Verint Announces Strong Fourth Quarter and Annual Results and Raises Guidance
Verint (Nasdaq: VRNT) announced Q4 and full year results for 2022, with revenue hitting $234 million in Q4 (4% YoY growth) and $875 million for the year (5% YoY growth). Non-GAAP diluted EPS reached $0.57 in Q4 and $2.28 for the full year. Cloud revenue surged, growing 36% in Q4 and 40% for the year. The company raised its FY 2023 outlook, targeting revenue of $940 million (+/- 2%), a 7% increase YoY, and cloud revenue growth between 30-32%. CEO Dan Bodner expressed optimism about ongoing cloud transition and strong backlogs totaling $722 million.
- Q4 revenue of $234 million marks a 4% increase YoY.
- Full-year revenue reached $875 million, reflecting a 5% YoY growth.
- Significant cloud revenue growth: 36% in Q4 and 40% for the full year.
- Increased FY 2023 revenue outlook to $940 million, indicating 7% growth.
- Cloud revenue growth forecast raised to 30-32% for FY 2023.
- Record backlog of $722 million at year-end.
- GAAP net loss per share of ($0.15) in Q4.
- GAAP net loss per share of ($0.07) for the full year.
Q4 Results Ahead of Guidance; Enter FYE 2023 with Strong Cloud Momentum
Raises FYE 2023 Outlook for Revenue, Cloud Revenue Growth and Diluted EPS
“The cloud momentum we experienced throughout last year continued into the fourth quarter driving our non-GAAP revenue and diluted EPS results ahead of our guidance. We also crossed the mid-point of our cloud transition and
Bodner continued, “A year ago, around the time of the spin-off of our cyber intelligence solutions business, we discussed a new three-year plan targeting
Fourth Quarter Highlights
- Non-GAAP Revenue and Diluted EPS: Ahead of our guidance
-
Strong Cloud Revenue Growth: Cloud revenue grew
36% (GAAP) and35% (non-GAAP) year-over-year -
Favorable Mix Shift:
61% of New PLE bookings came from SaaS -
Improving Visibility: Finished the year with record backlog of
$722 million
Full Year FYE 2022 Highlights
- Non-GAAP Revenue and Diluted EPS: Ahead of our initial FYE 2022 guidance
-
Strong Cloud Revenue Growth: Cloud revenue grew
40% (GAAP) and37% (non-GAAP) year-over-year - Strong Cloud Booking Metrics: New PLE bookings and mix, New SaaS ACV bookings
FYE 2023 Outlook
We are increasing our non-GAAP annual outlook for the year ending
-
Revenue:
+/-$940 million 2% , reflecting7% year-over-year growth -
Cloud Revenue Growth:
30% to32% year-over-year -
Diluted EPS:
at the midpoint of our revenue guidance, reflecting$2.50 10% year-year-year growth
Our non-GAAP outlook for the three months ending
-
Amortization of intangible assets of approximately
and$11 million , for the three months ending$41 million April 30, 2022 and year endingJanuary 31, 2023 , respectively.
Our non-GAAP outlook for the three months ending
-
Revenue adjustments are expected to be between approximately
and$1 million , and$3 million and$2 million , for the three months ending$4 million April 30, 2022 and year endingJanuary 31, 2023 , respectively. -
Stock-based compensation expenses are expected to be between approximately
and$17 million , and$19 million and$68 million , for the three months ending$74 million April 30, 2022 and year endingJanuary 31, 2023 , respectively, assuming market prices for our common stock approximately consistent with current levels. -
Costs associated with modifying our workplace in response to the spin-off and COVID-19 work environment, including assumed lease terminations and abandonments, IT infrastructure costs, and other charges are expected to be between approximately
and$7 million , and$9 million and$20 million , for the three months ending$25 million April 30, 2022 and year endingJanuary 31, 2023 , respectively.
Our non-GAAP FYE 2024 targets exclude any GAAP revenue adjustments.
Our non-GAAP guidance and targets do not include the potential impact of any in-process business acquisitions that may close after the date hereof, and, unless otherwise specified, reflects foreign currency exchange rates approximately consistent with current rates.
We are unable, without unreasonable efforts, to provide a reconciliation for other GAAP measures which are excluded from our non-GAAP outlook and targets, including the impact of future business acquisitions or acquisition expenses, future restructuring expenses, and non-GAAP income tax adjustments due to the level of unpredictability and uncertainty associated with these items. For these same reasons, we are unable to assess the probable significance of these excluded items. While historical results may not be indicative of future results, actual amounts for the three months and years ended
Conference Call Information
We will conduct a conference call today at
About Non-GAAP Financial Measures
This press release and the accompanying tables include non-GAAP financial measures. For a description of these non-GAAP financial measures, including the reasons management uses each measure, and reconciliations of non-GAAP financial measures presented for completed periods to the most directly comparable financial measures prepared in accordance with GAAP, please see the tables below as well as "Supplemental Information About Non-GAAP Financial Measures and Operating Metrics" at the end of this press release.
About
Cautions About Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding expectations, predictions, views, opportunities, plans, strategies, beliefs, and statements of similar effect relating to
Table 1
Condensed Consolidated Statements of Operations (Unaudited) |
||||||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
(in thousands, except per share data) |
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
Revenue: |
|
|
|
|
|
|
|
|
||||||||
Recurring |
|
$ |
173,687 |
|
|
$ |
157,054 |
|
|
$ |
633,129 |
|
|
$ |
575,624 |
|
Nonrecurring |
|
|
60,481 |
|
|
|
68,026 |
|
|
|
241,380 |
|
|
|
254,623 |
|
Total revenue |
|
|
234,168 |
|
|
|
225,080 |
|
|
|
874,509 |
|
|
|
830,247 |
|
Cost of revenue: |
|
|
|
|
|
|
|
|
||||||||
Recurring |
|
|
44,046 |
|
|
|
35,792 |
|
|
|
156,569 |
|
|
|
139,044 |
|
Nonrecurring |
|
|
33,317 |
|
|
|
34,710 |
|
|
|
124,226 |
|
|
|
130,545 |
|
Amortization of acquired technology |
|
|
4,218 |
|
|
|
5,373 |
|
|
|
17,777 |
|
|
|
17,962 |
|
Total cost of revenue |
|
|
81,581 |
|
|
|
75,875 |
|
|
|
298,572 |
|
|
|
287,551 |
|
Gross profit |
|
|
152,587 |
|
|
|
149,205 |
|
|
|
575,937 |
|
|
|
542,696 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
||||||||
Research and development, net |
|
|
31,322 |
|
|
|
32,299 |
|
|
|
123,291 |
|
|
|
128,152 |
|
Selling, general and administrative |
|
|
108,008 |
|
|
|
92,612 |
|
|
|
376,808 |
|
|
|
327,345 |
|
Amortization of other acquired intangible assets |
|
|
7,061 |
|
|
|
6,461 |
|
|
|
28,995 |
|
|
|
29,777 |
|
Total operating expenses |
|
|
146,391 |
|
|
|
131,372 |
|
|
|
529,094 |
|
|
|
485,274 |
|
Operating income |
|
|
6,196 |
|
|
|
17,833 |
|
|
|
46,843 |
|
|
|
57,422 |
|
Other income (expense), net: |
|
|
|
|
|
|
|
|
||||||||
Interest income |
|
|
86 |
|
|
|
244 |
|
|
|
233 |
|
|
|
1,461 |
|
Interest expense |
|
|
(1,605 |
) |
|
|
(9,273 |
) |
|
|
(10,325 |
) |
|
|
(39,803 |
) |
Losses on early retirements of debt |
|
|
— |
|
|
|
— |
|
|
|
(2,474 |
) |
|
|
(143 |
) |
Other income (expense), net |
|
|
1,438 |
|
|
|
(34,355 |
) |
|
|
5,227 |
|
|
|
(60,601 |
) |
Total other expense, net |
|
|
(81 |
) |
|
|
(43,384 |
) |
|
|
(7,339 |
) |
|
|
(99,086 |
) |
Income (loss) from continuing operations before provision for (benefit from) income taxes |
|
|
6,115 |
|
|
|
(25,551 |
) |
|
|
39,504 |
|
|
|
(41,664 |
) |
Provision for (benefit from) income taxes |
|
|
10,375 |
|
|
|
(2,839 |
) |
|
|
23,853 |
|
|
|
6,937 |
|
Net (loss) income from continuing operations |
|
|
(4,260 |
) |
|
|
(22,712 |
) |
|
|
15,651 |
|
|
|
(48,601 |
) |
Net income from discontinued operations |
|
|
— |
|
|
|
4,166 |
|
|
|
— |
|
|
|
48,494 |
|
Net (loss) income |
|
|
(4,260 |
) |
|
|
(18,546 |
) |
|
|
15,651 |
|
|
|
(107 |
) |
Net income from continuing operations attributable to noncontrolling interests |
|
|
363 |
|
|
|
177 |
|
|
|
1,238 |
|
|
|
1,053 |
|
Net income from discontinued operations attributable to noncontrolling interests |
|
|
— |
|
|
|
1,199 |
|
|
|
— |
|
|
|
6,107 |
|
Net (loss) income attributable to |
|
|
(4,623 |
) |
|
|
(19,922 |
) |
|
|
14,413 |
|
|
|
(7,267 |
) |
Dividends on preferred stock |
|
|
(5,200 |
) |
|
|
(2,514 |
) |
|
|
(18,922 |
) |
|
|
(7,656 |
) |
Net loss attributable to |
|
$ |
(9,823 |
) |
|
$ |
(22,436 |
) |
|
$ |
(4,509 |
) |
|
$ |
(14,923 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income attributable to |
|
|
|
|
|
|
|
|
||||||||
Net loss from continuing operations attributable to |
|
$ |
(9,823 |
) |
|
$ |
(25,403 |
) |
|
$ |
(4,509 |
) |
|
$ |
(57,310 |
) |
Net income from discontinued operations attributable to |
|
$ |
— |
|
|
$ |
2,967 |
|
|
$ |
— |
|
|
$ |
42,387 |
|
|
|
|
|
|
|
|
|
|
||||||||
Basic net (loss) income per common share attributable to |
|
|
|
|
|
|
|
|
||||||||
Continuing operations |
|
$ |
(0.15 |
) |
|
$ |
(0.39 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.88 |
) |
Discontinued operations |
|
|
— |
|
|
|
0.05 |
|
|
|
— |
|
|
|
0.65 |
|
Total basic net loss per common share attributable to |
|
$ |
(0.15 |
) |
|
$ |
(0.34 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.23 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Diluted net (loss) income per common share attributable to |
|
|
|
|
|
|
|
|
||||||||
Continuing operations |
|
$ |
(0.15 |
) |
|
$ |
(0.39 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.88 |
) |
Discontinued operations |
|
|
— |
|
|
|
0.05 |
|
|
|
— |
|
|
|
0.65 |
|
Total diluted net loss per common share attributable to |
|
$ |
(0.15 |
) |
|
$ |
(0.34 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.23 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding: |
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
65,916 |
|
|
|
65,753 |
|
|
|
65,591 |
|
|
|
65,173 |
|
Diluted |
|
|
65,916 |
|
|
|
65,753 |
|
|
|
65,591 |
|
|
|
65,173 |
|
Table 2
GAAP to Non-GAAP Cloud Metrics (Unaudited) |
||||||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
(in thousands) |
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
Table of Reconciliation from GAAP Cloud Revenue to Non-GAAP Cloud Revenue |
|
|
|
|
|
|
|
|||||||||
SaaS revenue - GAAP |
|
$ |
100,685 |
|
|
$ |
69,852 |
|
|
$ |
322,764 |
|
|
$ |
217,952 |
|
Bundled SaaS revenue - GAAP |
|
|
52,396 |
|
|
|
39,345 |
|
|
|
183,035 |
|
|
|
145,962 |
|
Unbundled SaaS revenue - GAAP |
|
|
48,289 |
|
|
|
30,507 |
|
|
|
139,729 |
|
|
|
71,990 |
|
Optional managed services revenue - GAAP |
|
|
15,960 |
|
|
|
16,115 |
|
|
|
65,648 |
|
|
|
59,459 |
|
Cloud revenue - GAAP |
|
$ |
116,645 |
|
|
$ |
85,967 |
|
|
$ |
388,412 |
|
|
$ |
277,411 |
|
|
|
|
|
|
|
|
|
|
||||||||
Estimated SaaS revenue adjustments |
|
$ |
1,920 |
|
|
$ |
1,545 |
|
|
$ |
5,621 |
|
|
$ |
9,165 |
|
Estimated bundled SaaS revenue adjustments |
|
|
1,920 |
|
|
|
1,503 |
|
|
|
5,558 |
|
|
|
8,988 |
|
Estimated unbundled SaaS revenue adjustments |
|
|
— |
|
|
|
42 |
|
|
|
63 |
|
|
|
177 |
|
Estimated optional managed services revenue adjustments |
|
|
81 |
|
|
|
226 |
|
|
|
512 |
|
|
|
998 |
|
Estimated cloud revenue adjustments |
|
$ |
2,001 |
|
|
$ |
1,771 |
|
|
$ |
6,133 |
|
|
$ |
10,163 |
|
|
|
|
|
|
|
|
|
|
||||||||
SaaS revenue - non-GAAP |
|
$ |
102,605 |
|
|
$ |
71,397 |
|
|
$ |
328,385 |
|
|
$ |
227,117 |
|
Bundled SaaS revenue - non-GAAP |
|
|
54,316 |
|
|
|
40,848 |
|
|
|
188,593 |
|
|
|
154,950 |
|
Unbundled SaaS revenue - non-GAAP |
|
|
48,289 |
|
|
|
30,549 |
|
|
|
139,792 |
|
|
|
72,167 |
|
Optional managed services revenue - non-GAAP |
|
|
16,041 |
|
|
|
16,341 |
|
|
|
66,160 |
|
|
|
60,457 |
|
Cloud revenue - non-GAAP |
|
$ |
118,646 |
|
|
$ |
87,738 |
|
|
$ |
394,545 |
|
|
$ |
287,574 |
|
|
|
|
|
|
|
|
|
|
||||||||
Table of New SaaS ACV |
|
|
|
|
|
|
|
|||||||||
New SaaS ACV |
|
$ |
30,288 |
|
|
$ |
21,907 |
|
|
$ |
93,972 |
|
|
$ |
66,155 |
|
New SaaS ACV Growth YoY |
|
|
38.3 |
% |
|
|
38.8 |
% |
|
|
42.0 |
% |
|
|
33.1 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Table of New Perpetual License Equivalent Bookings |
|
|
|
|
|
|
|
|||||||||
New perpetual license equivalent bookings |
|
$ |
92,633 |
|
|
$ |
82,313 |
|
|
$ |
302,112 |
|
|
$ |
258,307 |
|
New perpetual license equivalent bookings change YoY |
|
|
12.5 |
% |
|
|
15.2 |
% |
|
|
17.0 |
% |
|
|
(4.6 |
)% |
% of new perpetual license equivalent bookings from SaaS |
|
|
60.8 |
% |
|
|
48.6 |
% |
|
|
52.6 |
% |
|
|
44.8 |
% |
Table 3
Reconciliation of GAAP to Non-GAAP Measures (Unaudited) |
||||||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
(in thousands, except per share data) |
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
REVENUE |
|
|
|
|
|
|
|
|
||||||||
Recurring revenue - GAAP |
|
$ |
173,687 |
|
|
$ |
157,054 |
|
|
$ |
633,129 |
|
|
$ |
575,624 |
|
Nonrecurring revenue - GAAP |
|
|
60,481 |
|
|
|
68,026 |
|
|
|
241,380 |
|
|
|
254,623 |
|
Total GAAP revenue |
|
|
234,168 |
|
|
|
225,080 |
|
|
|
874,509 |
|
|
|
830,247 |
|
Recurring revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Nonrecurring revenue adjustments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Recurring revenue - non-GAAP |
|
|
175,698 |
|
|
|
158,835 |
|
|
|
639,300 |
|
|
|
585,960 |
|
Nonrecurring revenue - non-GAAP |
|
|
60,481 |
|
|
|
68,026 |
|
|
|
241,380 |
|
|
|
254,623 |
|
Total non-GAAP revenue |
|
$ |
236,179 |
|
|
$ |
226,861 |
|
|
$ |
880,680 |
|
|
$ |
840,583 |
|
|
|
|
|
|
|
|
|
|
||||||||
GROSS PROFIT AND GROSS MARGIN |
|
|
|
|
|
|
|
|
||||||||
Recurring costs |
|
$ |
44,046 |
|
|
$ |
35,792 |
|
|
$ |
156,569 |
|
|
$ |
139,044 |
|
Nonrecurring costs |
|
|
33,317 |
|
|
|
34,710 |
|
|
|
124,226 |
|
|
|
130,545 |
|
Amortization of acquired technology |
|
|
4,218 |
|
|
|
5,373 |
|
|
|
17,777 |
|
|
|
17,962 |
|
Total GAAP cost of revenue |
|
|
81,581 |
|
|
|
75,875 |
|
|
|
298,572 |
|
|
|
287,551 |
|
GAAP gross profit |
|
|
152,587 |
|
|
|
149,205 |
|
|
|
575,937 |
|
|
|
542,696 |
|
GAAP gross margin |
|
|
65.2 |
% |
|
|
66.3 |
% |
|
|
65.9 |
% |
|
|
65.4 |
% |
Revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Amortization of acquired technology |
|
|
4,218 |
|
|
|
5,373 |
|
|
|
17,777 |
|
|
|
17,962 |
|
Stock-based compensation expenses |
|
|
1,110 |
|
|
|
(154 |
) |
|
|
5,028 |
|
|
|
3,293 |
|
Acquisition expenses, net |
|
|
169 |
|
|
|
18 |
|
|
|
340 |
|
|
|
352 |
|
Restructuring expenses |
|
|
52 |
|
|
|
409 |
|
|
|
844 |
|
|
|
2,170 |
|
Separation expenses(3) |
|
|
— |
|
|
|
— |
|
|
|
78 |
|
|
|
— |
|
Impairment charges |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
145 |
|
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
1,365 |
|
|
|
— |
|
|
|
4,675 |
|
Allocation methodology difference |
|
|
— |
|
|
|
(405 |
) |
|
|
— |
|
|
|
(819 |
) |
Non-GAAP gross profit |
|
$ |
160,147 |
|
|
$ |
157,592 |
|
|
$ |
606,175 |
|
|
$ |
580,810 |
|
Non-GAAP gross margin |
|
|
67.8 |
% |
|
|
69.5 |
% |
|
|
68.8 |
% |
|
|
69.1 |
% |
|
|
|
|
|
|
|
|
|
||||||||
RESEARCH AND DEVELOPMENT, NET |
|
|
|
|
|
|
|
|
||||||||
GAAP research and development, net |
|
$ |
31,322 |
|
|
$ |
32,299 |
|
|
$ |
123,291 |
|
|
$ |
128,152 |
|
As a percentage of GAAP revenue |
|
|
13.4 |
% |
|
|
14.4 |
% |
|
|
14.1 |
% |
|
|
15.4 |
% |
Stock-based compensation expenses |
|
|
(1,816 |
) |
|
|
(8 |
) |
|
|
(7,565 |
) |
|
|
(3,918 |
) |
Acquisition expenses, net |
|
|
(243 |
) |
|
|
(26 |
) |
|
|
(515 |
) |
|
|
(275 |
) |
Restructuring expenses |
|
|
— |
|
|
|
(227 |
) |
|
|
(410 |
) |
|
|
(1,376 |
) |
Separation expenses(3) |
|
|
— |
|
|
|
— |
|
|
|
(467 |
) |
|
|
— |
|
Other adjustments |
|
|
— |
|
|
|
(1 |
) |
|
|
— |
|
|
|
(44 |
) |
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
(4,193 |
) |
|
|
— |
|
|
|
(16,929 |
) |
Allocation methodology difference |
|
|
— |
|
|
|
1,911 |
|
|
|
— |
|
|
|
7,436 |
|
Non-GAAP research and development, net |
|
$ |
29,263 |
|
|
$ |
29,755 |
|
|
$ |
114,334 |
|
|
$ |
113,046 |
|
As a percentage of non-GAAP revenue |
|
|
12.4 |
% |
|
|
13.1 |
% |
|
|
13.0 |
% |
|
|
13.4 |
% |
|
|
|
|
|
|
|
|
|
||||||||
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
|
|
|
|
|
|
|
||||||||
GAAP selling, general and administrative expenses |
|
$ |
108,008 |
|
|
$ |
92,612 |
|
|
$ |
376,808 |
|
|
$ |
327,345 |
|
As a percentage of GAAP revenue |
|
|
46.1 |
% |
|
|
41.1 |
% |
|
|
43.1 |
% |
|
|
39.4 |
% |
Stock-based compensation expenses |
|
|
(11,250 |
) |
|
|
(5,810 |
) |
|
|
(52,672 |
) |
|
|
(37,989 |
) |
Acquisition expenses, net |
|
|
(2,080 |
) |
|
|
(2,851 |
) |
|
|
(9,561 |
) |
|
|
(2,787 |
) |
Restructuring expenses |
|
|
(3,582 |
) |
|
|
(940 |
) |
|
|
(4,761 |
) |
|
|
(3,555 |
) |
Separation expenses(3) |
|
|
(1,740 |
) |
|
|
— |
|
|
|
(12,391 |
) |
|
|
— |
|
Accelerated lease costs |
|
|
(7,771 |
) |
|
|
(2,215 |
) |
|
|
(9,794 |
) |
|
|
(2,400 |
) |
Impairment charges |
|
|
(1,263 |
) |
|
|
— |
|
|
|
(1,636 |
) |
|
|
— |
|
Other adjustments |
|
|
(759 |
) |
|
|
(279 |
) |
|
|
(1,371 |
) |
|
|
467 |
|
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
(8,164 |
) |
|
|
— |
|
|
|
(29,292 |
) |
Allocation methodology difference |
|
|
— |
|
|
|
(1,571 |
) |
|
|
— |
|
|
|
(5,530 |
) |
Non-GAAP selling, general and administrative expenses |
|
$ |
79,563 |
|
|
$ |
70,782 |
|
|
$ |
284,622 |
|
|
$ |
246,259 |
|
As a percentage of non-GAAP revenue |
|
|
33.7 |
% |
|
|
31.2 |
% |
|
|
32.3 |
% |
|
|
29.3 |
% |
|
|
|
|
|
|
|
|
|
||||||||
OPERATING INCOME AND OPERATING MARGIN |
|
|
|
|
|
|
|
|
||||||||
GAAP operating income |
|
$ |
6,196 |
|
|
$ |
17,833 |
|
|
$ |
46,843 |
|
|
$ |
57,422 |
|
GAAP operating margin |
|
|
2.6 |
% |
|
|
7.9 |
% |
|
|
5.4 |
% |
|
|
6.9 |
% |
Revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Amortization of acquired technology |
|
|
4,218 |
|
|
|
5,373 |
|
|
|
17,777 |
|
|
|
17,962 |
|
Amortization of other acquired intangible assets |
|
|
7,061 |
|
|
|
6,461 |
|
|
|
28,995 |
|
|
|
29,777 |
|
Stock-based compensation expenses |
|
|
14,176 |
|
|
|
5,664 |
|
|
|
65,265 |
|
|
|
45,200 |
|
Acquisition expenses, net |
|
|
2,492 |
|
|
|
2,895 |
|
|
|
10,416 |
|
|
|
3,414 |
|
Restructuring expenses |
|
|
3,634 |
|
|
|
1,576 |
|
|
|
6,015 |
|
|
|
7,101 |
|
Separation expenses(3) |
|
|
1,740 |
|
|
|
— |
|
|
|
12,936 |
|
|
|
— |
|
Accelerated lease costs |
|
|
7,771 |
|
|
|
2,215 |
|
|
|
9,794 |
|
|
|
2,400 |
|
Impairment charges |
|
|
1,263 |
|
|
|
— |
|
|
|
1,636 |
|
|
|
145 |
|
Other adjustments |
|
|
759 |
|
|
|
280 |
|
|
|
1,371 |
|
|
|
(423 |
) |
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
13,722 |
|
|
|
— |
|
|
|
50,896 |
|
Allocation methodology difference |
|
|
— |
|
|
|
(745 |
) |
|
|
— |
|
|
|
(2,725 |
) |
Non-GAAP operating income |
|
$ |
51,321 |
|
|
$ |
57,055 |
|
|
$ |
207,219 |
|
|
$ |
221,505 |
|
Non-GAAP operating margin |
|
|
21.7 |
% |
|
|
25.1 |
% |
|
|
23.5 |
% |
|
|
26.4 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Other Expense, Net to Non-GAAP Other Expense, Net |
|
|
|
|
|
|
|
|
||||||||
GAAP other expense, net |
|
$ |
(81 |
) |
|
$ |
(43,384 |
) |
|
$ |
(7,339 |
) |
|
$ |
(99,086 |
) |
Unrealized losses on derivatives, net |
|
|
— |
|
|
|
357 |
|
|
|
14,305 |
|
|
|
1,115 |
|
Amortization of convertible note discount |
|
|
— |
|
|
|
3,263 |
|
|
|
— |
|
|
|
12,883 |
|
Expenses and losses on debt modification or retirement |
|
|
— |
|
|
|
— |
|
|
|
2,474 |
|
|
|
1,462 |
|
Change in fair value of future tranche right |
|
|
— |
|
|
|
33,312 |
|
|
|
(15,810 |
) |
|
|
56,146 |
|
Acquisition expenses (benefit), net |
|
|
5 |
|
|
|
14 |
|
|
|
(3,465 |
) |
|
|
142 |
|
Other adjustments |
|
|
(1,168 |
) |
|
|
— |
|
|
|
(1,168 |
) |
|
|
— |
|
Non-GAAP other expense, net(1) |
|
$ |
(1,244 |
) |
|
$ |
(6,438 |
) |
|
$ |
(11,003 |
) |
|
$ |
(27,338 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Provision for (Benefit from) Income Taxes to Non-GAAP Provision for Income Taxes |
|
|
|
|
|
|
|
|
||||||||
GAAP provision for (benefit from) income taxes |
|
$ |
10,375 |
|
|
$ |
(2,839 |
) |
|
$ |
23,853 |
|
|
$ |
6,937 |
|
GAAP effective income tax rate |
|
|
169.7 |
% |
|
|
11.1 |
% |
|
|
60.4 |
% |
|
|
(16.6 |
)% |
Non-GAAP tax adjustments |
|
|
(4,355 |
) |
|
|
7,052 |
|
|
|
(2,287 |
) |
|
|
9,225 |
|
Non-GAAP provision for income taxes |
|
$ |
6,020 |
|
|
$ |
4,213 |
|
|
$ |
21,566 |
|
|
$ |
16,162 |
|
Non-GAAP effective income tax rate |
|
|
12.0 |
% |
|
|
8.3 |
% |
|
|
11.0 |
% |
|
|
8.3 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Net Loss from Continuing Operations Attributable to |
|
|
|
|
|
|
|
|
||||||||
GAAP net loss from continuing operations attributable to |
|
$ |
(9,823 |
) |
|
$ |
(25,403 |
) |
|
$ |
(4,509 |
) |
|
$ |
(57,310 |
) |
Revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Amortization of acquired technology |
|
|
4,218 |
|
|
|
5,373 |
|
|
|
17,777 |
|
|
|
17,962 |
|
Amortization of other acquired intangible assets |
|
|
7,061 |
|
|
|
6,461 |
|
|
|
28,995 |
|
|
|
29,777 |
|
Stock-based compensation expenses |
|
|
14,176 |
|
|
|
5,664 |
|
|
|
65,265 |
|
|
|
45,200 |
|
Unrealized losses on derivatives, net |
|
|
— |
|
|
|
357 |
|
|
|
14,305 |
|
|
|
1,115 |
|
Amortization of convertible note discount |
|
|
— |
|
|
|
3,263 |
|
|
|
— |
|
|
|
12,883 |
|
Expenses and losses on debt modification or retirement |
|
|
— |
|
|
|
— |
|
|
|
2,474 |
|
|
|
1,462 |
|
Change in fair value of future tranche right |
|
|
— |
|
|
|
33,312 |
|
|
|
(15,810 |
) |
|
|
56,146 |
|
Acquisition expenses, net |
|
|
2,497 |
|
|
|
2,909 |
|
|
|
6,951 |
|
|
|
3,556 |
|
Restructuring expenses |
|
|
3,634 |
|
|
|
1,576 |
|
|
|
6,015 |
|
|
|
7,101 |
|
Separation expenses(3) |
|
|
1,740 |
|
|
|
— |
|
|
|
12,936 |
|
|
|
— |
|
Accelerated lease costs |
|
|
7,771 |
|
|
|
2,215 |
|
|
|
9,794 |
|
|
|
2,400 |
|
Impairment charges |
|
|
1,263 |
|
|
|
— |
|
|
|
1,636 |
|
|
|
145 |
|
Other adjustments |
|
|
(409 |
) |
|
|
280 |
|
|
|
203 |
|
|
|
(423 |
) |
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
13,722 |
|
|
|
— |
|
|
|
50,896 |
|
Allocation methodology difference |
|
|
— |
|
|
|
(745 |
) |
|
|
— |
|
|
|
(2,725 |
) |
Non-GAAP tax adjustments |
|
|
4,355 |
|
|
|
(7,052 |
) |
|
|
2,287 |
|
|
|
(9,225 |
) |
Dividends, reversed due to assumed conversion of preferred stock(4) |
|
|
5,200 |
|
|
|
2,514 |
|
|
|
18,922 |
|
|
|
7,656 |
|
Total adjustments |
|
|
53,517 |
|
|
|
71,630 |
|
|
|
177,921 |
|
|
|
234,262 |
|
Non-GAAP net income from continuing operations attributable to |
|
$ |
43,694 |
|
|
$ |
46,227 |
|
|
$ |
173,412 |
|
|
$ |
176,952 |
|
|
|
|
|
|
|
|
|
|
||||||||
Table Comparing GAAP Diluted Net Loss from Continuing Operations Per Common Share Attributable to |
|
|
|
|
|
|
|
|
||||||||
GAAP diluted net loss from continuing operations per common share attributable to |
|
$ |
(0.15 |
) |
|
$ |
(0.39 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.88 |
) |
Non-GAAP diluted net income from continuing operations per common share attributable to |
|
$ |
0.57 |
|
|
$ |
0.65 |
|
|
$ |
2.28 |
|
|
$ |
2.57 |
|
|
|
|
|
|
|
|
|
|
||||||||
GAAP weighted-average shares used in computing diluted net loss from continuing operations per common share attributable to |
|
|
65,916 |
|
|
|
65,753 |
|
|
|
65,591 |
|
|
|
65,173 |
|
Additional weighted-average shares applicable to non-GAAP diluted net income from continuing operations per common share attributable to |
|
|
10,657 |
|
|
|
4,846 |
|
|
|
10,419 |
|
|
|
3,654 |
|
Non-GAAP diluted weighted-average shares used in computing net income from continuing operations per common share attributable to |
|
|
76,573 |
|
|
|
70,599 |
|
|
|
76,010 |
|
|
|
68,827 |
|
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Net (Loss) Income from Continuing Operations to Adjusted EBITDA |
|
|
|
|
|
|
|
|
||||||||
GAAP net (loss) income from continuing operations |
|
$ |
(4,260 |
) |
|
$ |
(22,712 |
) |
|
$ |
15,651 |
|
|
$ |
(48,601 |
) |
As a percentage of GAAP revenue |
|
|
(1.8 |
)% |
|
|
(10.1 |
)% |
|
|
1.8 |
% |
|
|
(5.9 |
)% |
Provision for (benefit from) income taxes |
|
|
10,375 |
|
|
|
(2,839 |
) |
|
|
23,853 |
|
|
|
6,937 |
|
Other expense, net |
|
|
81 |
|
|
|
43,384 |
|
|
|
7,339 |
|
|
|
99,086 |
|
Depreciation and amortization(2) |
|
|
17,883 |
|
|
|
18,520 |
|
|
|
72,579 |
|
|
|
74,993 |
|
Revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Stock-based compensation expenses |
|
|
14,176 |
|
|
|
5,664 |
|
|
|
65,265 |
|
|
|
45,200 |
|
Acquisition expenses, net |
|
|
2,492 |
|
|
|
2,895 |
|
|
|
10,416 |
|
|
|
3,414 |
|
Restructuring expenses |
|
|
3,596 |
|
|
|
1,576 |
|
|
|
5,951 |
|
|
|
7,101 |
|
Separation expenses(3) |
|
|
1,740 |
|
|
|
— |
|
|
|
12,569 |
|
|
|
— |
|
Accelerated lease costs |
|
|
7,771 |
|
|
|
2,215 |
|
|
|
9,794 |
|
|
|
2,400 |
|
Impairment charges |
|
|
1,263 |
|
|
|
— |
|
|
|
1,636 |
|
|
|
145 |
|
Other adjustments |
|
|
759 |
|
|
|
280 |
|
|
|
1,371 |
|
|
|
(423 |
) |
Discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
13,722 |
|
|
|
— |
|
|
|
50,896 |
|
Allocation methodology difference |
|
|
— |
|
|
|
(745 |
) |
|
|
— |
|
|
|
(2,725 |
) |
Adjusted EBITDA |
|
$ |
57,887 |
|
|
$ |
63,741 |
|
|
$ |
232,595 |
|
|
$ |
248,759 |
|
As a percentage of non-GAAP revenue |
|
|
24.5 |
% |
|
|
28.1 |
% |
|
|
26.4 |
% |
|
|
29.6 |
% |
Table of Reconciliation from Gross Debt to Net Debt |
|
|
|
|
||
Current maturities of long-term debt |
|
$ |
— |
|
$ |
386,713 |
Long-term debt |
|
|
406,954 |
|
|
402,781 |
Unamortized debt discounts and issuance costs |
|
|
8,046 |
|
|
7,518 |
Gross debt |
|
|
415,000 |
|
|
797,012 |
Less: |
|
|
|
|
||
Cash and cash equivalents |
|
|
358,805 |
|
|
585,273 |
Restricted cash and cash equivalents, and restricted bank time deposits |
|
|
6 |
|
|
15 |
Short-term investments |
|
|
765 |
|
|
46,300 |
Net debt, excluding long-term restricted cash, cash equivalents, time deposits, and investments |
|
|
55,424 |
|
|
165,424 |
Long-term restricted cash, cash equivalents, time deposits and investments |
|
|
409 |
|
|
651 |
Net debt, including long-term restricted cash, cash equivalents, time deposits, and investments |
|
$ |
55,015 |
|
$ |
164,773 |
(1) For the three months ended
(2) Adjusted for financing fee amortization.
(3) For the three months and year ended
(4) EPS calculation includes the more dilutive of either preferred stock dividends or conversion of preferred stock shares. Conversion of the outstanding preferred shares was more dilutive in all periods presented.
Table 4
GAAP to Non-GAAP Recurring and Nonrecurring Revenue and Gross Profit (Unaudited) |
||||||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
(in thousands) |
|
|
2022 |
|
|
|
2021 |
|
|
|
2022 |
|
|
|
2021 |
|
Table of Reconciliation from GAAP Recurring and Nonrecurring Revenue to Non-GAAP Recurring and Nonrecurring Revenue |
|
|
|
|
|
|
|
|||||||||
Recurring revenue - GAAP |
|
$ |
173,687 |
|
|
$ |
157,054 |
|
|
$ |
633,129 |
|
|
$ |
575,624 |
|
Cloud revenue - GAAP |
|
|
116,645 |
|
|
|
85,967 |
|
|
|
388,412 |
|
|
|
277,411 |
|
Support revenue - GAAP |
|
|
57,042 |
|
|
|
71,087 |
|
|
|
244,717 |
|
|
|
298,213 |
|
Nonrecurring revenue - GAAP |
|
$ |
60,481 |
|
|
$ |
68,026 |
|
|
$ |
241,380 |
|
|
$ |
254,623 |
|
Perpetual revenue - GAAP |
|
|
35,970 |
|
|
|
42,025 |
|
|
|
138,078 |
|
|
|
141,840 |
|
Professional services revenue - GAAP |
|
|
24,511 |
|
|
|
26,001 |
|
|
|
103,302 |
|
|
|
112,783 |
|
Total revenue - GAAP |
|
$ |
234,168 |
|
|
$ |
225,080 |
|
|
$ |
874,509 |
|
|
$ |
830,247 |
|
|
|
|
|
|
|
|
|
|
||||||||
Estimated recurring revenue adjustments |
|
$ |
2,011 |
|
|
$ |
1,781 |
|
|
$ |
6,171 |
|
|
$ |
10,336 |
|
Estimated cloud revenue adjustments |
|
|
2,001 |
|
|
|
1,771 |
|
|
|
6,133 |
|
|
|
10,163 |
|
Estimated support revenue adjustments |
|
|
10 |
|
|
|
10 |
|
|
|
38 |
|
|
|
173 |
|
Estimated nonrecurring revenue adjustments |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
Estimated perpetual revenue adjustments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Estimated professional services revenue adjustments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total estimated revenue adjustments |
|
$ |
2,011 |
|
|
$ |
1,781 |
|
|
$ |
6,171 |
|
|
$ |
10,336 |
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenue - non-GAAP |
|
$ |
175,698 |
|
|
$ |
158,835 |
|
|
$ |
639,300 |
|
|
$ |
585,960 |
|
Cloud revenue - non-GAAP |
|
|
118,646 |
|
|
|
87,738 |
|
|
|
394,545 |
|
|
|
287,574 |
|
Support revenue - non-GAAP |
|
|
57,052 |
|
|
|
71,097 |
|
|
|
244,755 |
|
|
|
298,386 |
|
Nonrecurring revenue - non-GAAP |
|
$ |
60,481 |
|
|
$ |
68,026 |
|
|
$ |
241,380 |
|
|
$ |
254,623 |
|
Perpetual revenue - non-GAAP |
|
|
35,970 |
|
|
|
42,025 |
|
|
|
138,078 |
|
|
|
141,840 |
|
Professional services revenue - non-GAAP |
|
|
24,511 |
|
|
|
26,001 |
|
|
|
103,302 |
|
|
|
112,783 |
|
Total revenue - non-GAAP |
|
$ |
236,179 |
|
|
$ |
226,861 |
|
|
$ |
880,680 |
|
|
$ |
840,583 |
|
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Recurring Gross Profit to Non-GAAP Recurring Gross Profit |
|
|
|
|
|
|
|
|||||||||
GAAP recurring revenue |
|
$ |
173,687 |
|
|
$ |
157,054 |
|
|
$ |
633,129 |
|
|
$ |
575,624 |
|
GAAP recurring costs |
|
|
44,046 |
|
|
|
35,792 |
|
|
|
156,569 |
|
|
|
139,044 |
|
GAAP recurring gross profit |
|
|
129,641 |
|
|
|
121,262 |
|
|
|
476,560 |
|
|
|
436,580 |
|
GAAP recurring gross margin |
|
|
74.6 |
% |
|
|
77.2 |
% |
|
|
75.3 |
% |
|
|
75.8 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Recurring revenue adjustments |
|
|
2,011 |
|
|
|
1,781 |
|
|
|
6,171 |
|
|
|
10,336 |
|
Recurring stock-based compensation expenses |
|
|
468 |
|
|
|
(212 |
) |
|
|
1,999 |
|
|
|
1,109 |
|
Recurring acquisition expenses, net |
|
|
37 |
|
|
|
15 |
|
|
|
117 |
|
|
|
146 |
|
Recurring restructuring expenses |
|
|
52 |
|
|
|
100 |
|
|
|
531 |
|
|
|
1,002 |
|
Recurring separation expenses(1) |
|
|
— |
|
|
|
— |
|
|
|
32 |
|
|
|
— |
|
Recurring impairment charges |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Recurring discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
176 |
|
|
|
— |
|
|
|
973 |
|
Recurring allocation methodology difference |
|
|
— |
|
|
|
179 |
|
|
|
— |
|
|
|
590 |
|
Non-GAAP recurring gross profit |
|
$ |
132,209 |
|
|
$ |
123,301 |
|
|
$ |
485,410 |
|
|
$ |
450,736 |
|
Non-GAAP recurring gross margin |
|
|
75.2 |
% |
|
|
77.6 |
% |
|
|
75.9 |
% |
|
|
76.9 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Table of Reconciliation from GAAP Nonrecurring Gross Profit to Non-GAAP Nonrecurring Gross Profit |
|
|
|
|
|
|
|
|||||||||
GAAP nonrecurring revenue |
|
$ |
60,481 |
|
|
$ |
68,026 |
|
|
$ |
241,380 |
|
|
$ |
254,623 |
|
GAAP nonrecurring costs |
|
|
33,317 |
|
|
|
34,710 |
|
|
|
124,226 |
|
|
|
130,545 |
|
GAAP nonrecurring gross profit |
|
|
27,164 |
|
|
|
33,316 |
|
|
|
117,154 |
|
|
|
124,078 |
|
GAAP nonrecurring gross margin |
|
|
44.9 |
% |
|
|
49.0 |
% |
|
|
48.5 |
% |
|
|
48.7 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Nonrecurring revenue adjustments |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Nonrecurring stock-based compensation expenses |
|
|
642 |
|
|
|
58 |
|
|
|
3,029 |
|
|
|
2,184 |
|
Nonrecurring acquisition expenses, net |
|
|
132 |
|
|
|
3 |
|
|
|
223 |
|
|
|
206 |
|
Nonrecurring restructuring expenses |
|
|
— |
|
|
|
309 |
|
|
|
313 |
|
|
|
1,168 |
|
Nonrecurring separation expenses(1) |
|
|
— |
|
|
|
— |
|
|
|
46 |
|
|
|
— |
|
Nonrecurring impairment charges |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
145 |
|
Nonrecurring discontinued operations corporate overhead adjustment |
|
|
— |
|
|
|
1,189 |
|
|
|
— |
|
|
|
3,702 |
|
Nonrecurring allocation methodology difference |
|
|
— |
|
|
|
(584 |
) |
|
|
— |
|
|
|
(1,409 |
) |
Non-GAAP nonrecurring gross profit |
|
$ |
27,938 |
|
|
$ |
34,291 |
|
|
$ |
120,765 |
|
|
$ |
130,074 |
|
Non-GAAP nonrecurring gross margin |
|
|
46.2 |
% |
|
|
50.4 |
% |
|
|
50.0 |
% |
|
|
51.1 |
% |
(1) For the three months and year ended
Table 5
Calculation of Change in Revenue on a Constant Currency Basis (Unaudited) |
||||||||||||||
|
|
GAAP Revenue |
|
Non-GAAP Revenue |
||||||||||
(in thousands, except percentages) |
|
Three Months
|
Year
|
|
Three Months
|
Year
|
||||||||
Revenue for the three months and year ended |
|
$ |
225,080 |
|
$ |
830,247 |
|
|
$ |
226,861 |
|
$ |
840,583 |
|
Revenue for the three months and year ended |
|
$ |
234,168 |
|
$ |
874,509 |
|
|
$ |
236,179 |
|
$ |
880,680 |
|
Revenue for the three months and year ended |
|
$ |
235,000 |
|
$ |
865,000 |
|
|
$ |
237,000 |
|
$ |
871,000 |
|
Reported period-over-period revenue growth |
|
|
4.0 |
% |
|
5.3 |
% |
|
|
4.1 |
% |
|
4.8 |
% |
% impact from change in foreign currency exchange rates |
|
|
0.4 |
% |
|
(1.1 |
)% |
|
|
0.4 |
% |
|
(1.2 |
)% |
Constant currency period-over-period revenue growth |
|
|
4.4 |
% |
|
4.2 |
% |
|
|
4.5 |
% |
|
3.6 |
% |
(1) Revenue for the three months and year ended
For further information see "Supplemental Information About Constant Currency" at the end of this press release.
Table 6
Condensed Consolidated Balance Sheets (Unaudited) |
||||||||
|
|
|
||||||
(in thousands, except share and per share data) |
|
|
2022 |
|
|
|
2021 |
|
Assets |
|
|
|
|
||||
Current Assets: |
|
|
|
|
||||
Cash and cash equivalents |
|
$ |
358,805 |
|
|
$ |
585,273 |
|
Restricted cash and cash equivalents, and restricted bank time deposits |
|
|
6 |
|
|
|
15 |
|
Short-term investments |
|
|
765 |
|
|
|
46,300 |
|
Accounts receivable, net of allowance for doubtful accounts of |
|
|
193,831 |
|
|
|
206,157 |
|
Contract assets, net |
|
|
42,688 |
|
|
|
36,716 |
|
Inventories |
|
|
5,337 |
|
|
|
5,541 |
|
Prepaid expenses and other current assets |
|
|
53,746 |
|
|
|
42,814 |
|
Current assets of discontinued operations |
|
|
— |
|
|
|
354,926 |
|
Total current assets |
|
|
655,178 |
|
|
|
1,277,742 |
|
Property and equipment, net |
|
|
64,090 |
|
|
|
69,090 |
|
Operating lease right-of-use assets |
|
|
35,433 |
|
|
|
57,849 |
|
|
|
|
1,353,421 |
|
|
|
1,327,407 |
|
Intangible assets, net |
|
|
118,254 |
|
|
|
143,744 |
|
Long-term deferred income taxes |
|
|
8,091 |
|
|
|
7,287 |
|
Other assets |
|
|
126,638 |
|
|
|
97,224 |
|
Long-term assets of discontinued operations |
|
|
— |
|
|
|
280,952 |
|
Total assets |
|
$ |
2,361,105 |
|
|
$ |
3,261,295 |
|
|
|
|
|
|
||||
Liabilities, Temporary Equity, and Stockholders' Equity |
|
|
|
|
||||
Current Liabilities: |
|
|
|
|
||||
Accounts payable |
|
$ |
39,501 |
|
|
$ |
35,463 |
|
Accrued expenses and other current liabilities |
|
|
168,694 |
|
|
|
211,517 |
|
Current maturities of long-term debt |
|
|
— |
|
|
|
386,713 |
|
Contract liabilities |
|
|
271,271 |
|
|
|
261,033 |
|
Current liabilities of discontinued operations |
|
|
— |
|
|
|
268,713 |
|
Total current liabilities |
|
|
479,466 |
|
|
|
1,163,439 |
|
Long-term debt |
|
|
406,954 |
|
|
|
402,781 |
|
Long-term contract liabilities |
|
|
15,872 |
|
|
|
16,502 |
|
Operating lease liabilities |
|
|
28,457 |
|
|
|
56,712 |
|
Long-term deferred income taxes |
|
|
17,460 |
|
|
|
32,991 |
|
Other liabilities |
|
|
21,996 |
|
|
|
42,719 |
|
Long-term liabilities of discontinued operations |
|
|
— |
|
|
|
58,118 |
|
Total liabilities |
|
|
970,205 |
|
|
|
1,773,262 |
|
Commitments and Contingencies |
|
|
|
|
||||
Temporary Equity: |
|
|
|
|
||||
Preferred Stock - |
|
|
|
|
||||
Series A Preferred Stock; 200,000 shares issued and outstanding at |
|
|
200,628 |
|
|
|
200,628 |
|
Series B Preferred Stock; 200,000 shares issued and outstanding at |
|
|
235,693 |
|
|
|
— |
|
Equity component of currently redeemable convertible notes |
|
|
— |
|
|
|
4,841 |
|
Total temporary equity |
|
|
436,321 |
|
|
|
205,469 |
|
Stockholders' Equity: |
|
|
|
|
||||
Common stock - |
|
|
66 |
|
|
|
70 |
|
Additional paid-in capital |
|
|
1,125,152 |
|
|
|
1,726,166 |
|
|
|
|
— |
|
|
|
(208,124 |
) |
Accumulated deficit |
|
|
(54,509 |
) |
|
|
(113,797 |
) |
Accumulated other comprehensive loss |
|
|
(118,515 |
) |
|
|
(136,878 |
) |
|
|
|
952,194 |
|
|
|
1,267,437 |
|
Noncontrolling interests |
|
|
2,385 |
|
|
|
15,127 |
|
Total stockholders' equity |
|
|
954,579 |
|
|
|
1,282,564 |
|
Total liabilities, temporary equity, and stockholders' equity |
|
$ |
2,361,105 |
|
|
$ |
3,261,295 |
|
Table 7
Condensed Consolidated Statements of Cash Flows (Unaudited) |
||||||||
|
|
Year Ended |
||||||
(in thousands) |
|
|
2022 |
|
|
|
2021 |
|
Cash flows from operating activities: |
|
|
|
|
||||
Net income (loss) |
|
$ |
15,651 |
|
|
$ |
(107 |
) |
(Income) from discontinued operations, net of income taxes |
|
|
— |
|
|
|
(48,494 |
) |
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by operating activities: |
|
|
|
|
||||
Depreciation and amortization |
|
|
75,449 |
|
|
|
85,380 |
|
Provision for credit losses |
|
|
1,396 |
|
|
|
1,959 |
|
Stock-based compensation, excluding cash-settled awards |
|
|
65,246 |
|
|
|
45,208 |
|
Change in fair value of future tranche right |
|
|
(15,810 |
) |
|
|
56,146 |
|
Amortization of discount on convertible notes |
|
|
— |
|
|
|
12,883 |
|
Benefit from deferred income taxes |
|
|
(11,323 |
) |
|
|
(1,398 |
) |
Non-cash losses on derivative financial instruments, net |
|
|
14,374 |
|
|
|
1,267 |
|
Losses on early retirements of debt |
|
|
2,474 |
|
|
|
143 |
|
Other non-cash items, net |
|
|
7,416 |
|
|
|
(1,804 |
) |
Changes in operating assets and liabilities, net of effects of business combinations and divestitures: |
|
|
|
|
||||
Accounts receivable |
|
|
11,712 |
|
|
|
(3,896 |
) |
Contract assets |
|
|
(6,391 |
) |
|
|
(63 |
) |
Inventories |
|
|
(713 |
) |
|
|
599 |
|
Prepaid expenses and other assets |
|
|
(33,107 |
) |
|
|
(28,166 |
) |
Accounts payable and accrued expenses |
|
|
(1,772 |
) |
|
|
33,380 |
|
Contract liabilities |
|
|
7,820 |
|
|
|
5,438 |
|
Other liabilities |
|
|
(2,321 |
) |
|
|
534 |
|
Other, net |
|
|
4,553 |
|
|
|
644 |
|
Net cash provided by operating activities — continuing operations |
|
|
134,654 |
|
|
|
159,653 |
|
Net cash (used in) provided by operating activities — discontinued operations |
|
|
(9,055 |
) |
|
|
94,193 |
|
Net cash provided by operating activities |
|
|
125,599 |
|
|
|
253,846 |
|
|
|
|
|
|
||||
Cash flows from investing activities: |
|
|
|
|
||||
Cash paid for business combinations, including adjustments, net of cash acquired |
|
|
(57,024 |
) |
|
|
— |
|
Purchases of property and equipment |
|
|
(16,962 |
) |
|
|
(14,035 |
) |
Purchases of investments |
|
|
(751 |
) |
|
|
(102,531 |
) |
Maturities and sales of investments |
|
|
46,299 |
|
|
|
69,763 |
|
Settlements of derivative financial instruments not designated as hedges |
|
|
(69 |
) |
|
|
(54 |
) |
Cash paid for capitalized software development costs |
|
|
(7,560 |
) |
|
|
(7,312 |
) |
Change in restricted bank time deposits, including long-term portion |
|
|
107 |
|
|
|
154 |
|
Other investing activities |
|
|
60 |
|
|
|
— |
|
Net cash used in investing activities — continuing operations |
|
|
(35,900 |
) |
|
|
(54,015 |
) |
Net cash provided by investing activities — discontinued operations |
|
|
— |
|
|
|
16,772 |
|
Net cash used in investing activities |
|
|
(35,900 |
) |
|
|
(37,243 |
) |
|
|
|
|
|
||||
Cash flows from financing activities: |
|
|
|
|
||||
Proceeds from issuance of preferred stock and future tranche right, net of issuance costs |
|
|
198,731 |
|
|
|
197,254 |
|
Proceeds from borrowings |
|
|
315,000 |
|
|
|
155,000 |
|
Repayments of borrowings and other financing obligations |
|
|
(313,354 |
) |
|
|
(207,165 |
) |
Payments to repurchase convertible notes |
|
|
— |
|
|
|
(13,032 |
) |
Settlement of 2014 Notes |
|
|
(386,887 |
) |
|
|
— |
|
Purchases of capped calls |
|
|
(41,060 |
) |
|
|
— |
|
Payments of equity issuance, debt issuance, and other debt-related costs |
|
|
(10,708 |
) |
|
|
(2,287 |
) |
Distributions paid to noncontrolling interest |
|
|
(1,110 |
) |
|
|
(5,414 |
) |
Purchases of treasury stock and common stock for retirement |
|
|
(75,955 |
) |
|
|
(36,836 |
) |
Preferred stock dividend payments |
|
|
(12,856 |
) |
|
|
(1,589 |
) |
Payment for termination of interest rate swap |
|
|
(16,502 |
) |
|
|
— |
|
Net cash transferred to Cognyte Software Ltd. |
|
|
(114,657 |
) |
|
|
— |
|
Dividend and other settlements received from Cognyte Software Ltd. |
|
|
38,280 |
|
|
|
— |
|
Payments of deferred purchase price and contingent consideration for business combinations (financing portion) and other financing activities |
|
|
(9,045 |
) |
|
|
(9,121 |
) |
Net cash (used in) provided by financing activities — continuing operations |
|
|
(430,123 |
) |
|
|
76,810 |
|
Net cash used in financing activities — discontinued operations |
|
|
— |
|
|
|
(4,877 |
) |
Net cash (used in) provided by financing activities |
|
|
(430,123 |
) |
|
|
71,933 |
|
Foreign currency effects on cash, cash equivalents, restricted cash, and restricted cash equivalents |
|
|
(841 |
) |
|
|
(60 |
) |
Net (decrease) increase in cash, cash equivalents, restricted cash, and restricted cash equivalents |
|
|
(341,265 |
) |
|
|
288,476 |
|
Cash, cash equivalents, restricted cash, and restricted cash equivalents, beginning of year |
|
|
700,133 |
|
|
|
411,657 |
|
Cash, cash equivalents, restricted cash, and restricted cash equivalents, end of year |
|
$ |
358,868 |
|
|
$ |
700,133 |
|
|
|
|
|
|
||||
Reconciliation of cash, cash equivalents, restricted cash, and restricted cash equivalents at end of year to the consolidated balance sheets: |
|
|
|
|
||||
Cash and cash equivalents |
|
$ |
358,805 |
|
|
$ |
663,843 |
|
Restricted cash and cash equivalents included in restricted cash and cash equivalents, and restricted bank time deposits |
|
|
6 |
|
|
|
25,910 |
|
Restricted cash and cash equivalents included in other assets |
|
|
57 |
|
|
|
10,380 |
|
Total cash, cash equivalents, restricted cash, and restricted cash equivalents |
|
$ |
358,868 |
|
|
$ |
700,133 |
|
Supplemental Information About Non-GAAP Financial Measures and Operating Metrics
This press release contains non-GAAP financial measures, consisting of non-GAAP revenue, non-GAAP recurring revenue, non-GAAP nonrecurring revenue, non-GAAP perpetual revenue, non-GAAP support revenue, non-GAAP professional services revenue, non-GAAP cloud revenue, non-GAAP SaaS revenue, non-GAAP bundled SaaS revenue, non-GAAP unbundled SaaS revenue, non-GAAP optional managed services revenue, non-GAAP recurring gross profit and gross margins, non-GAAP nonrecurring gross profit and gross margins, non-GAAP gross profit and gross margins, non-GAAP research and development, net, non-GAAP selling, general and administrative expenses, non-GAAP operating income and operating margins, non-GAAP other income (expense), net, non-GAAP provision for (benefit from) income taxes and non-GAAP effective income tax rate, non-GAAP net income from continuing operations attributable to
We believe these non-GAAP financial measures, used in conjunction with the corresponding GAAP measures, provide investors with useful supplemental information about the financial performance of our business by:
- facilitating the comparison of our financial results and business trends between periods, by excluding certain items that either can vary significantly in amount and frequency, are based upon subjective assumptions, or in certain cases are unplanned for or difficult to forecast,
- facilitating the comparison of our financial results and business trends with other technology companies who publish similar non-GAAP measures, and
- allowing investors to see and understand key supplementary metrics used by our management to run our business, including for budgeting and forecasting, resource allocation, and compensation matters.
We also make these non-GAAP financial measures available because a number of our investors have informed us that they find this supplemental information useful.
Non-GAAP financial measures should not be considered in isolation as substitutes for, or superior to, comparable GAAP financial measures. The non-GAAP financial measures we present have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP, and these non-GAAP financial measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP financial measures. These non-GAAP financial measures do not represent discretionary cash available to us to invest in the growth of our business, and we may in the future incur expenses similar to or in addition to the adjustments made in these non-GAAP financial measures. Other companies may calculate similar non-GAAP financial measures differently than we do, limiting their usefulness as comparative measures.
Our non-GAAP financial measures are calculated by making the following adjustments to our GAAP financial measures:
Revenue adjustments. We exclude from our non-GAAP revenue the impact of fair value adjustments required under GAAP relating to cloud services and customer support contracts acquired in a business acquisition, which would have otherwise been recognized on a stand-alone basis. We believe that it is useful for investors to understand the total amount of revenue that we and the acquired company would have recognized on a stand-alone basis under GAAP, absent the accounting adjustment associated with the business acquisition. Our non-GAAP revenue also reflects certain adjustments from aligning an acquired company’s revenue recognition policies to our policies. We believe that our non-GAAP revenue measure helps management and investors understand our revenue trends and serves as a useful measure of ongoing business performance.
Amortization of acquired technology and other acquired intangible assets. When we acquire an entity, we are required under GAAP to record the fair values of the intangible assets of the acquired entity and amortize those assets over their useful lives. We exclude the amortization of acquired intangible assets, including acquired technology, from our non-GAAP financial measures because they are inconsistent in amount and frequency and are significantly impacted by the timing and size of acquisitions. We also exclude these amounts to provide easier comparability of pre- and post-acquisition operating results.
Stock-based compensation expenses. We exclude stock-based compensation expenses related to restricted stock awards, stock bonus programs, bonus share programs, and other stock-based awards from our non-GAAP financial measures. We evaluate our performance both with and without these measures because stock-based compensation is typically a non-cash expense and can vary significantly over time based on the timing, size and nature of awards granted, and is influenced in part by certain factors which are generally beyond our control, such as the volatility of the price of our common stock. In addition, measurement of stock-based compensation is subject to varying valuation methodologies and subjective assumptions, and therefore we believe that excluding stock-based compensation from our non-GAAP financial measures allows for meaningful comparisons of our current operating results to our historical operating results and to other companies in our industry.
Unrealized gains and losses on certain derivatives, net. We exclude from our non-GAAP financial measures unrealized gains and losses on certain derivatives which are not designated as hedges under accounting guidance. We exclude unrealized gains and losses on foreign currency derivatives that serve as economic hedges against variability in the cash flows of recognized assets or liabilities, or of forecasted transactions. These contracts, if designated as hedges under accounting guidance, would be considered “cash flow” hedges. These unrealized gains and losses are excluded from our non-GAAP financial measures because they are non-cash transactions which are highly variable from period to period. Upon settlement of these foreign currency derivatives, any realized gain or loss is included in our non-GAAP financial measures.
Amortization of convertible note discount. Our non-GAAP financial measures for periods prior to
Expenses and losses on debt modification or retirement. We exclude from our non-GAAP financial measures losses on early retirements of debt attributable to refinancing or repaying our debt, and expenses incurred to modify debt terms, because we believe they are not reflective of our ongoing operations.
Change in fair value of future tranche right. On
Acquisition expenses (benefit), net. In connection with acquisition activity (including with respect to acquisitions that are not consummated), we incur expenses (benefits), including legal, accounting, and other professional fees, integration costs, changes in the fair value of contingent consideration obligations, and other costs. Integration costs may consist of information technology expenses as systems are integrated across the combined entity, consulting expenses, marketing expenses, and professional fees, as well as non-cash charges to write-off or impair the value of redundant assets. We exclude these expenses from our non-GAAP financial measures because they are unpredictable, can vary based on the size and complexity of each transaction, and are unrelated to our continuing operations or to the continuing operations of the acquired businesses.
Restructuring expenses. We exclude restructuring expenses from our non-GAAP financial measures, which include employee termination costs, facility exit costs (except as included in Accelerated lease costs), certain professional fees, asset impairment charges, and other costs directly associated with resource realignments incurred in reaction to changing strategies or business conditions. All of these costs can vary significantly in amount and frequency based on the nature of the actions as well as the changing needs of our business and we believe that excluding them provides easier comparability of pre- and post-restructuring operating results.
Separation expenses. On
Accelerated lease costs. We exclude accelerated facility costs due to the early termination or abandonment of certain office leases as a result of our move to a hybrid work model. In connection with these facility lease exits, we incur accelerated lease expense. We exclude these charges because they are not reflective of our ongoing business and operating results.
Impairment charges and other adjustments. We exclude from our non-GAAP financial measures asset impairment charges (other than those already included within restructuring or acquisition activity), IT infrastructure costs and other charges associated with modifying the workplace, rent expense for redundant facilities, gains or losses on sales of property, gains or losses on settlements of certain legal matters, and certain professional fees unrelated to our ongoing operations, all of which are unusual in nature and can vary significantly in amount and frequency.
Discontinued operations corporate overhead adjustment. These amounts represent general corporate overhead costs related to executive management, finance, legal, information technology, and other shared services functions that were historically allocated to Cognyte, but are not permitted to be included in discontinued operations under GAAP guidelines as they represent indirect expenses of Cognyte.
Allocation methodology difference. These amounts are the result of presenting our former Cyber Intelligence Solutions business on a discontinued operations basis for quarters previously reported due to the completion of the spin-off on
Non-GAAP income tax adjustments. We exclude our GAAP provision for (benefit from) income taxes from our non-GAAP measures of net income attributable to
Revenue Metrics and Operating Metrics
Recurring revenue, on both a GAAP and non-GAAP basis, is the portion of our revenue that we believe is likely to be renewed in the future, and primarily consists of cloud revenue and initial and renewal post contract support.
Nonrecurring revenue, on both a GAAP and non-GAAP basis, primarily consists of our perpetual licenses, consulting, implementation and installation services, hardware, and training.
Cloud revenue primarily consists of SaaS and optional managed services.
SaaS revenue includes bundled SaaS, software with standard managed services and unbundled SaaS (including associated support) that we account for as term licenses where managed services are purchased separately.
Optional Managed Services is recurring services that are intended to improve our customers operations and reduce expenses.
New SaaS Annual Contract Value (ACV) includes the annualized contract value of all new SaaS contracts received within the period; in cases where SaaS is offered to partners through usage-based contracts, we include the incremental value of usage contracts over a rolling four quarters.
New Perpetual License Equivalent Bookings are used to normalize between perpetual and SaaS bookings and measure overall software bookings growth. We calculate new perpetual license equivalent bookings by adding to perpetual licenses an amount equal to New SaaS ACV bookings multiplied by a conversion factor that normalizes the mix of bundled and unbundled SaaS and perpetual bookings in a given period. The conversion factor used is based on our order mix and may change from period to period. Management uses perpetual license equivalent bookings to understand our performance, including our software bookings growth and SaaS/perpetual license mix. This metric should not be viewed in isolation from other operating metrics that we make available to investors.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure defined as net income (loss) before interest expense, interest income, income taxes, depreciation expense, amortization expense, stock-based compensation expenses, revenue adjustments, restructuring expenses, acquisition expenses, and other expenses excluded from our non-GAAP financial measures as described above. We believe that adjusted EBITDA is also commonly used by investors to evaluate operating performance between companies because it helps reduce variability caused by differences in capital structures, income taxes, stock-based compensation expenses, accounting policies, and depreciation and amortization policies. Adjusted EBITDA is also used by credit rating agencies, lenders, and other parties to evaluate our creditworthiness.
Net Debt
Net Debt is a non-GAAP measure defined as the sum of long-term and short-term debt on our consolidated balance sheet, excluding unamortized discounts and issuance costs, less the sum of cash and cash equivalents, restricted cash, restricted cash equivalents, restricted bank time deposits, and restricted investments (including long-term portions), and short-term investments. We use this non-GAAP financial measure to help evaluate our capital structure, financial leverage, and our ability to reduce debt and to fund investing and financing activities and believe that it provides useful information to investors.
Supplemental Information About Constant Currency
Because we operate on a global basis and transact business in many currencies, fluctuations in foreign currency exchange rates can affect our consolidated
Unless otherwise indicated, our financial outlook, which is provided on a non-GAAP basis, reflects foreign currency exchange rates approximately consistent with rates in effect when the outlook is provided.
We also incur foreign exchange gains and losses resulting from the revaluation and settlement of monetary assets and liabilities that are denominated in currencies other than the entity’s functional currency. We periodically report our historical non-GAAP diluted net income per share both inclusive and exclusive of these net foreign exchange gains or losses. Our financial outlook for diluted earnings per share includes net foreign exchange gains or losses incurred to date, if any, but does not include potential future gains or losses.
View source version on businesswire.com: https://www.businesswire.com/news/home/20220329005828/en/
Investor Relations
(631) 962-9672
matthew.frankel@verint.com
Source:
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