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| [November 03, 2009] |
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Quest Software Reports Third Quarter 2009 Results
ALISO VIEJO, Calif. --(Business Wire)--
Quest Software (News - Alert), Inc. (Nasdaq: QSFT) today reported financial results for the quarter ended September 30, 2009. Total revenues were $170.8 million, a 8.9% decrease compared to the prior year's third quarter revenue of $187.6 million. Total revenues for the first nine months of 2009 were $500.7 million, a 6.2% decrease compared to $533.8 million for the same period in 2008. Operating margins decreased to (1.2)% and 7.6% for the three and nine months ended September 30, 2009, respectively, as compared to 14.8% and 7.8% for the three and nine months ended September 30, 2008, respectively, primarily due to the expense associated with the pending litigation settlement discussed below. On a non-GAAP basis operating margins were 24.3% and 21.4% for the three and nine months ended September 30, 2009, respectively.
Quest's cash and investments at September 30, 2009, totaled $362.0 million, an increase of $31.7 million over the comparable balance at June 30, 2009. Quest generated cash flow from operations of $43.7 million in the third quarter of 2009, an increase of $8.6 million over the comparable period in 2008.
Quest also announced that it has reached an agreement in principle with the class representative to settle the shareholder class action relating to alleged option backdating that was filed in October 2006 in the U.S. District Court for the Central District of California against Quest and certain of its current or former officers and directors for a payment of $29.4 million. The parties are negotiating in good faith a stipulation of settlement which will be subject to court approval once finalized.
"The key theme for the third quarter was operating discipline," said Doug Garn, president and CEO of Quest. "We delivered excellent margin improvement and operating cash flow this quarter. My primary focus is to ensure that Quest is continuing to execute well and that we are building a foundation for sustainable long-term growth."
GAAP Results
Quest Software's net income for the third quarter of 2009 was $2.9 million, or $0.03 per fully diluted share. This compares to net income of $17.3 million, or $0.16 per share on a fully diluted basis, for the third quarter of 2008. Operating margins decreased year-over-year from 14.8% to (1.2)% in the third quarter, resulting in an operating loss of $2.0 million which compares to income of $27.8 million for the corresponding period in 2008. Net income for the first nine months of 2009 was $33.3 million, or $0.35 per fully diluted share, versus net income of $38.9 million, or $0.36 per fully diluted share, for the comparable period in 2008.
Non-GAAP Results
On a non-GAAP basis, net income for the third quarter of 2009 was $31.2 million, or $0.34 per fully diluted share. This compares to non-GAAP net income of $26.8 million, or $0.25 per share on a fully diluted basis, for the third quarter of 2008. The non-GAAP operating margin was 24.3% in the third quarter of 2009, resulting in non-GAAP operating income of $41.6 million, compared to non-GAAP operating margin and operating income of 22.1% and $41.5 million, respectively, for the corresponding period in 2008. For the nine months ended September 30, 2009, non-GAAP net income was $80.8 million, or $0.86 per fully diluted share. This compares to non-GAAP net income of $66.7 million, or $0.63 per fully diluted share, for the nine months ended September 30, 2008. The non-GAAP operating margin was 21.4% in the first nine months of 2009, resulting in non-GAAP operating income of $107.4 million, compared to non-GAAP operating margin of 15.6% and non-GAAP operating income of $83.5 million in the comparable period of 2008.
Non-GAAP results exclude the after-tax effects of amortization of intangible assets acquired with business combinations, share-based compensation expenses, acquisition related costs, expenses and litigation loss provision associated with the pending settlement of the shareholder class action arising from Quest's stock option investigation. A reconciliation of GAAP to non-GAAP financial results is included with this press release.
Quest's management prepares and uses non-GAAP financial measures in the presentation of the Company's results to provide a consistent understanding of its historical operating performance and comparisons with peer companies. Management believes that non-GAAP reporting provides a more meaningful representation of the Company's on-going economic performance and therefore uses non-GAAP reporting internally to evaluate and manage the Company's operations. Management believes excluding charges such as those described above from its GAAP results facilitates investors' understanding of the Company's ongoing business operating results. These non-GAAP financial measures also facilitate comparisons to the operating results of the Company's competitors and provide investors with greater transparency with respect to the supplemental information used by management in its operational and financial decision making.
Third Quarter 2009 Conference Call Information
Quest Software will host a conference call today, Tuesday, November 3, 2009, at 2:00 p.m. Pacific Time, to discuss its results. A simultaneous webcast of the conference call will be available on Quest's website in the Investor Relations section at www.quest.com/investor_relations/. A webcast replay will be available on the same website through November 3, 2010. An audio replay of the conference call will also be available through November 10, 2009 by dialing (888) 203-1112 (from the U.S. or Canada) or 719-457-0820 (outside the U.S. and Canada), using confirmation code: 8652894.
About Quest Software, Inc.
Now more than ever, organizations need to work smart and improve efficiency. Quest Software creates and supports smart systems management products - helping our customers solve everyday IT challenges faster and easier. Visit www.quest.com for more information.
Quest and Quest Software are registered trademarks of Quest Software, Inc. The Quest Software logo and all other Quest Software product or service names and slogans are registered trademarks or trademarks of Quest Software, Inc. All other trademarks and registered trademarks are property of their respective owners.
Forward-Looking Statements
This release and the matters to be discussed on the conference call may include predictions, estimates and other information that might be considered forward-looking statements, including statements relating to expectations of future revenue and operating margin performance and other operating prospects and statements relating to the settlement of the shareholder class action. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors, including: risks associated with finalizing and obtaining court approval of a stipulation of settlement of the shareholder class action, the impact of adverse changes in general economic conditions on Quest's relationships with customers, strategic partners and vendors; reductions or delays in information technology spending; variations in demand or the size and timing of customer orders; competitive conditions in Quest's various product areas; rapid technological change; risks associated with the development and market acceptance of new products and product strategies; disruptions caused by acquisitions of companies and/or technologies; fluctuating currency exchange rates and risks associated with international operations; the need to attract and retain qualified employees; and other risks inherent in software businesses. For a discussion of these and other related risks, please refer to Quest's recent SEC (News - Alert) filings, including the Annual Report on Form 10-K for the year ended December 31, 2008, which are available on the SEC's website at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof. Quest undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date thereof.
QUEST SOFTWARE, INC.
CONDENSED CONSOLIDATED INCOME STATEMENTS
(In thousands, except per share data)
(Unaudited)
Three Months Ended
Nine Months Ended
September 30,
September 30,
2009
2008
2009
2008
Revenues:
Licenses
$
67,323
$
86,700
$
191,333
$
241,128
Services
103,526
100,865
309,371
292,650
Total revenues
170,849
187,565
500,704
533,778
Cost of revenues:
Licenses
2,197
1,921
5,740
6,110
Services
14,607
15,167
42,867
46,571
Amortization of purchased technology
4,983
5,026
14,924
14,619
Total cost of revenues
21,787
22,114
63,531
67,300
Gross profit
149,062
165,451
437,173
466,478
Operating expenses:
Sales and marketing
64,704
76,957
196,732
234,604
Research and development
34,721
37,169
107,928
114,687
General and administrative
18,971
21,120
55,170
66,811
Amortization of other purchased intangible assets
3,258
2,418
9,925
7,730
In-process research and development
-
-
-
955
Litigation loss provision
29,400
-
29,400
-
Total operating expenses
151,054
137,664
399,155
424,787
Income (loss) from operations
(1,992
)
27,787
38,018
41,691
Other income (expense), net
2,703
(6,526
)
3,338
4,385
Income before income tax provision (benefit)
711
21,261
41,356
46,076
Income tax provision (benefit)
(2,238
)
3,944
8,019
7,204
Net income
$
2,949
$
17,317
$
33,337
$
38,872
Net income per share:
Basic
$
0.03
$
0.16
$
0.36
$
0.37
Diluted
$
0.03
$
0.16
$
0.35
$
0.36
Weighted average shares:
Basic
88,968
105,434
92,540
104,334
Diluted
91,846
107,450
94,483
106,697
Reconciliation of Non-GAAP Financial Measures to Comparable U.S. GAAP Measures (Unaudited)
The Company has provided a reconciliation of each non-GAAP financial measure used in this earnings release and related conference call and webcast to the most directly comparable GAAP financial measure. These measures differ from GAAP in that they exclude amortization of intangible assets acquired with business combinations, share-based compensation expenses, acquisition related costs, expenses, including indemnification advances and settlement amounts, associated with litigation arising from Quest's stock option investigation and the estimated tax effect related to each of these items. The Company's basis for these adjustments is described below.
Quest Software's management prepares and uses non-GAAP financial measures in the presentation of the Company's results to provide a consistent understanding of its historical operating performance and comparisons with peer companies. Management believes that non-GAAP reporting provides a more meaningful representation of the Company's on-going economic performance and therefore uses non-GAAP reporting internally to evaluate and manage the Company's operations. Management believes excluding charges such as those described above from its GAAP results facilitates investors' understanding of the Company's ongoing business operating results. These non-GAAP financial measures also facilitate comparisons to the operating results of the Company's competitors and provide investors with greater transparency with respect to the supplemental information used by management in its operational and financial decision making.
Management excludes the expenses described above when evaluating the Company's operating performance and believes that the resulting non-GAAP measures are useful to investors and financial analysts in assessing the Company's operating performance due to the following factors:
The Company does not acquire businesses on a predictable cycle. The Company, therefore, believes that the presentation of non-GAAP measures that adjust for the impact of intangible asset amortization that are related to business combinations, provides investors and financial analysts with a consistent basis for comparison across accounting periods and, therefore, is useful to help investors and financial analysts better understand the Company's operating results and underlying operational trends.
Amortization costs are fixed at the time of an acquisition, then amortized over a period of several years after the acquisition and generally cannot be changed or influenced by management after the acquisition.
Although share-based compensation is an important aspect of the compensation of the Company's employees and executives, share-based compensation expense and its related tax impact are excluded as such charges are generally fixed at the time of grant and amortized over a period of several years and cannot be changed nor influenced by management after the grant.
Share-based compensation is not an expense that typically requires or will require cash settlement by the Company.
Acquisition related costs include expenses incurred for outside legal fees and costs and other professional fees.
Ongoing litigation arising from Quest's stock option investigation includes expenses incurred for outside legal fees and costs, consulting services and other professional fees, indemnification expenses for current and former directors and officers, and settlement amounts. Because these expenses are non-recurring and unique to the stock option investigation, the Company believes they are not indicative of future operating results and that investors benefit from an understanding of Quest's operating results without giving effect to them.
The estimated income tax effects on the above items adjust the provision for income taxes to reflect the effect of the non-GAAP adjustments on non-GAAP operating income.
These non-GAAP financial measures are not prepared in accordance with accounting principles generally accepted in the United States ("GAAP") and may differ from the non-GAAP information used by other companies. There are significant limitations associated with the use of non-GAAP financial measures. The additional non-GAAP financial information presented here should be considered in conjunction with, and not as a substitute for or superior to, the financial information presented in accordance with GAAP (such as net income and earnings per share) and should not be considered measures of the Company's liquidity. Furthermore, the Company in the future may exclude amortization related to new business combinations from financial measures that it releases, and the Company expects to continue to incur share-based compensation expenses.
QUEST SOFTWARE, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
TO MOST DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES
(In thousands, except per share data)
(Unaudited)
Three Months Ended September 30,
Nine Months Ended September 30,
2009
2008
2009
2008
GAAP total cost of revenues
$
21,787
$
22,114
$
63,531
$
67,300
Amortization of purchased technology
(4,983
)
(5,026
)
(14,924
)
(14,619
)
Share-based compensation expense
(185
)
(151
)
(521
)
(688
)
Non-GAAP total cost of revenues
$
16,619
$
16,937
$
48,086
$
51,993
GAAP gross profit
$
149,062
$
165,451
$
437,173
$
466,478
Amortization of purchased technology
4,983
5,026
14,924
14,619
Share-based compensation expense
185
151
521
688
Non-GAAP gross profit
$
154,230
$
170,628
$
452,618
$
481,785
GAAP income (loss) from operations
$
(1,992
)
$
27,787
$
38,018
$
41,691
Amortization of purchased technology
4,983
5,026
14,924
14,619
Amortization of other purchased intangible assets
3,258
2,418
9,925
7,730
Share-based compensation expense
4,034
5,234
11,365
15,222
Acquisition related costs
16
-
120
-
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
1,893
1,033
3,611
3,235
In-process research and development
-
-
-
955
Litigation loss provision
29,400
-
29,400
-
Non-GAAP income from operations
$
41,592
$
41,498
$
107,363
$
83,452
GAAP net income
$
2,949
$
17,317
$
33,337
$
38,872
Amortization of purchased technology
4,983
5,026
14,924
14,619
Amortization of other purchased intangible assets
3,258
2,418
9,925
7,730
Share-based compensation expense
4,034
5,234
11,365
15,222
Acquisition related costs
16
-
120
-
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
1,893
1,033
3,611
3,235
In-process research and development
-
-
-
955
Litigation loss provision
29,400
-
29,400
-
Tax effect of these adjustments
(15,349
)
(4,198
)
(21,860
)
(13,938
)
Non-GAAP net income
$
31,184
$
26,830
$
80,822
$
66,695
GAAP net income per basic share
$
0.03
$
0.16
$
0.36
$
0.37
Amortization of purchased technology
0.05
0.05
0.16
0.14
Amortization of other purchased intangible assets
0.04
0.02
0.11
0.07
Share-based compensation expense
0.05
0.05
0.12
0.15
Acquisition related costs
-
-
-
-
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
0.02
0.01
0.04
0.03
In-process research and development
-
-
-
0.01
Litigation loss provision
0.33
-
0.32
-
Tax effect of these adjustments
(0.17
)
(0.04
)
(0.24
)
(0.13
)
Non-GAAP net income per basic share
$
0.35
$
0.25
$
0.87
$
0.64
Shares used in basic per share amounts
88,968
105,434
92,540
104,334
GAAP net income per fully diluted share
$
0.03
$
0.16
$
0.35
$
0.36
Amortization of purchased technology
0.05
0.05
0.16
0.14
Amortization of other purchased intangible assets
0.04
0.02
0.11
0.07
Share-based compensation expense
0.05
0.05
0.12
0.15
Acquisition related costs
-
-
-
-
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
0.02
0.01
0.04
0.03
In-process research and development
-
-
-
0.01
Litigation loss provision
0.32
-
0.31
-
Tax effect of these adjustments
(0.17
)
(0.04
)
(0.23
)
(0.13
)
Non-GAAP net income per fully diluted share
$
0.34
$
0.25
$
0.86
$
0.63
Shares used in fully diluted per share amounts
91,846
107,450
94,483
106,697
QUEST SOFTWARE, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
TO MOST DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES (Continued)
(In thousands, except per share data)
(Unaudited)
Three Months Ended September 30, 2009
Sales and Marketing
Research and Development
General and Administrative
Amortization of Other Purchased Intangible Assets
Litigation Loss Provision
Total Operating Expenses
GAAP operating expenses
$ 64,704
$ 34,721
$ 18,971
$ 3,258
$ 29,400
$ 151,054
Amortization of other purchased intangible assets
-
-
-
(3,258)
-
(3,258)
Share-based compensation expense
(1,047)
(1,473)
(1,329)
-
-
(3,849)
Acquisition related costs
-
-
(16)
-
-
(16)
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
-
-
(1,893)
-
-
(1,893)
Litigation loss provision
-
-
-
-
(29,400)
(29,400)
Non-GAAP operating expenses
$ 63,657
$ 33,248
$ 15,733
$ -
$ -
$ 112,638
Three Months Ended September 30, 2008
Sales and Marketing
Research and Development
General and Administrative
Amortization of Other Purchased Intangible Assets
In-process Research and Development
Total Operating Expenses
GAAP operating expenses
$ 76,957
$ 37,169
$ 21,120
$ 2,418
$ -
$ 137,664
Amortization of other purchased intangible assets
-
-
-
(2,418)
-
(2,418)
Share-based compensation expense
(1,588)
(1,283)
(2,212)
-
-
(5,083)
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
-
-
(1,033)
-
-
(1,033)
In-process research and development
-
-
-
-
-
-
Non-GAAP operating expenses
$ 75,369
$ 35,886
$ 17,875
$ -
$ -
$ 129,130
Nine Months Ended September 30, 2009
Sales and Marketing
Research and Development
General and Administrative
Amortization of Other Purchased Intangible Assets
Litigation Loss Provision
Total Operating Expenses
GAAP operating expenses
$ 196,732
$ 107,928
$ 55,170
$ 9,925
$ 29,400
$ 399,155
Amortization of other purchased intangible assets
-
-
-
(9,925)
-
(9,925)
Share-based compensation expense
(3,768)
(4,074)
(3,002)
-
-
(10,844)
Acquisition related costs
-
-
(120)
-
(120)
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
-
-
(3,611)
-
-
(3,611)
Litigation loss provision
-
-
-
-
(29,400)
(29,400)
Non-GAAP operating expenses
$ 192,964
$ 103,854
$ 48,437
$ -
$ -
$ 345,255
Nine Months Ended September 30, 2008
Sales and Marketing
Research and Development
General and Administrative
Amortization of Other Purchased Intangible Assets
In-process Research and Development
Total Operating Expenses
GAAP operating expenses
$ 234,604
$ 114,687
$ 66,811
$ 7,730
$ 955
$ 424,787
Amortization of other purchased intangible assets
-
-
-
(7,730)
-
(7,730)
Share-based compensation expense
(5,537)
(4,505)
(4,492)
-
-
(14,534)
Professional fees related to our ongoing legal and indemnification expense relating to our previous restatement
-
-
(3,235)
-
-
(3,235)
In-process research and development
-
-
-
-
(955)
(955)
Non-GAAP operating expenses
$ 229,067
$ 110,182
$ 59,084
$ -
$ -
$ 398,333
QUEST SOFTWARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
ASSETS
September 30,
December 31,
2009
2008
Current assets:
Cash and cash equivalents
$
303,465
$
215,895
Restricted cash
900
2,425
Short-term investments
58,549
632
Accounts receivable, net
124,545
153,892
Prepaid expenses and other current assets
19,116
17,362
Deferred income taxes
30,776
18,460
Total current assets
537,351
408,666
Property and equipment, net
71,587
77,394
Long-term investments
-
41,410
Intangible assets, net
79,918
104,567
Goodwill
659,195
655,777
Deferred income taxes
23,313
28,026
Other assets
26,274
29,819
Total assets
$
1,397,638
$
1,345,659
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable
$
4,579
$
3,798
Accrued compensation
40,325
45,079
Other accrued expenses
27,414
39,760
Litigation loss provision
29,400
-
Current portion of loans payable
34,213
-
Current portion of income taxes payable
6,090
167
Current portion of deferred revenue
258,189
272,626
Total current liabilities
400,210
361,430
Long-term liabilities:
Long-term portion of deferred revenue
76,790
66,086
Long-term portion of income taxes payable
38,697
40,846
Long-term portion of loans payable
33,428
-
Other long-term liabilities
7,228
3,545
Total long-term liabilities
156,143
110,477
Stockholders' equity
841,285
873,752
Total liabilities and stockholders' equity
$
1,397,638
$
1,345,659
QUEST SOFTWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Three Months Ended
Nine Months Ended
September 30,
September 30,
2009
2008
2009
2008
Cash flows from operating activities:
Net income
$
2,949
$
17,317
$
33,337
$
38,872
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
11,950
11,650
36,596
34,859
Compensation expense associated with share-based payments
4,035
5,139
11,366
14,306
Deferred income taxes
(2,608
)
(2,539
)
1,184
(421
)
Unrealized gains on long-term investments, net of loss from put options
(81
)
-
(483
)
-
Excess tax benefit related to share-based compensation
(347
)
(190
)
(639
)
(3,328
)
Provision for bad debts
59
342
120
756
In-process research and development
-
-
-
955
Litigation loss provision
29,400
-
29,400
-
Other non-cash adjustments, net
(121
)
-
(61
)
-
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable
(11,936
)
(10,291
)
32,128
37,663
Prepaid expenses and other current assets
(844
)
1,207
(34
)
1,178
Other assets
2,337
544
1,687
(348
)
Accounts payable
1,310
(2,640
)
(1,988
)
(1,557
)
Accrued compensation
(652
)
(2,748
)
(7,691
)
(7,840
)
Other accrued expenses
(652
)
1,944
(10,110
)
(3,738
)
Income taxes payable
(1,973
)
6,831
(8,280
)
(7,657
)
Deferred revenue
10,436
8,539
(3,733
)
10,671
Other liabilities
481
13
3,508
33
Net cash provided by operating activities
43,743
35,118
116,307
114,404
Cash flows from investing activities:
Purchases of property and equipment
(4,337
)
(2,651
)
(8,277
)
(8,181
)
Cash paid for acquisitions, net of cash acquired
(96
)
(82,554
)
(96
)
(135,226
)
Change in restricted cash
26
(2,370
)
1,690
46,554
Purchases of cost method investments
-
-
(3,000
)
(3,160
)
Purchases of investment securities
(11,993
)
(4
)
(11,993
)
(52,003
)
Sales and maturities of investment securities
749
258
1,289
39,322
Net cash used in investing activities
(15,651
)
(87,321
)
(20,387
)
(112,694
)
Cash flows from financing activities:
Proceeds from loans payable
67,897
-
67,897
-
Repayment of loans payable
(725
)
-
(725
)
-
Repurchase of common stock
(97,203
)
-
(101,119
)
-
Repayment of capital lease obligations
(67
)
(98
)
(193
)
(205
)
Cash paid for line of credit fees
-
-
(1,979
)
-
Proceeds from the exercise of stock options
22,937
1,820
27,600
38,644
Excess tax benefit related to share-based compensation
347
190
639
3,328
Proceeds received from certain executive officers as part of our restatement remedial actions
-
200
-
200
Net cash provided by (used in) financing activities
(6,814
)
2,112
(7,880
)
41,967
Effect of exchange rate changes on cash and cash equivalents
(853
)
3,074
(470
)
1,246
Net increase (decrease) in cash and cash equivalents
20,425
(47,017
)
87,570
44,923
Cash and cash equivalents, beginning of period
283,040
327,508
215,895
235,568
Cash and cash equivalents, end of period
$
303,465
$
280,491
$
303,465
$
280,491
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