) Capitalization of software development costs and related assets (88.2) (51.2) ------- ------ Net cash used in investing activities (249.5) (254.6) ------- ------ Cash flows from financing activities: Payments on capital leases - (3.2) Payments on borrowings (1.2) - Stock options exercised and other 26.1 29.7 Treasury stock acquired (211.6) (170.1) ------- ------ Net cash used in financing activities (186.7) (143.6) ------- ------ Effect of exchange rate changes on cash 0.7 3.9 ------- ------ Net change in cash and cash equivalents 170.1 112.2 Cash and cash equivalents, beginning of period 330.0 500.1 ------- ------ Cash and cash equivalents, end of period $ 500.1 $ 612.3 ======= =======
BMC Software Fourth Quarter Results Page 9 BMC SOFTWARE, INC. AND SUBSIDIARIES SUPPLEMENTAL ANALYSIS OF EFFECT OF SPECIAL ITEMS FOR THE THREE MONTHS ENDED MARCH 31, 2004 (UNAUDITED)
Special Before As Reported Items Special Items ----------- ------- ------------- (In millions, except per share data) Revenues: License $182.5 $ - $182.5 Maintenance 194.3 - 194.3 Professional services 23.4 - 23.4 ------ ------ ------ Total revenues 400.2 - 400.2 ------ ------ ------ Selling and marketing expenses 154.7 - 154.7 Research, development and support expenses 134.2 - 134.2 Cost of professional services 20.3 - 20.3 General and administrative expenses 48.0 - 48.0 Acquired research and development 1.0 (1.0) (a) - Amortization of acquired technology & intangibles 15.6 (15.6) (a) - ------ ------ ------ Total operating expenses 373.8 (16.6) 357.2 ------ ------ ------ Operating income (loss) 26.4 16.6 43.0 Other income, net 13.9 - 13.9 ------ ------ ------ Earnings (loss) before income taxes 40.3 16.6 56.9 Income tax provision (benefit) 3.4 12.7 (b) 16.1 ------ ------ ------ Net earnings (loss) $ 36.9 $ 3.9 $ 40.8 ====== ====== ====== Diluted earnings (loss) per share $ 0.16 $ 0.02 $ 0.18 ====== ====== ====== Shares used in computing diluted earnings (loss) per share 227.9 227.9 227.9 ====== ====== ======
(a) The net earnings effect of the individual special items is as follows (in millions):
Acquired research and development $ (0.9) Amortization of acquired technology & intangibles $ (13.2)
(b) During the fourth quarter and in conjunction with the fiscal year ended March 31, 2004, certain adjustments have been made to reflect the calculation of the Company's income taxes under Statement of Financial Accounting Standards (SFAS 109). The adjustment of $10.2 million primarily relates to valuation adjustments necessary under SFAS 109. BMC Software Fourth Quarter Results Page 10 BMC SOFTWARE, INC. AND SUBSIDIARIES SUPPLEMENTAL ANALYSIS OF EFFECT OF SPECIAL ITEMS FOR THE YEAR ENDED MARCH 31, 2004 (UNAUDITED)
Special Before As Reported Items Special Items ----------- ------- ------------- (In millions, except per share data) Revenues: License $ 577.4 $ - $ 577.4 Maintenance 756.4 - 756.4 Professional services 84.9 - 84.9 -------- ------- -------- Total revenues 1,418.7 - 1,418.7 -------- ------- -------- Selling and marketing expenses 610.2 (55.5) (a) 554.7 Research, development and support expenses 586.1 (61.9) (a) 524.2 Cost of professional services 79.2 (2.5) (a) 76.7 General and administrative expenses 180.1 (4.1) (a) 176.0 Acquired research and development 1.0 (1.0) (a) - Amortization of acquired technology & intangibles 61.0 (61.0) (a) - -------- ------- -------- Total operating expenses 1,517.6 (186.0) 1,331.6 -------- ------- -------- Operating income (loss) (98.9) 186.0 87.1 Other income, net 69.5 - 69.5 -------- ------- -------- Earnings (loss) before income taxes (29.4) 186.0 156.6 Income tax provision (benefit) (2.6) 46.6 (b) 44.0 -------- ------- -------- Net earnings (loss) $ (26.8) $ 139.3 $ 112.6 ======== ======= ======== Diluted earnings (loss) per share $ (0.12) $ 0.61 $ 0.49 ======== ======= ======== Shares used in computing diluted earnings (loss) per share 226.7 226.7 228.2 ======== ======= ========
(a) The net earnings effect of the individual special items is as follows (in millions):
Exit costs and related charges $ (97.6) Amortization of acquired technology & intangibles $ (51.1) Acquired research and development $ (0.9)
(b) During the fourth quarter and in conjunction with the fiscal year ended March 31, 2004, certain adjustments have been made to reflect the calculation of the Company's income taxes under Statement of Financial Accounting Standards (SFAS 109). The adjustment of $10.2 million primarily relates to valuation adjustments necessary under SFAS 109. -----END PRIVACY-ENHANCED MESSAGE-----