Progress Announces Third Quarter 2023 Financial Results

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Progress Software CorporationProgress Software Corporation
Progress Software Corporation

Third Quarter Results Ahead of Estimates 
ARR Up 18%; Raises Full Year Outlook

BURLINGTON, Mass., Sept. 26, 2023 (GLOBE NEWSWIRE) -- Progress (Nasdaq: PRGS), the trusted provider of infrastructure software, today announced financial results for its fiscal third quarter ended August 31, 2023.

Third Quarter 2023 Highlights1:

  • Revenue of $175.0 million increased 16% year-over-year on an actual currency basis and 14% on a constant currency basis.

  • Non-GAAP revenue of $175.8 million increased 15% year-over-year on an actual currency basis and 13% on a constant currency basis.

  • Annualized Recurring Revenue (“ARR”) of $577 million increased 18% year-over-year on a constant currency basis.

  • Operating margin was 17% and non-GAAP operating margin was 39%.

  • Diluted earnings per share was $0.42 compared to $0.50 in the same quarter last year, a decrease of 16%.

  • Non-GAAP diluted earnings per share was $1.08 compared to $1.00 in the same quarter last year, an increase of 8%.

“We are delighted that we delivered another strong quarter driven by sustained demand around the world, and continue to be confident in our business as evidenced by our increased guidance for the full year,” said Yogesh Gupta, CEO at Progress. “In addition to our solid Q3 performance, with net retention again over 100% and integration of MarkLogic on plan, we continue to be active in the search for our next M&A transaction in a market that, we believe, will keep moving in our favor as the acquirer of choice in infrastructure software.”

Additional financial highlights included:

 

Three Months Ended

 

GAAP

 

Non-GAAP1

(In thousands, except percentages and per share amounts)

August 31, 2023

 

August 31, 2022

 

% Change

 

August 31, 2023

 

August 31, 2022

 

% Change

Revenue

$

174,992

 

 

$

151,217

 

 

16

%

 

$

175,783

 

 

$

153,060

 

 

15

%

Income from operations

$

29,371

 

 

$

32,021

 

 

(8)%

 

$

68,390

 

 

$

60,075

 

 

14

%

Operating margin

 

17

%

 

 

21

%

 

(400) bps

 

 

39

%

 

 

39

%

 

 

Net income

$

19,098

 

 

$

21,797

 

 

(12)%

 

$

48,749

 

 

$

44,090

 

 

11

%

Diluted earnings per share

$

0.42

 

 

$

0.50

 

 

(16)%

 

$

1.08

 

 

$

1.00

 

 

8

%

Cash from operations (GAAP) /Adjusted free cash flow (non-GAAP)

$

46,041

 

 

$

39,670

 

 

16

%

 

$

47,649

 

 

$

39,237

 

 

21

%

Other fiscal third quarter 2023 metrics and recent results included:

  • Cash and cash equivalents were $138.0 million at the end of the quarter.

  • Days sales outstanding was 49 days compared to 48 days in the fiscal third quarter of 2022 and 44 days in the fiscal second quarter of 2023.

  • On September 20, 2023, our Board of Directors declared a quarterly dividend of $0.175 per share of common stock which will be paid on December 15, 2023 to shareholders of record as of the close of business on December 1, 2023.

1 See Important Information Regarding Non-GAAP Financial Information and a reconciliation of non-GAAP adjustments to Progress’ GAAP financial results at the end of this press release.

Anthony Folger, CFO, said: “We’re delighted to see continued strength in demand for our products, and we are pleased that our positive outlook remains on track. ARR expanded 18% in constant currency to $577M, or 2% on a pro-forma basis. Net retention rates remained above our target of +100%, at 100.6%. Operating margins for the quarter came in at 39%, MarkLogic continues to pace our integration milestones, and the balance sheet remains strong as we pay down debt while actively pursuing accretive M&A opportunities.”

2023 Business Outlook

Progress provides the following guidance for the fiscal year ending November 30, 2023 and the fiscal fourth quarter ending November 30, 2023:

 

Updated FY 2023 Guidance
(September 26, 2023)

 

Prior FY 2023 Guidance
(June 29, 2023)

(In millions, except percentages and per share amounts)

GAAP

 

Non-GAAP1

 

GAAP

 

Non-GAAP1

Revenue

$688 - $694

 

$692 - $698

 

$686 - $694

 

$690 - $698

Diluted earnings per share

$1.36 - $1.42

 

$4.20 - $4.26

 

$1.35 - $1.43

 

$4.16 - $4.24

Operating margin

15%

 

38% - 39%

 

15% - 16%

 

38% - 39%

Cash from operations (GAAP) /
Adjusted free cash flow (non-GAAP)

$175 - $181

 

$177 - $183

 

$173 - $183

 

$175 - $185

Effective tax rate

16%

 

20%

 

20% - 21%

 

20% - 21%


 

Q4 2023 Guidance

(In millions, except per share amounts)

GAAP

 

Non-GAAP1

Revenue

$171 - $177

 

$171 - $177

Diluted earnings per share

$0.13 - $0.19

 

$0.87 - $0.93

Based on current exchange rates, the expected positive currency translation impact on Progress' fiscal year 2023 business outlook compared to 2022 exchange rates on GAAP and non-GAAP revenue is approximately $2.3 million, and approximately $0.03 on GAAP and non-GAAP diluted earnings per share. The expected positive currency translation impact on Progress' fiscal Q4 2023 business outlook compared to 2022 exchange rates on GAAP and non-GAAP revenue is approximately $2.6 million, and approximately $0.01 on GAAP and non-GAAP diluted Q4 2023 earnings per share. To the extent that there are changes in exchange rates versus the current environment, this may have an impact on Progress' business outlook.

Conference Call

Progress will hold a conference call to review its financial results for the fiscal third quarter of 2023 at 5:00 p.m. ET on Tuesday, September 26, 2023. Participants must register for the conference call here: https://register.vevent.com/register/BI72285db48dff4b828a4154f9ed1f81a8. The webcast can be accessed at: https://edge.media-server.com/mmc/p/sbf62nuj/. The conference call will include comments followed by questions and answers. Attendees must register for the webcast and an archived version of the conference call and supporting materials will be available on the Progress website within the investor relations section after the live conference call.

Important Information Regarding Non-GAAP Financial Information

Progress furnishes certain non-GAAP supplemental information to our financial results. We use such non-GAAP financial measures to evaluate our period-over-period operating performance because our management team believes that by excluding the effects of certain GAAP-related items that in their opinion do not reflect the ordinary earnings of our operations, such information helps to illustrate underlying trends in our business and provides us with a more comparable measure of our continuing business, as well as greater understanding of the results from the primary operations of our business. Management also uses such non-GAAP financial measures to establish budgets and operational goals, evaluate performance, and allocate resources. In addition, the compensation of our executives and non-executive employees is based in part on the performance of our business as evaluated by such non-GAAP financial measures. We believe these non-GAAP financial measures enhance investors’ overall understanding of our current financial performance and our prospects for the future by: (i) providing more transparency for certain financial measures, (ii) presenting disclosure that helps investors understand how we plan and measure the performance of our business, (iii) affords a view of our operating results that may be more easily compared to our peer companies, and (iv) enables investors to consider our operating results on both a GAAP and non-GAAP basis (including following the integration period of our prior and proposed acquisitions). However, this non-GAAP information is not in accordance with, or an alternative to, generally accepted accounting principles in the United States (“GAAP”) and should be considered in conjunction with our GAAP results as the items excluded from the non-GAAP information may have a material impact on Progress’ financial results. A reconciliation of non-GAAP adjustments to Progress' GAAP financial results is included in the tables at the end of this press release.

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

  • Acquisition-related revenue - We include acquisition-related revenue, which constitutes revenue reflected as pre-acquisition deferred revenue that would have been recognized prior to our adoption of Accounting Standards Update No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”) during the fourth quarter of fiscal year 2021. The acquisition-related revenue in our results relates to Chef Software, Inc. and Ipswitch, Inc., which we acquired on October 5, 2020 and April 30, 2019, respectively. Since GAAP accounting required the elimination of this revenue prior to the adoption of ASU 2021-08, GAAP results alone do not fully capture all of our economic activities. We believe these adjustments are useful to management and investors as a measure of the ongoing performance of the business because, although we cannot be certain that customers will renew their contracts, we have historically experienced high renewal rates on maintenance and support agreements and other customer contracts. Upon our adoption of ASU 2021-08, this adjustment is no longer applicable to subsequent acquisitions. The remaining adjustment is related to our acquisition of Chef and is expected to continue through the end of fiscal year 2023.

  • Amortization of acquired intangibles - We exclude amortization of acquired intangibles because those 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. Adjustments include preliminary estimates relating to the valuation of intangible assets from MarkLogic Corporation (“MarkLogic”), which we acquired on February 7, 2023. The final amounts will not be available until the Company's internal procedures and reviews are completed.

  • Stock-based compensation - We exclude stock-based compensation to be consistent with the way management and, in our view, the overall financial community evaluates our performance and the methods used by analysts to calculate consensus estimates. The expense related to stock-based awards is generally not controllable in the short-term and can vary significantly based on the timing, size and nature of awards granted. As such, we do not include these charges in operating plans.

  • Restructuring expenses - In all periods presented, we exclude restructuring expenses incurred because those expenses distort trends and are not part of our core operating results. Adjustments include preliminary estimates relating to restructuring expenses from MarkLogic. The final amounts will not be available until the Company's internal procedures and reviews are completed.

  • Acquisition-related expenses - We exclude acquisition-related expenses in order to provide a more meaningful comparison of the financial results to our historical operations and forward-looking guidance and the financial results of less acquisitive peer companies. We consider these types of costs and adjustments, to a great extent, to be unpredictable and dependent on a significant number of factors that are outside of our control. Furthermore, we do not consider these acquisition-related costs and adjustments to be related to the organic continuing operations of the acquired businesses and are generally not relevant to assessing or estimating the long-term performance of the acquired assets. In addition, the size, complexity and/or volume of past acquisitions, which often drives the magnitude of acquisition-related costs, may not be indicative of the size, complexity and/or volume of future acquisitions.

  • Gain on sale of assets held for sale - We exclude the gain associated with the sale of our Bedford, Massachusetts headquarters during fiscal year 2022. We don’t believe such gains are part of our core operating results because they are inconsistent in amount and frequency and therefore may distort operating trends.

  • Cyber incident and vulnerability response expenses, net

    • Cyber incident - We exclude certain expenses resulting from the detection of irregular activity on certain portions of our corporate network, as more thoroughly described in the Form 8-K that we filed on December 19, 2022.

    • MOVEit Vulnerability - We exclude certain expenses resulting from the zero-day MOVEit Vulnerability, as more thoroughly described in the Form 8-K that we filed on June 5, 2023 and Form 10-Q filed on July 7, 2023. We currently intend to provide additional details regarding the MOVEit Vulnerability in our Form 10-Q for the quarter ended August 31, 2023.

Expenses include costs to investigate and remediate these cyber related matters, as well as legal and other professional services related thereto. Expenses related to such cyber matters are provided net of expected insurance recoveries, although the timing of recognizing insurance recoveries may differ from the timing of recognizing the associated expenses. Costs associated with the enhancement of our cybersecurity program are not included within this adjustment. We expect to continue to incur legal and other professional services expenses in future periods. Expenses related to such cyber matters are expected to result in operating expenses that would not have otherwise been incurred in the normal course of business operations. We believe that excluding these costs facilitates a more meaningful evaluation of our operating performance and comparisons to our past operating performance.

  • Provision for income taxes - We adjust 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 a substantial portion 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. As exchange rates are an important factor in understanding period-to-period comparisons, we present revenue growth rates on a constant currency basis, which helps improve the understanding of our revenue results and 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.

  • Annual Recurring Revenue ("ARR") - We provide an ARR performance metric to help investors better understand and assess the performance of our business because our mix of revenue generated from recurring sources has increased in recent years. ARR represents the annualized contract value for all active and contractually binding term-based contracts at the end of a reporting period. ARR includes maintenance, software upgrade rights, public cloud and on-premises subscription-based transactions and managed services. ARR does not have any standardized meaning and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with, or to replace, either of those items. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.

  • Net Retention Rate - We calculate net retention rate as of a period end by starting with the ARR from the cohort of all customers as of 12 months prior to such period end ("Prior Period ARR"). We then calculate the ARR from these same customers as of the current period end ("Current Period ARR"). Current Period ARR includes any expansion and is net of contraction or attrition over the last 12 months but excludes ARR from new customers in the current period. We then divide the total Current Period ARR by the total Prior Period ARR to arrive at the net retention rate. Net retention rate is not calculated in accordance with GAAP.

We also provide guidance on adjusted free cash flow, which is equal to cash flows from operating activities less purchases of property and equipment, plus restructuring payments.

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' business outlook (including the integration of MarkLogic and future acquisition activity) and financial guidance. 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: (i) economic, geopolitical and market conditions can adversely affect our business, results of operations and financial condition, including our revenue growth and profitability, which in turn could adversely affect our stock price; (ii) our international sales and operations subject us to additional risks that can adversely affect our operating results, including risks relating to foreign currency gains and losses; (iii) we may fail to achieve our financial forecasts due to such factors as delays or size reductions in transactions, fewer large transactions in a particular quarter, fluctuations in currency exchange rates, or a decline in our renewal rates for contracts; (iv) if the security measures for our software, services, other offerings or our internal information technology infrastructure are compromised or subject to a successful cyber-attack, or if our software offerings contain significant coding or configuration errors or zero-day vulnerabilities, we may experience reputational harm, legal claims and financial exposure; and (v) risks related to the disruption associated with the ongoing integration of MarkLogic. For further information regarding risks and uncertainties associated with Progress' business, please refer to Progress' filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended November 30, 2022 and Quarterly Report on Form 10-Q for the fiscal quarter ended May 31, 2023. Progress undertakes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

About Progress

Dedicated to propelling business forward in a technology-driven world, Progress (Nasdaq: PRGS) helps businesses drive faster cycles of innovation, fuel momentum and accelerate their path to success. As the trusted provider of the best products to develop, deploy and manage high-impact applications, Progress enables customers to develop the applications and experiences they need, deploy where and how they want and manage it all safely and securely. Hundreds of thousands of enterprises, including 1,700 software companies and 3.5 million developers, depend on Progress to achieve their goals—with confidence. Learn more at www.progress.com.

Progress and Progress Software are trademarks or registered trademarks of Progress Software Corporation and/or its subsidiaries or affiliates in the U.S. and other countries. Any other names contained herein may be trademarks of their respective owners.

Investor Contact:

 

Press Contact:

Michael Micciche

 

Erica McShane

Progress Software

 

Progress Software

+1 781 850 8450

 

+1 781 280 4000

Investor-Relations@progress.com

 

PR@progress.com

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

 

Three Months Ended

 

Nine Months Ended

(In thousands, except per share data)

August 31,
2023

 

August 31,
2022

 

% Change

 

August 31,
2023

 

August 31,
2022

 

% Change

Revenue:

 

 

 

 

 

 

 

 

 

 

 

Software licenses

$

50,544

 

 

$

47,618

 

 

6

%

 

$

164,519

 

 

$

135,182

 

 

22

%

Maintenance and services

 

124,448

 

 

 

103,599

 

 

20

%

 

 

352,950

 

 

 

309,704

 

 

14

%

Total revenue

 

174,992

 

 

 

151,217

 

 

16

%

 

 

517,469

 

 

 

444,886

 

 

16

%

Costs of revenue:

 

 

 

 

 

 

 

 

 

 

 

Cost of software licenses

 

2,732

 

 

 

2,477

 

 

10

%

 

 

7,998

 

 

 

7,669

 

 

4

%

Cost of maintenance and services

 

22,192

 

 

 

15,761

 

 

41

%

 

 

62,663

 

 

 

46,707

 

 

34

%

Amortization of acquired intangibles

 

7,995

 

 

 

5,558

 

 

44

%

 

 

22,253

 

 

 

16,589

 

 

34

%

Total costs of revenue

 

32,919

 

 

 

23,796

 

 

38

%

 

 

92,914

 

 

 

70,965

 

 

31

%

Gross profit

 

142,073

 

 

 

127,421

 

 

11

%

 

 

424,555

 

 

 

373,921

 

 

14

%

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

38,612

 

 

 

34,595

 

 

12

%

 

 

112,513

 

 

 

100,768

 

 

12

%

Product development

 

33,138

 

 

 

28,650

 

 

16

%

 

 

98,396

 

 

 

85,966

 

 

14

%

General and administrative

 

20,791

 

 

 

20,141

 

 

3

%

 

 

61,046

 

 

 

56,339

 

 

8

%

Amortization of acquired intangibles

 

17,668

 

 

 

11,716

 

 

51

%

 

 

48,825

 

 

 

35,330

 

 

38

%

Cyber incident and vulnerability response expenses, net

 

951

 

 

 

 

 

*

 

 

5,126

 

 

 

 

 

*

Restructuring expenses

 

843

 

 

 

130

 

 

*

 

 

6,230

 

 

 

784

 

 

*

Acquisition-related expenses

 

699

 

 

 

168

 

 

*

 

 

4,433

 

 

 

3,816

 

 

16

%

Gain on sale of assets held for sale

 

 

 

 

 

 

*

 

 

 

 

 

(10,770

)

 

*

Total operating expenses

 

112,702

 

 

 

95,400

 

 

18

%

 

 

336,569

 

 

 

272,233

 

 

24

%

Income from operations

 

29,371

 

 

 

32,021

 

 

(8)%

 

 

87,986

 

 

 

101,688

 

 

(13)%

Other expense, net

 

(8,419

)

 

 

(4,339

)

 

94

%

 

 

(22,501

)

 

 

(11,209

)

 

101

%

Income before income taxes

 

20,952

 

 

 

27,682

 

 

(24)%

 

 

65,485

 

 

 

90,479

 

 

(28)%

Provision for income taxes

 

1,854

 

 

 

5,885

 

 

(68)%

 

 

10,623

 

 

 

19,118

 

 

(44)%

Net income

$

19,098

 

 

$

21,797

 

 

(12)%

 

$

54,862

 

 

$

71,361

 

 

(23)%

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.44

 

 

$

0.50

 

 

(12)%

 

$

1.27

 

 

$

1.64

 

 

(23)%

Diluted

$

0.42

 

 

$

0.50

 

 

(16)%

 

$

1.23

 

 

$

1.61

 

 

(24)%

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

43,452

 

 

 

43,211

 

 

1

%

 

 

43,365

 

 

 

43,589

 

 

(1)%

Diluted

 

44,981

 

 

 

43,935

 

 

2

%

 

 

44,543

 

 

 

44,299

 

 

1

%

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

$

0.175

 

 

$

0.175

 

 

%

 

$

0.525

 

 

$

0.525

 

 

%


Stock-based compensation is included in the condensed consolidated statements of operations, as follows:

 

 

 

 

 

 

Cost of revenue

$

797

 

 

$

527

 

 

51

%

 

$

2,146

 

 

$

1,410

 

 

52

%

Sales and marketing

 

1,763

 

 

 

1,331

 

 

32

%

 

 

5,027

 

 

 

3,423

 

 

47

%

Product development

 

3,065

 

 

 

2,586

 

 

19

%

 

 

9,112

 

 

 

7,548

 

 

21

%

General and administrative

 

4,447

 

 

 

4,195

 

 

6

%

 

 

13,826

 

 

 

13,729

 

 

1

%

Total

$

10,072

 

 

$

8,639

 

 

17

%

 

$

30,111

 

 

$

26,110

 

 

15

%

*not meaningful

CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

(In thousands)

August 31, 2023

 

November 30, 2022

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

137,999

 

$

256,277

Accounts receivable, net

 

99,726

 

 

97,834

Unbilled receivables

 

31,668

 

 

29,158

Other current assets

 

33,447

 

 

42,784

Total current assets

 

302,840

 

 

426,053

Property and equipment, net

 

16,166

 

 

14,927

Goodwill and intangible assets, net

 

1,204,872

 

 

888,392

Right-of-use lease assets

 

20,596

 

 

17,574

Long-term unbilled receivables

 

33,121

 

 

39,936

Other assets

 

19,873

 

 

24,597

Total assets

$

1,597,468

 

$

1,411,479

Liabilities and shareholders’ equity

 

 

 

Current liabilities:

 

 

 

Accounts payable and other current liabilities

$

83,624

 

$

76,629

Current portion of long-term debt, net

 

11,390

 

 

6,234

Short-term operating lease liabilities

 

10,088

 

 

7,471

Short-term deferred revenue, net

 

219,601

 

 

227,670

Total current liabilities

 

324,703

 

 

318,004

Long-term debt, net

 

389,388

 

 

259,220

Convertible senior notes, net

 

354,246

 

 

352,625

Long-term operating lease liabilities

 

15,086

 

 

15,041

Long-term deferred revenue, net

 

60,167

 

 

54,770

Other long-term liabilities

 

8,832

 

 

13,315

Shareholders’ equity:

 

 

 

Common stock and additional paid-in capital

 

361,500

 

 

332,083

Retained earnings

 

83,546

 

 

66,421

Total shareholders’ equity

 

445,046

 

 

398,504

Total liabilities and shareholders’ equity

$

1,597,468

 

$

1,411,479

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

 

Three Months Ended

 

Nine Months Ended

(In thousands)

August 31,
2023

 

August 31,
2022

 

August 31,
2023

 

August 31,
2022

Cash flows from operating activities:

 

 

 

 

 

 

 

Net income

$

19,098

 

 

$

21,797

 

 

$

54,862

 

 

$

71,361

 

Depreciation and amortization

 

27,892

 

 

 

19,219

 

 

 

77,432

 

 

 

57,816

 

Gain on sale of assets held for sale

 

 

 

 

 

 

 

 

 

 

(10,770

)

Stock-based compensation

 

10,072

 

 

 

8,639

 

 

 

30,111

 

 

 

26,110

 

Other non-cash adjustments

 

(4,935

)

 

 

234

 

 

 

(11,091

)

 

 

6,349

 

Changes in operating assets and liabilities

 

(6,086

)

 

 

(10,219

)

 

 

(10,555

)

 

 

1,157

 

Net cash flows from operating activities

 

46,041

 

 

 

39,670

 

 

 

140,759

 

 

 

152,023

 

Capital expenditures

 

(1,212

)

 

 

(1,107

)

 

 

(3,181

)

 

 

(3,086

)

Issuances of common stock, net of repurchases

 

4,008

 

 

 

(21,438

)

 

 

(9,627

)

 

 

(65,140

)

Dividend payments to shareholders

 

(7,798

)

 

 

(7,778

)

 

 

(23,669

)

 

 

(23,351

)

Payments for acquisitions, net of cash acquired

 

846

 

 

 

 

 

 

(355,250

)

 

 

 

Proceeds from the issuance of debt, net of payment of issuance costs

 

 

 

 

 

 

 

195,000

 

 

 

5,517

 

Principal payment on term loan and repayment of revolving line of credit

 

(31,720

)

 

 

(1,719

)

 

 

(60,157

)

 

 

(5,154

)

Other

 

2,303

 

 

 

(8,677

)

 

 

(2,153

)

 

 

6,682

 

Net change in cash, cash equivalents and short-term investments

 

12,468

 

 

 

(1,049

)

 

 

(118,278

)

 

 

67,491

 

Cash, cash equivalents and short-term investments, beginning of period

 

125,531

 

 

 

225,913

 

 

 

256,277

 

 

 

157,373

 

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

$

137,999

 

 

$

224,864

 

 

$

137,999

 

 

$

224,864

 

RECONCILIATIONS OF GAAP TO NON-GAAP SELECTED FINANCIAL MEASURES1
(Unaudited)

 

Three Months Ended

 

Nine Months Ended

(In thousands, except per share data)

August 31,
2023

 

August 31,
2022

 

August 31,
2023

 

August 31,
2022

Adjusted revenue:

 

 

 

 

 

 

 

GAAP revenue

$

174,992

 

 

$

151,217

 

 

$

517,469

 

 

$

444,886

 

Acquisition-related revenue

 

791

 

 

 

1,843

 

 

 

3,158

 

 

 

6,558

 

Non-GAAP revenue

$

175,783

 

 

$

153,060

 

 

$

520,627

 

 

$

451,444

 

 

 

 

 

 

 

 

 

Adjusted income from operations:

 

 

 

 

 

 

 

GAAP income from operations

$

29,371

 

 

$

32,021

 

 

$

87,986

 

 

$

101,688

 

Amortization of acquired intangibles

 

25,663

 

 

 

17,274

 

 

 

71,078

 

 

 

51,919

 

Restructuring expenses and other

 

843

 

 

 

130

 

 

 

6,230

 

 

 

784

 

Stock-based compensation

 

10,072

 

 

 

8,639

 

 

 

30,111

 

 

 

26,110

 

Acquisition-related revenue and expenses

 

1,490

 

 

 

2,011

 

 

 

7,591

 

 

 

10,374

 

Cyber incident and vulnerability response expenses, net

 

951

 

 

 

 

 

 

5,126

 

 

 

 

Gain on sale of assets held for sale

 

 

 

 

 

 

 

 

 

 

(10,770

)

Non-GAAP income from operations

$

68,390

 

 

$

60,075

 

 

$

208,122

 

 

$

180,105

 

 

 

 

 

 

 

 

 

Adjusted net income:

 

 

 

 

 

 

 

GAAP net income

$

19,098

 

 

$

21,797

 

 

$

54,862

 

 

$

71,361

 

Amortization of acquired intangibles

 

25,663

 

 

 

17,274

 

 

 

71,078

 

 

 

51,919

 

Restructuring expenses and other

 

843

 

 

 

130

 

 

 

6,230

 

 

 

784

 

Stock-based compensation

 

10,072

 

 

 

8,639

 

 

 

30,111

 

 

 

26,110

 

Acquisition-related revenue and expenses

 

1,490

 

 

 

2,011

 

 

 

7,591

 

 

 

10,374

 

Gain on sale of assets held for sale

 

 

 

 

 

 

 

 

 

 

(10,770

)

Cyber incident and vulnerability response expenses, net

 

951

 

 

 

 

 

 

5,126

 

 

 

 

Provision for income taxes

 

(9,368

)

 

 

(5,761

)

 

 

(26,553

)

 

 

(16,242

)

Non-GAAP net income

$

48,749

 

 

$

44,090

 

 

$

148,445

 

 

$

133,536

 

 

 

 

 

 

 

 

 

Adjusted diluted earnings per share:

 

 

 

 

 

 

 

GAAP diluted earnings per share

$

0.42

 

 

$

0.50

 

 

$

1.23

 

 

$

1.61

 

Amortization of acquired intangibles

 

0.57

 

 

 

0.39

 

 

 

1.60

 

 

 

1.17

 

Stock-based compensation

 

0.23

 

 

 

0.19

 

 

 

0.67

 

 

 

0.59

 

Restructuring expenses and other

 

0.02

 

 

 

 

 

 

0.14

 

 

 

0.02

 

Acquisition-related revenue and expenses

 

0.03

 

 

 

0.05

 

 

 

0.17

 

 

 

0.23

 

Gain on sale of assets held for sale

 

 

 

 

 

 

 

 

 

 

(0.24

)

Cyber incident and vulnerability response expenses, net

 

0.02

 

 

 

 

 

 

0.12

 

 

 

 

Provision for income taxes

 

(0.21

)

 

 

(0.13

)

 

 

(0.60

)

 

 

(0.37

)

Non-GAAP diluted earnings per share

$

1.08

 

 

$

1.00

 

 

$

3.33

 

 

$

3.01

 

 

 

 

 

 

 

 

 

Non-GAAP weighted avg shares outstanding - diluted

 

44,981

 

 

 

43,935

 

 

 

44,543

 

 

 

44,299

 

 

 

 

 

 

 

 

 

OTHER NON-GAAP FINANCIAL MEASURES1
(Unaudited)

Adjusted Free Cash Flow

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Nine Months Ended

(In thousands)

August 31,
2023

 

August 31,
2022

 

% Change

 

August 31,
2023

 

August 31,
2022

 

% Change

Cash flows from operations

$

46,041

 

 

$

39,670

 

 

16

%

 

$

140,759

 

 

$

152,023

 

 

(7)%

Purchases of property and equipment

 

(1,212

)

 

 

(1,107

)

 

9

%

 

 

(3,181

)

 

 

(3,086

)

 

3

%

Free cash flow

 

44,829

 

 

 

38,563

 

 

16

%

 

 

137,578

 

 

 

148,937

 

 

(8)%

Add back: restructuring payments

 

2,820

 

 

 

674

 

 

318

%

 

 

4,982

 

 

 

3,019

 

 

65

%

Adjusted free cash flow

$

47,649

 

 

$

39,237

 

 

21

%

 

$

142,560

 

 

$

151,956

 

 

(6)%

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR FISCAL YEAR 2023 GUIDANCE1
(Unaudited)

Fiscal Year 2023 Updated Revenue Guidance

 

Fiscal Year Ended

 

Fiscal Year Ending

 

November 30, 2022

 

November 30, 2023

(In millions)

 

 

Low

 

% Change

 

High

 

% Change

GAAP revenue

$

602.0

 

$

688.3

 

14

%

 

$

694.3

 

15

%

Acquisition-related adjustments - revenue

 

8.6

 

 

3.7

 

(57)%

 

 

3.7

 

(57)%

Non-GAAP revenue

$

610.6

 

$

692.0

 

13

%

 

$

698.0

 

14

%


Fiscal Year 2023 Updated Non-GAAP Operating Margin Guidance

 

Fiscal Year Ending November 30, 2023

(In millions)

Low

 

High

GAAP income from operations

$

102.8

 

 

$

106.6

 

GAAP operating margins

 

15

%

 

 

15

%

Acquisition-related revenue

 

3.7

 

 

 

3.7

 

Acquisition-related expense

 

5.0

 

 

 

5.0

 

Restructuring expense

 

10.0

 

 

 

10.0

 

Stock-based compensation

 

40.7

 

 

 

40.7

 

Amortization of acquired intangibles

 

96.6

 

 

 

96.6

 

Cyber incident and vulnerability response expenses, net

 

6.8

 

 

 

6.8

 

Total adjustments(2)

 

162.8

 

 

 

162.8

 

Non-GAAP income from operations

$

265.6

 

 

$

269.4

 

Non-GAAP operating margin

 

38

%

 

 

39

%

(2)Total adjustments include preliminary estimates relating to the valuation of intangible assets acquired from MarkLogic and restructuring expenses. The final amounts will not be available until the Company's internal procedures and reviews are completed.


Fiscal Year 2023 Updated Non-GAAP Earnings per Share and Effective Tax Rate Guidance

 

Fiscal Year Ending November 30, 2023

(In millions, except per share data)

Low

 

High

GAAP net income

$

60.8

 

 

$

63.8

 

Adjustments (from previous table)

 

162.8

 

 

 

162.8

 

Income tax adjustment(3)

 

(35.4

)

 

 

(35.7

)

Non-GAAP net income

$

188.2

 

 

$

190.9

 

 

 

 

 

GAAP diluted earnings per share

$

1.36

 

 

$

1.42

 

Non-GAAP diluted earnings per share

$

4.20

 

 

$

4.26

 

 

 

 

 

Diluted weighted average shares outstanding

 

44.8

 

 

 

44.8

 


 

 

 

 

 

 

 

 

2Tax adjustment is based on a non-GAAP effective tax rate of approximately 20%, calculated as follows:

Non-GAAP income from operations

$

265.6

 

 

$

269.4

 

Other (expense) income

 

(30.5

)

 

 

(30.5

)

Non-GAAP income from continuing operations before income taxes

 

235.1

 

 

 

238.9

 

Non-GAAP net income

 

188.2

 

 

 

190.9

 

Tax provision

$

46.9

 

 

$

48.0

 

Non-GAAP tax rate

 

20

%

 

 

20

%

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR FISCAL YEAR 2023 GUIDANCE1
(Unaudited)

Fiscal Year 2023 Adjusted Free Cash Flow Guidance

 

Fiscal Year Ending November 30, 2023

(In millions)

Low

 

High

Cash flows from operations (GAAP)

$

175

 

 

$

181

 

Purchases of property and equipment

 

(5

)

 

 

(5

)

Add back: restructuring payments

 

7

 

 

 

7

 

Adjusted free cash flow (non-GAAP)

$

177

 

 

$

183

 

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR Q4 2023 GUIDANCE1
(Unaudited)

Q4 2023 Revenue Guidance

 

Three Months Ended

 

Three Months Ending

 

November 30, 2022

 

November 30, 2023

(In millions)

 

 

Low

 

% Change

 

High

 

% Change

GAAP revenue

$

157.1

 

$

170.8

 

9

%

 

$

176.8

 

13

%

Acquisition-related adjustments - revenue

 

2.1

 

 

0.6

 

(71)%

 

 

0.6

 

(71)%

Non-GAAP revenue

$

159.2

 

$

171.4

 

8

%

 

$

177.4

 

11

%


Q4 2023 Non-GAAP Earnings per Share Guidance

 

Three Months Ending November 30, 2023

 

Low

 

High

GAAP diluted earnings per share

$

0.13

 

 

$

0.19

 

Acquisition-related revenue

 

0.01

 

 

 

0.01

 

Acquisition-related expense

 

0.01

 

 

 

0.01

 

Restructure expense

 

0.08

 

 

 

0.08

 

Stock-based compensation

 

0.23

 

 

 

0.23

 

Amortization of acquired intangibles

 

0.56

 

 

 

0.56

 

Cyber incident and vulnerability response expenses, net

 

0.04

 

 

 

0.04

 

Total adjustments

 

0.93

 

 

 

0.93

 

Income tax adjustment

 

(0.19

)

 

 

(0.19

)

Non-GAAP diluted earnings per share

$

0.87

 

 

$

0.93

 



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