EX-99.1 3 a04-1972_2ex99d1.htm EX-99.1

Exhibit 99.1

 

 

CONTACTS:

 

Jim Tolonen, CFO

 

Business Objects

 

+1 408 953 6000

 

 

 

Don Markley

 

Business Objects

 

Investor Relations

 

+1 408 953 6054

 

don.markley@businessobjects.com

 

 

 

Anne Guimard

 

Business Objects

 

European Investor Relations

 

+33 1 41 25 39 19

 

anne.guimard@businessobjects.com

 

BUSINESS OBJECTS REPORTS RECORD 2003

FOURTH QUARTER AND YEAR-END RESULTS

 

Business Objects Standalone Revenue Increases 25 Percent;

Operating Margin Reaches 21 Percent

 

San Jose, California; Paris, France – February 5, 2004 – Business Objects (Nasdaq: BOBJ; Euronext Paris ISIN code FR0004026250 - BOB), the world’s leading provider of business intelligence (BI) solutions, today announced results for the fourth quarter and year ended December 31, 2003.

 

Fourth Quarter GAAP Results

The results for the fourth quarter 2003 include 20 days of revenue contribution and expenses from Crystal Decisions following the close of the acquisition on December 11, 2003; and a number of purchase accounting adjustments and transaction-related expenses which are described in more detail below.

 

Fourth quarter revenues were $184.2 million, an increase of 46 percent over revenues of $126.2 million for the quarter ended December 31, 2002.  The net loss for the fourth quarter was $8.6 million, compared to net income of $12.8 million, in the fourth quarter of the prior year.

 

Purchase Accounting Adjustments and Other Transaction–Associated Costs

The fourth quarter 2003 GAAP results include certain purchase accounting adjustments and other costs associated with the acquisition of Crystal Decisions, including the following expenses:  the write-off of acquired in-process technology of $28.0 million, the

 



 

amortization of capitalized research and development of $1.0 million, the amortization of deferred stock-based compensation of $0.6 million, and the amortization of other intangibles of $0.6 million.

 

The results also reflect restructuring charges of $7.8 million and other one-time integration charges associated with the acquisition of approximately $5.5 million.

 

In addition, the results reflect the elimination of approximately $3.4 million in maintenance revenue during the 20-day period, due to purchase accounting entries eliminating certain purchased deferred revenue.

 

“The business intelligence industry now has an unquestioned leader, and that leader is Business Objects,” said Bernard Liautaud, chairman and chief executive officer.  “From the standpoint of license revenue, number of customers, breadth of distribution channels, or product line strength, Business Objects is unsurpassed.  Our performance in the fourth quarter reflects this leadership, with strong revenue and operating profit growth from both Crystal Decisions and Business Objects.  In a period when the possibility of distraction or customer hesitancy were at their peak, our execution was outstanding.”

 

“Also, we are very pleased with the progress of the integration of Business Objects and Crystal Decisions,” said Liautaud.  “Just after the close of the quarter, we presented a product integration roadmap to customers, and the reaction has been very positive.  In mid-January we held our combined worldwide sales force kickoff, and the BI industry’s largest sales organization is very enthusiastic about the value proposition it can now offer to clients.”

 

Business Objects Standalone Pro forma Operating Results

Had Business Objects and Crystal Decisions operated independently for the entire fourth quarter, the company estimates that the unaudited pro forma operating results for Business Objects would have been as follows (see also Supplemental Schedules below):

                  Total revenues of approximately $158 million, up 25 percent from the same period of the prior year

                  License revenues of approximately $76 million, up 16 percent from the same period of the prior year

                  Maintenance and support revenues of approximately $60 million, up 38 percent from the same period of the prior year

                  Professional services revenue of approximately $21 million, up 32 percent from the same period of the prior year

                  Gross profit of approximately $133 million, up 26 percent from the same period of the prior year. This represents a gross margin of 84 percent

                  Operating income of approximately $33 million, up 94 percent from the same period of the prior year. This represents an operating margin of 21 percent.

 

A reconciliation of GAAP to pro forma revenue and operating income is included with this press release.

 

2



 

Product Line Performance:

The performance of key Business Objects product lines during the quarter was as follows:

                  BusinessObjects Enterprise 6 license revenues were $33 million, a sequential increase of 177 percent from the third quarter of 2003

                  BusinessObjects Enterprise 6 was included in 649 customer transactions, including 87 transactions over $100,000

                  Analytic applications license revenues were $7.5 million, compared with $9.1 million the fourth quarter of 2002.  For the full year, analytic applications license revenue was $25.7 million, up 23 percent over the prior year.  The license revenues reported for analytic applications includes only revenue from the analytic products, and do not include data integration or business intelligence license revenue that may be associated with the same contracts

                  Data Integration products contributed $5.4 million in license revenues, a 97 percent increase compared to the fourth quarter of 2002. A total of 85 customers purchased Data Integration products, including 14 contracts over $100,000.  For the full year, Data Integration license revenue was $14.0 million.

 

For Business Objects on a standalone pro forma basis, year-over-year revenue performance for the fourth quarter in dollars for each region would have been: Europe up 36 percent (up 15 percent in Euros), Americas up 7 percent, Japan up 19 percent (up 7 percent in yen), and Asia-Pacific up 202 percent.

 

For the full year, Business Objects standalone pro forma revenue would have been approximately $535 million, up 17 percent over the prior year; pro forma operating income would have been approximately $70.5 million, up 31 percent over the prior year; and pro forma operating margin would have been 13.2 percent, compared to 11.8 percent in the prior year.

 

Crystal Decisions Standalone Pro forma Operating Results

Had Business Objects and Crystal Decisions operated separately for the entire quarter, the company estimates that the unaudited pro forma operating results for Crystal Decisions would have been as follows (see also Supplemental Schedules below):

                  Total revenue of approximately $82 million, up 15 percent from the same period of the prior year

                  License revenue of approximately $51 million, up 9 percent from the same period of the prior year

                  Gross profit of approximately $65 million, up 15% from the same period of the prior year

                  Operating income of approximately $13 million, up approximately 13% from the same period of the prior year

 

3



 

Combined Company Pro Forma Results

 

The mathematical sum of the two pro forma results would yield the following combined pro forma results for the fourth quarter:

                  Total revenue of approximately $240 million

                  License revenue of approximately $127 million

                  Operating income of approximately $46 million; an operating margin of 19 percent

 

Balance Sheet

As of December 31, 2003, the company had $235 million in cash and cash equivalents.  Total assets were $1.8 billion.

 

Business Outlook

Management offers the following guidance for the quarter ending March 31, 2004:

                  Revenue is expected to be in the range of $208 million to $218 million

                  GAAP diluted earnings per share and ADS are expected to be in the range of $0.03 to  $0.09

                  Non-GAAP pro forma diluted earnings per share and ADS are expected to be in the range of $0.10 to $0.16.

 

Both the GAAP and non-GAAP guidance exclude eliminated deferred maintenance revenue of approximately $12.6 million, as detailed on the below supplemental schedules, which is approximately a $0.08 per share and per ADS reduction reflected in both estimates.

 

The non-GAAP earnings per share and ADS also excludes purchase accounting adjustments and other transaction-associated or restructuring costs of approximately $10 million, as detailed on the below supplemental schedules, which is approximately a $0.07 per share increase reflected in this estimate.

 

The above information concerning our forecast for the first quarter represents our outlook only as of the date hereof, and we undertake no obligation to update or revise any financial forecast or other forward looking statements, as a result of new developments or otherwise.

 

Use of Non-GAAP Financial Measures

This press release includes financial measures for net income (loss) and earnings (loss) per share that exclude certain non-cash charges and that have not been calculated in accordance with GAAP. These measures differ from GAAP in that they exclude the write off of in-process technology associated with the acquisition of Crystal Decisions, the amortization of capitalized research and technology, the amortization of deferred stock-based compensation, the amortization of other intangibles, restructuring charges, other one-time integration charges associated with the Crystal Decisions acquisition and elimination of maintenance revenue due to the impact of purchase accounting entries on deferred revenue.  In addition, this press release includes pro forma statement of operations line items and balance sheet items for Business Objects and Crystal Decisions

 

4



 

as if the acquisition had not occurred in the fourth quarter of 2003. Business Objects has provided these measurements in addition to GAAP financial results because it believes they provide a consistent basis for comparison between quarters that is not influenced by certain non-cash expenses related to the acquisition of Crystal Decisions and therefore is helpful to understanding Business Objects’ underlying operational results. Further, these non-GAAP measures are some of the primary measures Business Objects’ management uses for planning and forecasting.  These 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 Business Objects

Business Objects is the world’s leading business intelligence (BI) software company. Business Objects enables organizations to track, understand, and manage enterprise performance. The company’s solutions leverage the information that is stored in an array of corporate databases, enterprise resource planning (ERP), and customer relationship management (CRM) systems.

 

Popular uses of BI include enterprise reporting, management dashboards and scorecards, customer intelligence applications, financial reporting, and both customer and partner extranets. These solutions enable companies to gain visibility into their business, acquire and retain profitable customers, reduce costs, optimize the supply chain, increase productivity, and improve financial performance.

 

In December 2003, Business Objects completed the acquisition of Crystal Decisions, the leader in enterprise reporting.  The combined product line includes software for reporting, query and analysis, performance management, analytic applications, and data integration. In addition, Business Objects offers consulting and education services to help customers effectively deploy their business intelligence projects.

 

Business Objects has more than 24,000 customers in over 80 countries. The company’s stock is traded under the ticker symbols NASDAQ: BOBJ and Euronext Paris (ISIN: FR0004026250 - BOB). It is included in the SBF 120 and IT CAC 50 French stock market indexes. Business Objects can be reached at 408-953-6000 and www.businessobjects.com

 

Forward-Looking Statements

This document contains forward-looking statements that involve risks and uncertainties concerning Business Objects’ including Business Objects’ expected financial performance, as well as Business Objects’ strategic and operational plans. Actual events or results may differ materially from those described in this document due to a number of risks and uncertainties. The potential risks and uncertainties include, among others, Business Objects’ ability to successfully integrate Crystal Decisions’ operations and employees; Business Objects’ ability to transition Crystal Decisions’ customers; the introduction of new products by competitors or the entry of new competitors into the markets for Business Objects’ products; and economic and political conditions in the U.S. and abroad. More information about potential factors that could affect Business Objects’ business and financial results is included in Business Objects’ Annual Report on Form 10-K for the fiscal year ended December 31, 2002, Quarterly Report on Form 10-Q for the

 

5



 

quarterly period ended March 31, 2003, Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2003, Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2003 and Business Objects’ Registration Statement on Form S-4 (Registration No. 333-108400) including (without limitation) under the captions, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which are on file with the Securities and Exchange Commission (the “SEC”) and available at the SEC’s website at www.sec.gov. Business Objects is not obligated to undertake any obligation to update these forward-looking statements to reflect events or circumstances after the date of this document.

 

BUSINESSOBJECTS is a trademark of Business Objects S.A. Other company and product names may be trademarks of the respective companies with which they are associated.

 

6



 

BUSINESS OBJECTS S.A.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands of US dollars, except per share and ADS data)

 

 

 

Three Months Ended
December 31

 

Year Ended
December 31

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

(unaudited)

 

 

 

(unaudited)

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Net license fees

 

$

98,279

 

$

66,129

 

$

275,261

 

$

243,955

 

Services

 

85,923

 

60,054

 

285,564

 

210,844

 

Total revenues

 

184,202

 

126,183

 

560,825

 

454,799

 

Cost of revenues:

 

 

 

 

 

 

 

 

 

Net license fees

 

3,106

 

1,298

 

5,951

 

3,102

 

Services

 

26,708

 

18,766

 

89,005

 

71,489

 

Total cost of revenues

 

29,814

 

20,064

 

94,956

 

74,591

 

Gross margin

 

154,388

 

106,119

 

465,869

 

380,208

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

76,186

 

59,346

 

250,870

 

222,243

 

Research and development

 

26,428

 

21,736

 

95,399

 

74,991

 

General and administrative

 

15,697

 

7,898

 

44,655

 

29,387

 

Acquired in-process technology

 

27,966

 

 

27,966

 

2,000

 

Restructuring

 

7,782

 

115

 

7,782

 

3,871

 

Total operating expenses

 

154,059

 

89,095

 

426,672

 

332,492

 

Income from operations

 

329

 

17,024

 

39,197

 

47,716

 

Interest and other income, net

 

2,920

 

3,641

 

14,334

 

18,959

 

Income before provision for income taxes

 

3,249

 

20,665

 

53,531

 

66,675

 

Provision for income taxes

 

(11,854

)

(7,852

)

(30,969

)

(26,095

)

Net income (loss)

 

$

(8,605

)

$

12,813

 

$

22,562

 

$

40,580

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share and ADS - basic

 

$

(0.12

)

$

0.21

 

$

0.35

 

$

0.66

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share and ADS - diluted

 

$

(0.12

)

$

0.20

 

$

0.34

 

$

0.63

 

 

 

 

 

 

 

 

 

 

 

Shares and ADS used in computing net income (loss) per share and ADS - basic

 

69,377

 

62,456

 

64,584

 

61,888

 

 

 

 

 

 

 

 

 

 

 

Shares, ADSs and common share equivalents used in computing net income (Ioss) per share and ADS - diluted

 

69,377

 

63,743

 

66,168

 

63,933

 

 

7



 

BUSINESS OBJECTS S.A.

CONSOLIDATED BALANCE SHEETS

(In thousands of US dollars)

 

 

 

December 31,
2003

 

December 31,

2002

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

235,380

 

$

233,941

 

Short-term investments

 

 

46,678

 

Restricted cash

 

19,243

 

8,654

 

Accounts receivable, net

 

187,885

 

98,623

 

Deferred taxes, net

 

261

 

12,920

 

Other current assets

 

33,797

 

14,131

 

 

 

 

 

 

 

Total current assets

 

476,566

 

414,947

 

 

 

 

 

 

 

Goodwill

 

1,051,111

 

75,416

 

Other intangible assets, net

 

149,143

 

10,810

 

Property and equipment, net

 

61,187

 

37,341

 

Restricted cash - long term

 

 

10,254

 

Deposits and other assets

 

19,092

 

3,040

 

Long term deferred asset

 

17,963

 

 

 

 

 

 

 

 

Total assets

 

$

1,775,062

 

$

551,808

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

47,790

 

$

20,105

 

Accrued payroll and related expenses

 

84,686

 

48,537

 

Deferred revenue

 

135,977

 

75,490

 

Income taxes payable

 

75,727

 

7,187

 

Other current liabilities

 

73,145

 

36,398

 

Notes payable - current portion

 

9,728

 

1,717

 

 

 

 

 

 

 

Total current liabilities

 

427,053

 

189,434

 

 

 

 

 

 

 

Notes and escrow payable

 

 

9,728

 

Long-term accrued rent

 

4,950

 

7,713

 

 

 

 

 

 

 

Total shareholders’ equity

 

1,343,059

 

344,933

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

1,775,062

 

$

551,808

 

 

8



 

BUSINESS OBJECTS S.A.

CONSOLIDATED CASH FLOW STATEMENT

(In thousands of US dollars)

 

 

 

Year Ended
December 31

 

 

 

2003

 

2002

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

22,562

 

$

40,580

 

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

 

 

 

 

 

Depreciation and amortization

 

18,269

 

14,746

 

Amortization of intangible assets

 

4,344

 

3,363

 

Stock based compensation expense

 

1,638

 

 

Acquired in-process technology

 

27,966

 

2,000

 

Deferred income taxes

 

(1,664

)

(2,882

)

Tax benefit on stock option exercises

 

17,974

 

3,649

 

Changes in operating assets and liabilities:

 

 

 

 

 

Decrease (increase) in accounts receivable, net

 

(36,973

)

784

 

Decrease (increase) in other current assets

 

(16,489

)

3,319

 

Increase (decrease) in accounts payable

 

8,118

 

(2,216

)

Increase in accrued payroll and related expenses

 

13,383

 

6,754

 

Increase (decrease) in income taxes payable

 

14,539

 

(6,294

)

Increase in deferred revenue

 

35,657

 

7,947

 

Decrease in other current liabilities

 

(10,825

)

(4,559

)

 

 

 

 

 

 

Net cash provided by operating activities

 

98,499

 

67,191

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(12,453

)

(10,405

)

Change in estimate in restructuring accrual for Acta acquisition

 

2,741

 

 

Business acquisitions and other investments

 

(178,327

)

(62,454

)

Sales (purchases) of short-term investments

 

53,662

 

(45,240

)

 

 

 

 

 

 

Net cash used for investing activities

 

(134,377

)

(118,099

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Purchase of treasury shares

 

 

(4,055

)

Issuance of shares

 

29,677

 

15,542

 

Changes  in restricted cash

 

1,150

 

(9,106

)

Increase in escrow payable

 

 

9,728

 

Notes payable reductions

 

(1,717

)

(2,656

)

 

 

 

 

 

 

Net cash provided by financing activities

 

29,110

 

9,453

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of foreign exchange rate changes on cash and cash equivalents

 

8,207

 

34,975

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

1,439

 

(6,480

)

Cash and cash equivalents, beginning of period

 

233,941

 

240,421

 

 

 

 

 

 

 

Cash and cash equivalents, end of period

 

235,380

 

233,941

 

Short-term investments, end of period

 

 

46,678

 

 

 

 

 

 

 

Cash and cash equivalents and short term investments, end of period

 

$

235,380

 

$

280,619

 

 

9



 

Business Objects S.A.

Supplemental Schedule of Purchase Accounting Adjustments (Unaudited)

(In millions of U.S. dollars)

 

 

 

Allocation of Purchase Price

 

 

 

Amortization of Purchase Accounting Adjustments

 

 

 

 

 

 

2003

 

2004

 

 

 

 

 

 

Q4

 

Q1

 

Q2

 

Q3

 

Q4

 

Thereafter

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In-process R&D

 

$

28.0

 

$

28.0

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

92.6

 

1.0

 

4.7

 

4.7

 

4.7

 

4.7

 

72.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

19.8

 

0.6

 

1.9

 

1.9

 

1.9

 

1.8

 

11.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other intangibles

 

50.1

 

0.6

 

2.5

 

2.5

 

2.5

 

2.5

 

39.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill (Note 1)

 

978.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of net tangible assets (Note 2)

 

60.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total purchase price

 

$

1,229.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Supplemental Information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Elimination of deferred revenue

 

$

33.2

 

$

3.4

 

12.6

 

8.7

 

5.1

 

1.6

 

1.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restructuring  charges (Note 3)

 

 

 

$

7.8

 

 

 

 

 

 

 

 

 

 

 

 


Note 1:  Under International Accounting Standards, goodwill will amortize at approximately $48.9 million per quarter over a 5 year life, and under US GAAP will be subject to periodic review for impairment.

 

Note 2:  Includes a $13.5 million liability for Crystal Decisions’ accrued restructuring charges.

 

Note 3:  The Company currently estimates it will incur approximately $5.5 million of additional restructuring charges as it moves out of redundant facilities, primarily during the second and third quarters of 2004.

 

10



 

Business Objects S.A.

Supplemental Schedule of GAAP to Unaudited Stand-Alone Pro-Forma Reconciliation

For the Quarter ended December 31, 2003

(In millions of U.S. dollars)

 

 

 

 

 

 

 

 

 

 

 

Less

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restructuring

 

Less Crystal

 

 

 

 

 

Pro Forma

 

Less

 

and

 

Decisions

 

 

 

 

 

Stand-Alone

 

 

 

Transaction

 

one-time

 

prior to

 

 

 

 

 

BOBJ

 

CD

 

Combined

 

Adjustments

 

expenses

 

transaction

 

GAAP

 

License Revenue

 

$

76

 

$

51

 

$

127

 

$

(1

)

 

 

$

(29

)

$

98

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Revenue

 

158

 

82

 

240

 

(3

)

 

 

(52

)

184

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Margin

 

133

 

65

 

198

 

(5

)

(1

)

(39

)

154

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Margin %

 

84

%

80

%

83

%

 

 

 

 

 

 

84

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

66

 

33

 

99

 

1

 

1

 

(25

)

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

24

 

12

 

36

 

 

 

4

 

(14

)

27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

10

 

6

 

17

 

 

 

32

 

(33

)

16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Write-off IPR&D, restructuring

 

 

 

 

 

 

 

28

 

8

 

 

 

36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

100

 

52

 

152

 

29

 

45

 

(72

)

154

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

$

33

 

$

13

 

$

46

 

$

(34

)

$

(45

)

$

33

 

$

0.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Profit %

 

21

%

16

%

19

%

 

 

 

 

 

 

0.2

%

 


Differences in totals are due to rounding

 

11