Form 8-K - Q2 2014



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): June 26, 2014
 Progress Software Corporation
(Exact name of registrant as specified in its charter)
 
Commission file number: 0-19417
 
 
 
Massachusetts
04-2746201
(State or other jurisdiction of
incorporation or organization)
(I.R.S. employer
identification no.)
14 Oak Park
Bedford, Massachusetts 01730
(Address of principal executive offices, including zip code)
(781) 280-4000
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

On June 26, 2014, Progress Software Corporation issued a press release announcing its financial results for the fiscal second quarter ended May 31, 2014. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not deemed incorporated by reference into any other filing of the company, whether made before or after the date of this report, regardless of any general incorporation language in the filing.

Non-GAAP Financial Measures – We disclosed non-GAAP financial measures in the press release. These non-GAAP measures include expenses, income from operations, income from continuing operations, earnings per share from continuing operations, and operating margin. We also provide guidance on free cash flow, which is equal to cash flows from operating activities less purchases of property and equipment and capitalized software development costs. We provide non-GAAP financial measures to enhance the overall understanding of our current financial performance and prospects for the future as well as to enable investors to evaluate our performance in the same way that management does. We use these non-GAAP measures, and we believe that they assist our investors, to make period-to-period comparisons of our operational performance because they provide a view of our operating results without items that are not, in our view, indicative of our core operating results. Management uses these same non-GAAP financial measures to evaluate performance, allocate resources, and determine compensation. These non-GAAP financial measures are also utilized by analysts to calculate consensus estimates. However, non-GAAP information should not be construed as an alternative to GAAP information as the items excluded from the non-GAAP measures often have a material impact on our financial results. Management uses, and investors should consider, non-GAAP measures in conjunction with our GAAP results.

In the noted fiscal periods, we adjusted for the following items from our GAAP financial results to arrive at our non-GAAP financial measures:

Amortization of acquired intangibles – In all periods presented, we excluded amortization of acquired intangibles because such expenses are unrelated to our core operating performance and the intangible assets acquired vary significantly based on the timing and magnitude of our acquisition transactions and the maturities of the businesses acquired.
Stock-based compensation – In all periods presented, we excluded stock-based compensation to be consistent with the way management and the financial community evaluates our performance and the methods used by analysts to calculate consensus estimates.
Restructuring expenses – In all periods presented, we excluded restructuring expenses incurred because such expenses distort trends and are not part of our core operating results.
Acquisition-related expenses – In all periods presented, we excluded acquisition-related expenses because such expenses distort trends and are not part of our operating results.
Income tax adjustment In all periods presented, we adjusted our income tax provision by excluding the tax impact of the non-GAAP adjustments discussed above.

Constant Currency – Revenue from our international operations has historically represented more than half of our total revenue. As a result, our revenue results have been impacted, and we expect will continue to be impacted, by fluctuations in foreign currency exchange rates. For example, if the local currencies of our foreign subsidiaries weaken, our consolidated results stated in U.S. dollars are negatively impacted.

As exchange rates are an important factor in understanding period to period comparisons, we believe the presentation of revenue growth rates on a constant currency basis helps improve the ability to understand our revenue results and evaluate our performance in comparison to prior periods. The constant currency information presented is calculated by translating current period results using prior period weighted average foreign currency exchange rates. These results should be considered in addition to, not as a substitute for, results reported in accordance with GAAP.






Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.
Exhibit No.
 
Description
99.1
 
Press release issued by Progress Software Corporation dated June 26, 2014







SIGNATURES
Pursuant to the requirements 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.
 
 
 
 
 
Date:
June 26, 2014
Progress Software Corporation
 
 
 
 
 
 
By:
/s/ CHRIS E. PERKINS
 
 
 
Chris E. Perkins
 
 
 
Senior Vice President, Finance and Administration and Chief Financial Officer


Exhibit 99.1 - Q2 2014 Earnings Release
 
Exhibit 99.1


P R E S S A N N O U N C E M E N T
Investor Contact:
 
Press Contact:
Brian Flanagan
 
Rick Lacroix
Progress Software
 
Progress Software
+1 781 280 4817
 
+1 781 280 4604
flanagan@progress.com
 
rlacroix@progress.com

Progress Software Reports 2014 Fiscal Second Quarter Results


BEDFORD, MA, June 26, 2014 (BUSINESSWIRE) — Progress Software Corporation (NASDAQ: PRGS), a global software company that simplifies and enables the development, deployment and management of business applications, today announced results for its fiscal second quarter ended May 31, 2014.

Revenue from continuing operations was $80.8 million compared to $81.7 million in the same quarter last year, a year over year decrease of 1% on an actual currency basis and 2% on a constant currency basis.

Additional financial highlights included:

On a GAAP basis in the fiscal second quarter of 2014:

Income from operations was $20.3 million compared to $14.4 million in the same quarter last year;
Income from continuing operations was $12.8 million compared to $8.1 million in the same quarter last year;
Net income was $12.8 million compared to $3.9 million in the same quarter last year; and
Diluted earnings per share from continuing operations was $0.25 compared to $0.15 in the same quarter last year.

On a non-GAAP basis in the fiscal second quarter of 2014:

Income from operations was $28.4 million compared to $23.7 million in the same quarter last year;
Operating margin was 35% compared to 29% in the same quarter last year;
Income from continuing operations was $19.2 million compared to $15.0 million in the same quarter last year; and
Diluted earnings per share from continuing operations was $0.37 compared to $0.27 in the same quarter last year.

Phil Pead, Progress CEO, said, “We are pleased with our second quarter performance. Progress continues to add new features and functionality to its core products while also introducing new offerings, such as comprehensive mobile app development capabilities in our Pacific PaaS platform. We are also very excited about the new opportunities and innovative technologies that our Modulus acquisition provides as we broaden our cloud, hybrid and on-premise offerings.”

Other fiscal second quarter 2014 metrics and recent results included:

Cash, cash equivalents and short-term investments were $226.6 million;
Cash inflows from operations were $17.1 million compared to cash inflows from operations of $13.6 million in the same quarter in fiscal year 2013;
DSO was 65 days, compared to 71 days in the fiscal first quarter of 2014; and
Under the previously announced authorization by the Board of Directors to repurchase up to $100 million of common stock, the company has repurchased 1.6 million shares for $35.0 million as of May 31, 2014.

In addition, during the second quarter of fiscal year 2014, Progress acquired Cincinnati, Ohio-based Modulus LLC, a privately-held company that provides a platform-as-a-service (PaaS) for easily hosting, deploying, scaling and monitoring data-intensive, real-time applications using powerful, rapidly growing Node.js and MongoDB technologies. Also during the quarter, Progress announced the release of Easyl, our latest product offering included in our Pacific platform.

1



Business Outlook

Progress Software provides the following updated guidance for the fiscal year ending November 30, 2014:

Revenue is expected to be between $331 million and $338 million;
Non-GAAP earnings per share is expected to be between $1.38 and $1.45;
Non-GAAP operating margin is expected to be between 33% and 34%;
Free cash flow is expected to be between $79 million and $83 million; and
Non-GAAP effective tax rate is expected to be 33%.

Progress Software provides the following guidance for the third fiscal quarter ending August 31, 2014:

Revenue is expected to be between $78 million and $81 million; and
Non-GAAP earnings per share is expected to be between $0.32 and $0.35.

Free cash flow is equal to cash flows from operating activities less purchases of property and equipment and capitalized software development costs.

Conference Call

The Progress Software quarterly investor conference call to review its fiscal second quarter of 2014 will be broadcast live at 5:00 p.m. ET on Thursday, June 26, 2014 and can be accessed on the investor relations section of the company’s website, located at www.progress.com. Additionally, you can listen to the call by telephone by dialing 1-888-455-2296, pass code 5822388. The conference call will include brief comments followed by questions and answers. An archived version of the conference call and supporting materials will be available on the Progress Software website within the investor relations section after the live conference call.

Legal Notice Regarding Non-GAAP Financial Information

Progress Software provides non-GAAP financial information as additional information for investors. These non-GAAP measures are not in accordance with, or an alternative to, generally accepted accounting principles in the United States (GAAP). 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 company's performance to that of prior periods for analysis of trends and for budget and planning purposes. A reconciliation of non-GAAP adjustments to the company's GAAP financial results is included in the tables below. Additional information regarding the company's non-GAAP financial information is contained in the company's Current Report on Form 8-K furnished to the Securities and Exchange Commission in connection with this press release, which is available on the Progress website at www.progress.com within the investor relations section.

Note Regarding Forward-Looking Statements

This press release contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Progress has identified some of these forward-looking statements with words like “believe,” “may,” “could,” “would,” “might,” “should,”“expect,” “intend,” “plan,” “target,” “anticipate” and “continue,” the negative of these words, other terms of similar meaning or the use of future dates.

Forward-looking statements in this press release include, but are not limited to, statements regarding Progress's strategic plan; future revenue growth, operating margin and cost savings; product development, strategic partnering and marketing initiatives; the growth rates of certain markets; and other statements regarding the future operation, direction and success of Progress's business. There are a number of factors that could cause actual results or future events to differ materially from those anticipated by the forward-looking statements, including, without limitation:

(1) Market acceptance of Progress’s strategy and product development initiatives; (2) pricing pressures and the competitive environment in the software industry and Platform-as-a-Service market; (3) Progress's ability to successfully manage transitions to new business models and markets, including an increased emphasis on a cloud and subscription strategy; (4)

2


Progress's ability to make acquisitions and to realize the expected benefits and anticipated synergies from such acquisitions; (5) the continuing uncertainty in the U.S. and international economies, which could result in fewer sales of Progress's products and may otherwise harm Progress's business; (6) business and consumer use of the Internet and the continuing adoption of Cloud technologies; (7) the receipt and shipment of new orders; (8) Progress's ability to expand its relationships with channel partners and to manage the interaction of channel partners with its direct sales force; (9) the timely release of enhancements to Progress's products and customer acceptance of new products; (10) the positioning of Progress's products in its existing and new markets; (11) variations in the demand for professional services and technical support; (12) Progress's ability to penetrate international markets and manage its international operations; and (13) changes in exchange rates. For further information regarding risks and uncertainties associated with Progress's business, please refer to Progress's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended November 30, 2013. Progress undertakes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

Progress Software Corporation

Progress Software Corporation (NASDAQ: PRGS) is a global software company that simplifies the development, deployment and management of business applications on-premise or in the cloud, on any platform or device, to any data source, with enhanced performance, minimal IT complexity and low total cost of ownership. Progress Software can be reached at www.progress.com or 1-781-280-4000.

Progress is a trademark 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.







3


CONDENSED CONSOLIDATED STATEMENTS OF INCOME

 
Three Months Ended
 
Six Months Ended
(In thousands, except per share data)
May 31, 2014
 
May 31, 2013
 
% Change
 
May 31, 2014
 
May 31, 2013
 
% Change
Revenue:
 
 
 
 
 
 
 
 
 
 
 
Software licenses
$
27,988

 
$
29,347

 
(5
)%
 
$
50,252

 
$
59,254

 
(15
)%
Maintenance and services
52,839

 
52,358

 
1
 %
 
105,113

 
106,184

 
(1
)%
Total revenue
80,827

 
81,705

 
(1
)%
 
155,365

 
165,438

 
(6
)%
Costs of revenue:
 
 
 
 
 
 
 
 
 
 
 
Cost of software licenses
1,139

 
1,356

 
(16
)%
 
3,146

 
3,446

 
(9
)%
Cost of maintenance and services
5,709

 
6,990

 
(18
)%
 
11,054

 
14,640

 
(24
)%
Amortization of acquired intangibles
530

 
143

 
271
 %
 
1,059

 
282

 
276
 %
Total costs of revenue
7,378

 
8,489

 
(13
)%
 
15,259

 
18,368

 
(17
)%
Gross profit
73,449

 
73,216

 
 %
 
140,106

 
147,070

 
(5
)%
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Sales and marketing
24,359

 
25,890

 
(6
)%
 
48,868

 
54,532

 
(10
)%
Product development
15,480

 
14,671

 
6
 %
 
30,593

 
28,293

 
8
 %
General and administrative
11,428

 
14,064

 
(19
)%
 
23,155

 
28,730

 
(19
)%
Amortization of acquired intangibles
148

 
167

 
(11
)%
 
312

 
338

 
(8
)%
Restructuring expenses
124

 
2,766

 
(96
)%
 
320

 
3,726

 
(91
)%
Acquisition-related expenses
1,630

 
1,272

 
28
 %
 
2,576

 
1,272

 
103
 %
Total operating expenses
53,169

 
58,830

 
(10
)%
 
105,824

 
116,891

 
(9
)%
Income from operations
20,280

 
14,386

 
41
 %
 
34,282

 
30,179

 
14
 %
Other income (expense), net
(129
)
 
(292
)
 
56
 %
 
(123
)
 
(840
)
 
85
 %
Income from continuing operations before income taxes
20,151

 
14,094

 
43
 %
 
34,159

 
29,339

 
16
 %
Provision for income taxes
7,352

 
5,952

 
24
 %
 
10,260

 
11,384

 
(10
)%
Income from continuing operations
12,799

 
8,142

 
57
 %
 
23,899

 
17,955

 
33
 %
Income (loss) from discontinued operations, net

 
(4,232
)
 
100
 %
 

 
17,073

 
(100
)%
Net income
$
12,799

 
$
3,910

 
227
 %
 
$
23,899

 
$
35,028

 
(32
)%
 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
 
 
Basic:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
$
0.25

 
$
0.15

 
67
 %
 
$
0.47

 
$
0.32

 
47
 %
Discontinued operations

 
(0.08
)
 
100
 %
 

 
0.30

 
(100
)%
Net income per share
$
0.25

 
$
0.07

 
257
 %
 
$
0.47

 
$
0.62

 
(24
)%
Diluted:
 
 
 
 


 
 
 
 
 
 
Continuing operations
$
0.25

 
$
0.15

 
67
 %
 
$
0.46

 
$
0.31

 
48
 %
Discontinued operations

 
(0.08
)
 
100
 %
 

 
0.30

 
(100
)%
Net income per share
$
0.25

 
$
0.07

 
257
 %
 
$
0.46

 
$
0.61

 
(25
)%
Weighted average shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
Basic
51,049

 
54,919

 
(7
)%
 
51,271

 
56,410

 
(9
)%
Diluted
51,673

 
55,736

 
(7
)%
 
51,919

 
57,244

 
(9
)%

4



CONDENSED CONSOLIDATED BALANCE SHEETS
 
(In thousands)
May 31,
2014
 
November 30, 2013
Assets
 
 
 
Current assets:
 
 
 
Cash, cash equivalents and short-term investments
$
226,576

 
$
231,440

Accounts receivable, net
58,023

 
66,784

Other current assets
36,508

 
39,587

Total current assets
321,107

 
337,811

Property and equipment, net
59,865

 
57,030

Goodwill and intangible assets, net
246,771

 
234,236

Other assets
45,606

 
53,110

Total assets
$
673,349

 
$
682,187

Liabilities and shareholders’ equity
 
 
 
Current liabilities:
 
 
 
Accounts payable and other current liabilities
$
51,746

 
$
68,186

Short-term deferred revenue
98,413

 
96,393

Total current liabilities
150,159

 
164,579

Long-term deferred revenue
2,533

 
1,144

Other long-term liabilities
2,131

 
2,810

Shareholders’ equity:
 
 
 
Common stock and additional paid-in capital
200,003

 
205,307

Retained earnings
318,523

 
308,347

Total shareholders’ equity
518,526

 
513,654

Total liabilities and shareholders’ equity
$
673,349

 
$
682,187




5


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS  
 
Three Months Ended
 
Six Months Ended
(In thousands)
May 31,
2014
 
May 31,
2013
 
May 31,
2014
 
May 31,
2013
Cash flows from operating activities:
 
 
 
 
 
 
 
Net income
$
12,799

 
$
3,910

 
$
23,899

 
$
35,028

Depreciation and amortization
3,573

 
4,076

 
7,047

 
7,477

Stock-based compensation
5,709

 
5,881

 
11,254

 
10,787

Net gains on sales of dispositions

 

 

 
(35,106
)
Other non-cash adjustments
1,866

 
726

 
375

 
(2,201
)
Changes in operating assets and liabilities
(6,831
)
 
(952
)
 
(35
)
 
(27,403
)
Net cash flows from operating activities
17,116

 
13,641

 
42,540

 
(11,418
)
Capital expenditures
(1,519
)
 
(1,488
)
 
(8,037
)
 
(2,386
)
Redemptions and sales of auction-rate-securities

 

 

 
25

Issuances of common stock, net of repurchases
(22,196
)
 
(64,025
)
 
(28,095
)
 
(144,094
)
Payments of acquisitions, net of cash acquired
(12,493
)
 
(9,450
)
 
(12,493
)
 
(9,450
)
Proceeds from divestitures, net

 

 
3,300

 
73,381

Other
(2,381
)
 
(4,249
)
 
(2,079
)
 
(5,471
)
Net change in cash, cash equivalents and short-term investments
(21,473
)
 
(65,571
)
 
(4,864
)
 
(99,413
)
Cash, cash equivalents and short-term investments, beginning of period
248,049

 
321,375

 
231,440

 
355,217

Cash, cash equivalents and short-term investments, end of period
$
226,576

 
$
255,804

 
$
226,576

 
$
255,804



SUPPLEMENTAL INFORMATION

Revenue from continuing operations by Type
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
Q1 2013
 
Q2 2013
 
Q3 2013
 
Q4 2013
 
Q1 2014
 
Q2 2014
 
YTD 2014
 
YTD 2013
License
$
29,907

 
$
29,347

 
$
25,666

 
$
37,392

 
$
22,264

 
$
27,988

 
$
50,252

 
$
59,254

Maintenance
51,456

 
50,419

 
49,752

 
51,230

 
50,181

 
50,305

 
100,486

 
101,875

Professional services
2,370

 
1,939

 
2,160

 
2,358

 
2,093

 
2,534

 
4,627

 
4,309

Total revenue
$
83,733

 
$
81,705

 
$
77,578

 
$
90,980

 
$
74,538

 
$
80,827

 
$
155,365

 
$
165,438

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue from continuing operations by Region
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
Q1 2013
 
Q2 2013
 
Q3 2013
 
Q4 2013
 
Q1 2014
 
Q2 2014
 
YTD 2014
 
YTD 2013
North America
$
39,310

 
$
37,540

 
$
34,596

 
$
42,833

 
$
34,586

 
$
36,827

 
$
71,413

 
$
76,850

EMEA
32,548

 
33,481

 
32,315

 
35,256

 
29,315

 
33,698

 
63,013

 
66,029

Latin America
6,822

 
6,526

 
5,496

 
6,526

 
5,108

 
5,703

 
10,811

 
13,348

Asia Pacific
5,053

 
4,158

 
5,171

 
6,365

 
5,529

 
4,599

 
10,128

 
9,211

Total revenue
$
83,733

 
$
81,705

 
$
77,578

 
$
90,980

 
$
74,538

 
$
80,827

 
$
155,365

 
$
165,438







6


RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES

 
Three Months Ended
 
Six Months Ended
(In thousands, except per share data)
May 31,
2014
 
May 31,
2013
 
May 31,
2014
 
May 31,
2013
GAAP income from operations
$
20,280

 
$
14,386

 
$
34,282

 
$
30,179

GAAP operating margin
25
%
 
18
%
 
22
%
 
18
%
Amortization of acquired intangibles
678

 
310

 
1,371

 
620

Stock-based compensation (1)
5,709

 
4,981

 
11,254

 
9,470

Restructuring expenses
124

 
2,766

 
320

 
3,726

Acquisition-related expenses
1,630

 
1,272

 
2,576

 
1,272

Total operating adjustments
8,141

 
9,329

 
15,521

 
15,088

Non-GAAP income from operations
$
28,421

 
$
23,715

 
$
49,803

 
$
45,267

Non-GAAP operating margin
35
%
 
29
%
 
32
%
 
27
%
 
 
 
 
 
 
 
 
GAAP income from continuing operations
$
12,799

 
$
8,142

 
$
23,899

 
$
17,955

Operating adjustments (from above)
8,141

 
9,329

 
15,521

 
15,088

Income tax adjustment
(1,711
)
 
(2,464
)
 
(5,638
)
 
(4,169
)
Total income from continuing operations adjustments
6,430

 
6,865

 
9,883

 
10,919

Non-GAAP income from continuing operations
$
19,229

 
$
15,007

 
$
33,782

 
$
28,874

 
 
 
 
 
 
 
 
GAAP diluted earnings per share from continuing operations
$
0.25

 
$
0.15

 
$
0.46

 
$
0.31

Income from continuing operations adjustments (from above)
0.12

 
0.12

 
0.19

 
0.19

Non-GAAP diluted earnings per share from continuing operations
$
0.37

 
$
0.27

 
$
0.65

 
$
0.50

 
 
 
 
 
 
 
 
Diluted weighted average shares outstanding
51,673

 
55,736

 
51,919

 
57,244

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Stock-based compensation is included in the GAAP statements of income, as follows:
 
 
 
 
 
 
 
 
 
 
 
 
Cost of revenue
$
146

 
$
158

 
$
298

 
$
367

Sales and marketing
991

 
881

 
2,190

 
1,920

Product development
1,425

 
1,225

 
2,778

 
2,688

General and administrative
3,147

 
2,717

 
5,988

 
4,495

Stock-based compensation from continuing operations
$
5,709

 
$
4,981

 
$
11,254

 
$
9,470



 
Three Months Ended
 
Six Months Ended
(In thousands, except per share data)
May 31, 2014
 
May 31, 2013
 
May 31, 2014
 
May 31, 2013
GAAP costs of revenue
$
7,378

 
$
8,489

 
$
15,259

 
$
18,368

GAAP operating expenses
53,169

 
58,830

 
105,824

 
116,891

GAAP expenses
60,547

 
67,319

 
121,083

 
135,259

Operating adjustments (from above) 
8,141

 
9,329

 
15,521

 
15,088

Non-GAAP expenses
$
52,406

 
$
57,990

 
$
105,562

 
$
120,171

 
 
 
 
 
 
 
 

7


RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR FISCAL YEAR 2014 GUIDANCE
(Unaudited)

Fiscal Year 2014 Revenue Growth Guidance
 
Fiscal Year Ended
 
Fiscal Year Ending
 
November 30, 2013
 
November 30, 2014
(In millions)
 
 
Low
 
% Change
 
High
 
% Change
Total revenue
$334
 
$331
 
(1)%
 
$338
 
1%
 
 
 
 
 
 
 
 
 
 


Fiscal Year 2014 Non-GAAP Operating Margin Guidance
 
Fiscal Year Ending November 30, 2014
(In millions)
Low
 
High
GAAP income from operations
$
78.1

 
$
83.5

GAAP operating margins
24
%
 
25
%
Stock-based compensation
23.0

 
23.0

Acquisition related expense
3.2

 
3.2

Amortization of intangibles
3.1

 
3.1

Restructuring expense
0.5

 
0.5

Total operating adjustments
29.8

 
29.8

Non-GAAP income from operations
$
107.9

 
$
113.3

Non-GAAP operating margin
33
%
 
34
%


Fiscal Year 2014 Non-GAAP Earnings per Share and Effective Tax Rate Guidance
 
Fiscal Year Ending November 30, 2014
(In millions, except per share data)
Low
 
High
GAAP net income
$
51.0

 
$
54.5

Operating adjustments (from above)
29.8

 
29.8

Income tax adjustment (2)
(8.4
)
 
(8.4
)
Non-GAAP net income
$
72.4

 
$
75.9

 


 


GAAP diluted earnings per share
$
0.97

 
$
1.04

Non-GAAP diluted earnings per share
$
1.38

 
$
1.45

 
 
 
 
Diluted weighted average shares outstanding
52.5

 
52.5

 
 
 
 
(2) Tax adjustment is based on a non-GAAP effective tax rate of 33%, calculated as follows:
 
 
 
 
Non-GAAP income from operations
$
107.9

 
$
113.3

Non-GAAP net income
72.4

 
75.9

Tax provision
35.5

 
37.4

Non-GAAP tax rate
33
%
 
33
%





8


RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR Q3 2014 GUIDANCE
(Unaudited)

Q3 2014 Revenue Growth Guidance
 
Three Months Ended
 
Three Months Ending
 
August 31, 2013
 
August 31, 2014
(In millions)
 
 
Low
 
% Change
 
High
 
% Change
Total revenue
$77.6
 
$78.0
 
1%
 
$81.0
 
4%
 
 
 
 
 
 
 
 
 
 


Q3 2014 Non-GAAP Earnings per Share Guidance
 
Three Months Ending August 31, 2014
 
Low
 
High
GAAP diluted earnings per share
$
0.20

 
$
0.23

Stock-based compensation
0.12

 
0.12

Acquisition related expense
0.01

 
0.01

Amortization of intangibles
0.02

 
0.02

Total operating adjustments
0.15

 
0.15

Income tax adjustment
$
(0.03
)
 
$
(0.03
)
Non-GAAP diluted earnings per share
$
0.32

 
$
0.35



9