|
-
Fourth quarter non-GAAP revenues of $59.4 million increase 21% over
prior year
-
Fourth quarter non-GAAP operating income of $8.7 million increases
16% over prior year
WALTHAM, Mass.--(BUSINESS WIRE)--Phase Forward Incorporated (NASDAQ: PFWD), a leading provider of data
management solutions for clinical trials and drug safety, today
announced its financial results for the fourth quarter and full year
2009.
GAAP revenues for the fourth quarter of 2009 were $58.8 million, a 22%
increase from $48.3 million in the fourth quarter of 2008. Within total
revenues, electronic data capture (EDC) license, application hosting and
other related revenues were $41.6 million, representing 70% of fourth
quarter total non-GAAP revenues and an increase of 18% from $35.3
million in the prior year period.
Bob Weiler, chairman and chief executive officer, remarked, “The fourth
quarter was a strong finish to a successful year for Phase Forward and
was highlighted by revenue growth and non-GAAP operating income that was
at the high-end of our guidance. We also won a number of highly
competitive EDC evaluations, experienced continued rapid growth with our
Phase Forward™ IRT offering, signed the first multi-million dollar
agreement related to our Clinical Development Center offering from Waban
and made progress bringing our late stage/ePRO solutions to market.”
Weiler added, “2009 was one of the most important years in the history
of our company. We took major steps to evolve Phase Forward from the
leading EDC vendor to the first end-to-end provider of an integrated
clinical research suite (ICRS) spanning EDC, IRT, data and statistical
analysis platforms, safety and ePRO/late solutions. The strength of our
business model and balance sheet enabled us to execute on our strategy
when we did. We are already starting to see the benefits of our expanded
offering and believe our early lead in providing an end-to-end ICRS
offering will become increasingly important moving forward.”
For the fourth quarter of 2009, GAAP income from operations was
$539,000, a reduction from $3.4 million in the fourth quarter of 2008
due primarily to non-cash expenses relating to a $2.3 million impairment
charge and a $700,000 increase in the amortization of intangible assets
resulting from acquisitions. GAAP net loss for the period was $68,000,
or $0.00 per diluted share, compared to GAAP net income of $2.7 million,
or $0.06 per diluted share in the fourth quarter of 2008.
For the fourth quarter of 2009, non-GAAP revenues were $59.4 million,
which excludes a $597,000 purchase accounting adjustment to record
deferred revenues and backlog assumed in acquisitions at fair value.
Non-GAAP income from operations was $8.7 million, an increase from $7.5
million in the prior year period, representing a non-GAAP operating
margin of 15%. Non-GAAP net income for the period was $5.9 million, or
$0.13 per diluted share, compared to $5.8 million, or $0.13 per diluted
share, in the fourth quarter of 2008.
The attached table presents a reconciliation of GAAP to non-GAAP
revenues, income (loss) from operations and net income and net income
per share applicable to common stockholders for the three and twelve
months ended December 31, 2008 and 2009. Non-GAAP results exclude the
impact of stock-based compensation expense, amortization of intangible
assets, the effects of purchase accounting adjustment to record deferred
revenues and backlog assumed in acquisitions at fair value, impairment
of intangible assets and restructuring expenses.
Total cash, cash equivalents and investments were $135.5 million at the
end of the fourth quarter, a decrease of $11.7 million from $147.2
million at the end of the prior quarter. For the fourth quarter,
positive cash flow from operations of $15.1 million was offset by $12.9
million in capital spending and $14.0 million in cash used to repurchase
shares as part of the $40 million share repurchase program approved by
the Board of Directors and announced during the fourth quarter. Total
deferred revenues were $98.4 million at the end of the quarter, down
from $103.6 million at the end of the prior quarter and up from $88.5
million at the end of the fourth quarter of 2008.
Other Fourth Quarter and Recent Business Highlights
-
During the fourth quarter, the company hosted its 8th
annual International Users Conference (IUC) in Boston, Massachusetts,
in addition to its annual users conference in Japan. Over 100
companies were in attendance at these combined events, including a
near doubling in attendance at Japan’s users conference, as Phase
Forward officially launched its integrated, end-to-end ICRS offering
and strategy.
-
Strong growth related to the company’s Interactive Response Technology
(IRT) offering continued in the fourth quarter and included a combined
EDC/IRT agreement with Dow Pharmaceutical. IRT-related revenue grew
over 130% during the fourth quarter as compared to the prior year.
-
The company announced a major new release of its IRT solution, Phase
Forward™ IRT 5.0, which gives managers direct control over clinical
supply management and helps to provide assurance of supply
availability at randomization. Phase Forward IRT 5.0 also offers a new
integrated drug forecasting module for advanced global clinical trial
supply management and a new, enhanced user interface to streamline
navigation and consolidate workflow.
-
The Cancer Research UK's Drug Development Office, the drug development
arm of the world's largest independent organization dedicated to
cancer research, signed a multi-year agreement in which they are
standardizing on Phase Forward's InForm™ GTM solution. Phase Forward
was selected based on its partnership approach, global services team,
the technical strength and scalability of its product, broad
experience with oncology trials and the availability of investigators
trained in using InForm.
-
PharmaNet Development Group, Inc., a global drug development services
company, signed a multi-year agreement to offer Phase Forward’s InForm
GTM solution to its customers worldwide. PharmaNet provides a
comprehensive range of services to the pharmaceutical, biotechnology,
generic drug and medical device industries that includes clinical
trial data management.
-
The company’s CRO-related non-GAAP revenues of $13.6 million grew 30%
year-over-year during the fourth quarter.
Full Year 2009 Summary Financial Results
GAAP revenues in 2009 were $213.3 million, a 25% increase from $170.2
million in 2008. Within total revenues, EDC license, application hosting
and other related revenues were $154.7 million, an increase of 21% from
$127.9 million in 2008, representing 73% of 2009 total revenues.
GAAP income from operations was $11.2 million in 2009, compared to $16.4
million in 2008. GAAP net income was $8.0 million, or $0.18 per diluted
share, in 2009, compared to $13.8 million, or $0.32 per diluted share,
in 2008.
Non-GAAP revenues in 2009 were $216.3 million, a year-over-year increase
of 26% from $171.2 million in 2008. Non-GAAP income from operations was
$33.6 million in 2009, representing an increase of 21% from 2008 and a
full year operating margin of 16%. Non-GAAP net income was $23.1
million, or $0.52 per diluted share, in 2009. Non-GAAP net income was
$21.3 million, or $0.48 per diluted share, in 2008.
The attached table presents a reconciliation of GAAP to non-GAAP
revenues, income (loss) from operations and net income and net income
per share applicable to common stockholders for the three and twelve
months ended December 31, 2008 and 2009.
Financial Outlook
“As we begin 2010, we expect Phase Forward to deliver solid financial
results, characterized by low to mid-teen revenue growth and a
continuation of the recent trend of margin expansion,” said Weiler.
“With many of the visionaries and largest companies in the
pharmaceutical industry further down the path from an EDC adoption
perspective, it will be increasingly important for vendors to deliver a
true end-to-end ICRS offering. During 2010, and even more so in future
years, we expect areas complementary to EDC to be the fastest growing
segments of the ICRS market. Moreover, it will be these areas along with
the ability to deliver an end-to-end ICRS offering that customers will
increasingly evaluate when making decisions on strategic vendor
relationships. We believe Phase Forward’s market share lead in EDC and
status as the only true ICRS vendor at this time position the company
well to sustain and potentially increase revenue growth as the market
evolves toward purchases of integrated applications and end-to-end ICRS
offerings.”
The following statements are based on current expectations and the
company assumes no obligation to update or confirm them. These
statements are forward-looking and inherently uncertain. Actual results
may differ materially as a result of the factors identified below and
the factors identified in our public filings made with the Securities
and Exchange Commission, or other factors.
For the first quarter of 2010, the company currently expects the
following:
-
Non-GAAP revenue: $56.0 to $57.5 million
-
Non-GAAP operating income: $7.3 to $8.1 million
-
Non-GAAP EPS: $0.11 to $0.12
-
GAAP EPS: $0.03 to $0.04
For the full year 2010, the company currently expects the following:
-
Non-GAAP revenue: $240.0 to $248.0 million
-
Non-GAAP operating income: $36.5 to $40.5 million
-
Non-GAAP EPS: $0.54 to $0.60
-
GAAP EPS: $0.26 to $0.32
GAAP EPS includes purchase accounting adjustments related to some of our
acquisitions to record the assumed deferred revenues and backlog at fair
value, non-cash expenses associated with stock-based compensation
expense and the amortization of intangible assets. The expected GAAP and
non-GAAP EPS reflects an estimated tax rate of 37% to 38%.
Conference Call
The company plans to host its investor conference call today at 5:00
p.m. ET to discuss its financial results for the fourth quarter and full
year 2009 and its outlook for the first quarter and full year 2010.
The investor conference call will be available via live webcast on Phase
Forward’s web site at www.phaseforward.com
under the tab “Investors.” To participate by telephone, the domestic
dial-in number is 888-680-0865 and the international dial-in is +1
617-213-4853. The access code is 92050428. Investors are advised to dial
into the call at least ten minutes prior to the call to register. The
webcast will be available for replay until Thursday, March 4, 2010 on
the “Investors” page of Phase Forward’s website.
About Phase Forward
Phase Forward is a leading provider of integrated data management
solutions for clinical trials and drug safety. Phase Forward's products
and services have been utilized in over 10,000 clinical trials involving
more than 1,000,000 clinical trial study participants at over 300
organizations and regulatory agencies worldwide including: AstraZeneca,
Boston Scientific, Dana-Farber Cancer Institute, Eli Lilly, the U.S.
Food and Drug Administration, GlaxoSmithKline, Harvard Clinical Research
Institute, Merck Serono, Novartis, Novo Nordisk, PAREXEL International,
Procter & Gamble, Quintiles, sanofi-aventis, Schering-Plough Research
Institute, Servier, SGS, Tibotec and the U.K. Medicines and Healthcare
Products Regulatory Agency. Additional information about Phase Forward
is available at www.phaseforward.com.
Cautionary Statement
Certain statements made in this press release that are not based on
historical information are forward-looking statements which are made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. This press release contains express or
implied forward-looking statements relating to, among other things,
Phase Forward's expectations and assumptions concerning management's
forecast of financial performance, the performance of Phase Forward's
products and services, future business and operations plans of Phase
Forward's customers, the ability of Phase Forward's customers to realize
benefits from the use of Phase Forward's products and services, possible
acquisitions, integration of acquired businesses, and management's
plans, objectives and strategies. These statements are neither promises
nor guarantees, but are subject to a variety of risks and uncertainties,
many of which are beyond Phase Forward's control, which could cause
actual results to differ materially from those contemplated in these
forward-looking statements. In particular, the risks and uncertainties
include, among other things, changes in our customers' industries; our
ability to convince prospective customers to adopt our solutions;
competition and changes in competition during future periods; changing
customer requirements; governmental regulation; our ability to maintain
or increase profitability; fluctuations in our operating results; long
sales and implementation cycles; our dependence on a limited number of
customers or suppliers; product performance; third party service
interruptions or delays; technology failures; our ability to maintain
customer relationships and contracts; our ability to retain and hire
skilled personnel; our ability to protect our intellectual property
rights; product liability or intellectual property infringement claims
brought against us; acquisitions; our ability to manage our rapid
growth; our ability to obtain capital when desired on favorable terms;
and the volatility of the market price of our common stock. Existing and
prospective investors are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof.
Phase Forward undertakes no obligation to update or revise the
information contained in this press release, whether as a result of new
information, future events or circumstances or otherwise. For additional
disclosure regarding these and other risks faced by Phase Forward, see
the disclosure contained in Phase Forward's public filings with the
Securities and Exchange Commission including, without limitation, its
most recent Annual Report on Form 10-K.
Non-GAAP Financial Information
Phase Forward provides non-GAAP revenues, income from operations, net
income, and net income per share applicable to common stockholders data
as additional information for its operating results. These measures are
not in accordance with, or an alternative for, generally accepted
accounting principles and may be different from non-GAAP measures used
by other companies. Phase Forward's management believes these non-GAAP
measures are useful to investors because this supplemental information
facilitates comparisons to prior periods. Management uses these non-GAAP
measures to evaluate its financial results, develop budgets and manage
expenditures. Investors are encouraged to review the reconciliations of
these non-GAAP financial measures to the comparable GAAP results, which
are attached to this press release.
|
|
|
Phase Forward Incorporated
|
|
Condensed Consolidated Statements of Income
|
|
(unaudited)
|
|
(in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
License
|
$
|
14,029
|
|
|
$
|
15,867
|
|
|
$
|
52,704
|
|
|
$
|
59,837
|
|
Service
|
|
34,293
|
|
|
|
42,954
|
|
|
|
117,480
|
|
|
|
153,420
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues
|
|
48,322
|
|
|
|
58,821
|
|
|
|
170,184
|
|
|
|
213,257
|
|
Costs of revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
License(2)
|
|
596
|
|
|
|
609
|
|
|
|
2,715
|
|
|
|
2,519
|
|
Service(1), (2)
|
|
19,820
|
|
|
|
25,696
|
|
|
|
70,225
|
|
|
|
89,916
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cost of revenues
|
|
20,416
|
|
|
|
26,305
|
|
|
|
72,940
|
|
|
|
92,435
|
|
Gross margin:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
License
|
|
13,433
|
|
|
|
15,258
|
|
|
|
49,989
|
|
|
|
57,318
|
|
Service
|
|
14,473
|
|
|
|
17,258
|
|
|
|
47,255
|
|
|
|
63,504
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total gross margin
|
|
27,906
|
|
|
|
32,516
|
|
|
|
97,244
|
|
|
|
120,822
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing(1), (2)
|
|
8,063
|
|
|
|
9,650
|
|
|
|
28,021
|
|
|
|
33,750
|
|
Research and development(1)
|
|
7,497
|
|
|
|
10,282
|
|
|
|
25,500
|
|
|
|
37,526
|
|
General and administrative(1), (2)
|
|
8,447
|
|
|
|
9,752
|
|
|
|
26,821
|
|
|
|
36,067
|
|
Lease exit costs
|
|
527
|
|
|
|
-
|
|
|
|
527
|
|
|
|
-
|
|
Impairment of intangible assets
|
|
-
|
|
|
|
2,293
|
|
|
|
-
|
|
|
|
2,293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
|
|
24,534
|
|
|
|
31,977
|
|
|
|
80,869
|
|
|
|
109,636
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
3,372
|
|
|
|
539
|
|
|
|
16,375
|
|
|
|
11,186
|
|
Other income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
1,093
|
|
|
|
271
|
|
|
|
5,863
|
|
|
|
1,744
|
|
Other, net
|
|
(810
|
)
|
|
|
(72
|
)
|
|
|
(1,039
|
)
|
|
|
513
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income
|
|
283
|
|
|
|
199
|
|
|
|
4,824
|
|
|
|
2,257
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes
|
|
3,655
|
|
|
|
738
|
|
|
|
21,199
|
|
|
|
13,443
|
|
Provision for income taxes
|
|
947
|
|
|
|
806
|
|
|
|
7,354
|
|
|
|
5,397
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
$
|
2,708
|
|
|
$
|
(68
|
)
|
|
$
|
13,845
|
|
|
$
|
8,046
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per share applicable to common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
$
|
0.06
|
|
|
$
|
(0.00
|
)
|
|
$
|
0.33
|
|
|
$
|
0.19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
$
|
0.06
|
|
|
$
|
(0.00
|
)
|
|
$
|
0.32
|
|
|
$
|
0.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares used in net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
income (loss) per share calculations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
42,308
|
|
|
|
42,741
|
|
|
|
42,092
|
|
|
|
42,663
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
43,945
|
|
|
|
42,741
|
|
|
|
43,942
|
|
|
|
44,437
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Amounts include stock-based compensation expense, as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs of service revenues
|
$
|
340
|
|
|
$
|
736
|
|
|
$
|
1,618
|
|
|
$
|
2,018
|
|
Sales and marketing
|
|
302
|
|
|
|
775
|
|
|
|
1,377
|
|
|
|
2,078
|
|
Research and development
|
|
251
|
|
|
|
1,285
|
|
|
|
1,182
|
|
|
|
3,750
|
|
General and administrative
|
|
1,421
|
|
|
|
1,311
|
|
|
|
4,168
|
|
|
|
5,451
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stock-based compensation expense
|
$
|
2,314
|
|
|
$
|
4,107
|
|
|
$
|
8,345
|
|
|
$
|
13,297
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) Amounts include amortization of intangible assets, as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs of license revenues
|
$
|
155
|
|
|
$
|
208
|
|
|
$
|
792
|
|
|
$
|
765
|
|
Costs of service revenues
|
|
61
|
|
|
|
292
|
|
|
|
61
|
|
|
|
1,096
|
|
Sales and marketing
|
|
262
|
|
|
|
649
|
|
|
|
693
|
|
|
|
1,744
|
|
General and administrative
|
|
27
|
|
|
|
25
|
|
|
|
34
|
|
|
|
103
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amortization of intangible assets
|
$
|
505
|
|
|
$
|
1,174
|
|
|
$
|
1,580
|
|
|
$
|
3,708
|
|
|
|
Phase Forward Incorporated
|
|
Reconciliation of GAAP Revenues, GAAP Income From Operations and
GAAP Net Income to
|
|
Non-GAAP Revenues, Non-GAAP Income From Operations and Non-GAAP
Net Income
|
|
(unaudited)
|
|
(in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
2008
|
|
2009
|
|
2008
|
|
2009
|
|
TOTAL REVENUES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP total revenues
|
$
|
48,322
|
|
$
|
58,821
|
|
|
$
|
170,184
|
|
$
|
213,257
|
|
Deferred revenues and backlog adjustments related to acquisitions (1)
|
|
779
|
|
|
597
|
|
|
|
980
|
|
|
2,995
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP total revenues
|
$
|
49,101
|
|
$
|
59,418
|
|
|
$
|
171,164
|
|
$
|
216,252
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME FROM OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP income from operations
|
$
|
3,372
|
|
$
|
539
|
|
|
$
|
16,375
|
|
$
|
11,186
|
|
Stock-based compensation expense
|
|
2,314
|
|
|
4,107
|
|
|
|
8,345
|
|
|
13,297
|
|
Amortization of intangible assets
|
|
505
|
|
|
1,174
|
|
|
|
1,580
|
|
|
3,708
|
|
Deferred revenues and backlog adjustments related to acquisitions (1)
|
|
779
|
|
|
597
|
|
|
|
980
|
|
|
2,995
|
|
Lease exit costs
|
|
527
|
|
|
-
|
|
|
|
527
|
|
|
-
|
|
Impairment of intangible assets
|
|
-
|
|
|
2,293
|
|
|
|
-
|
|
|
2,293
|
|
Restructuring
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
86
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income from operations
|
$
|
7,497
|
|
$
|
8,710
|
|
|
$
|
27,807
|
|
$
|
33,565
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income (loss)
|
$
|
2,708
|
|
$
|
(68
|
)
|
|
$
|
13,845
|
|
$
|
8,046
|
|
Stock-based compensation expense, net of tax
|
|
1,715
|
|
|
3,019
|
|
|
|
5,449
|
|
|
8,969
|
|
Amortization of intangible assets, net of tax
|
|
374
|
|
|
863
|
|
|
|
1,032
|
|
|
2,501
|
|
Deferred revenues and backlog adjustments related acquisitions, net
of tax (1)
|
|
577
|
|
|
439
|
|
|
|
618
|
|
|
2,020
|
|
Lease exit costs, net of tax
|
|
391
|
|
|
-
|
|
|
|
333
|
|
|
-
|
|
Impairment of intangible assets, net of tax
|
|
-
|
|
|
1,691
|
|
|
|
-
|
|
|
1,547
|
|
Restructuring, net of tax
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
59
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income
|
$
|
5,765
|
|
$
|
5,944
|
|
|
$
|
21,277
|
|
$
|
23,142
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income per share applicable to common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
$
|
0.06
|
|
$
|
(0.00
|
)
|
|
$
|
0.32
|
|
$
|
0.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income per share applicable to common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
$
|
0.13
|
|
$
|
0.13
|
|
|
$
|
0.48
|
|
$
|
0.52
|
(1) Fair value adjustments to deferred revenues and backlog. Purchase
accounting requires that deferred revenue assumed in an acquisition be
recorded and subsequently recognized at its fair value as of the time of
the acquisition. Consequently, we do not recognize the full amount of
these deferred revenues and backlog. We add back non-GAAP revenues
associated with deferred revenues and backlog that were excluded as a
result of purchase accounting adjustments, as we believe that this
provides information about the operating impact of the acquired business
in a manner consistent with the revenue recognition for our pre-existing
products and services.
|
|
|
Phase Forward Incorporated
|
|
Condensed Consolidated Balance Sheets
|
|
(unaudited)
|
|
(in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31,
|
|
|
2008
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
$
|
131,550
|
|
|
$
|
41,862
|
|
|
Restricted cash, current portion
|
|
500
|
|
|
|
-
|
|
|
Short-term investments
|
|
27,893
|
|
|
|
67,241
|
|
|
Accounts receivable, net of allowance of $578 and $781, respectively
|
|
39,999
|
|
|
|
56,034
|
|
|
Acquired future billings, current portion
|
|
1,129
|
|
|
|
172
|
|
|
Deferred set up costs, current portion
|
|
2,393
|
|
|
|
2,786
|
|
|
Prepaid commissions and royalties, current portion
|
|
4,524
|
|
|
|
5,449
|
|
|
Prepaid expenses and other current assets
|
|
4,773
|
|
|
|
6,287
|
|
|
Deferred income taxes, current portion
|
|
12,895
|
|
|
|
9,521
|
|
|
Securities settlement agreement
|
|
-
|
|
|
|
4,345
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
225,656
|
|
|
|
193,697
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquired future billings, net of current portion
|
|
962
|
|
|
|
396
|
|
|
Property and equipment, net
|
|
36,615
|
|
|
|
52,840
|
|
|
Deferred set up costs, net of current portion
|
|
1,630
|
|
|
|
2,835
|
|
|
Prepaid commissions and royalties, net of current portion
|
|
4,277
|
|
|
|
5,375
|
|
|
Intangible assets, net of accumulated amortization of $3,624 and
$7,332 respectively
|
|
27,586
|
|
|
|
41,661
|
|
|
Goodwill
|
|
39,125
|
|
|
|
59,027
|
|
|
Deferred income taxes, net of current portion
|
|
7,107
|
|
|
|
5,465
|
|
|
Restricted cash, net of current portion
|
|
962
|
|
|
|
962
|
|
|
Long-term investments
|
|
18,022
|
|
|
|
26,439
|
|
|
Securities settlement agreement
|
|
5,322
|
|
|
|
-
|
|
|
Other assets
|
|
626
|
|
|
|
1,259
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
$
|
367,890
|
|
|
$
|
389,956
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
Accounts payable
|
$
|
8,895
|
|
|
$
|
5,909
|
|
|
Accrued expenses
|
|
22,686
|
|
|
|
27,634
|
|
|
Leasehold incentive obligation, current portion
|
|
791
|
|
|
|
956
|
|
|
Deferred revenues, current portion
|
|
79,918
|
|
|
|
85,896
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
112,290
|
|
|
|
120,395
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred rent, net of current portion
|
|
564
|
|
|
|
2,115
|
|
|
Leasehold incentive obligation, net of current portion
|
|
7,248
|
|
|
|
7,914
|
|
|
Deferred revenues, net of current portion
|
|
8,600
|
|
|
|
12,478
|
|
|
Other long-term liabilities
|
|
1,515
|
|
|
|
1,726
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
130,217
|
|
|
|
144,628
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
|
Preferred stock, $0.01 par value:
|
|
|
|
|
|
|
|
|
Authorized-----5,000 shares
|
|
|
|
|
|
|
|
|
Issued-----0 shares
|
|
-
|
|
|
|
-
|
|
|
Common stock, $0.01 par value:
|
|
|
|
|
|
|
|
|
Authorized-----100,000 shares
|
|
|
|
|
|
|
|
|
Issued----- 42,986 and 43,577 shares, respectively
|
|
430
|
|
|
|
436
|
|
|
Additional paid-in capital
|
|
283,676
|
|
|
|
296,572
|
|
|
Treasury stock, 37 and 980 shares at cost, respectively
|
|
(111
|
)
|
|
|
(14,147
|
)
|
|
Accumulated other comprehensive (loss) income
|
|
(672
|
)
|
|
|
71
|
|
|
Accumulated deficit
|
|
(45,650
|
)
|
|
|
(37,604
|
)
|
|
|
|
|
|
|
|
|
|
|
Total stockholders' equity
|
|
237,673
|
|
|
|
245,328
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders' equity
|
$
|
367,890
|
|
|
$
|
389,956
|
|
|
|
|
Phase Forward Incorporated
|
|
Condensed Consolidated Statements of Cash Flows
|
|
(unaudited)
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2008
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
13,845
|
|
|
$
|
8,046
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
10,198
|
|
|
|
17,068
|
|
|
Stock-based compensation expense
|
|
|
8,345
|
|
|
|
13,297
|
|
|
Loss on disposal of fixed assets
|
|
|
454
|
|
|
|
55
|
|
|
Amortization of leasehold incentive obligation
|
|
|
(66
|
)
|
|
|
831
|
|
|
Provision for allowance for doubtful accounts
|
|
|
322
|
|
|
|
311
|
|
|
Deferred income taxes
|
|
|
6,525
|
|
|
|
2,614
|
|
|
Amortization of discounts or premiums on investments
|
|
|
(112
|
)
|
|
|
(135
|
)
|
|
Impairment charge on intangible assets
|
|
|
-
|
|
|
|
2,293
|
|
|
Change in fair value of investments
|
|
|
6,028
|
|
|
|
(1,598
|
)
|
|
Change in fair value of securities settlement agreement
|
|
|
(5,322
|
)
|
|
|
977
|
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts receivable and acquired future billings
|
|
|
(2,916
|
)
|
|
|
(12,911
|
)
|
|
Deferred costs
|
|
|
(1,925
|
)
|
|
|
(3,365
|
)
|
|
Prepaid expenses and other current assets
|
|
|
(651
|
)
|
|
|
(1,680
|
)
|
|
Accounts payable
|
|
|
7,485
|
|
|
|
(3,283
|
)
|
|
Accrued expenses
|
|
|
3,932
|
|
|
|
2,878
|
|
|
Deferred revenue
|
|
|
18,914
|
|
|
|
6,375
|
|
|
Deferred rent
|
|
|
196
|
|
|
|
1,551
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
65,252
|
|
|
|
33,324
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
(Increase) decrease in restricted cash
|
|
|
(1,462
|
)
|
|
|
500
|
|
|
Proceeds from maturities of short-term and long-term investments
|
|
|
55,291
|
|
|
|
61,478
|
|
|
Purchase of short-term and long-term investments
|
|
|
(57,901
|
)
|
|
|
(107,510
|
)
|
|
Purchase of property and equipment
|
|
|
(21,501
|
)
|
|
|
(29,207
|
)
|
|
Cash paid for acquisitions, net of cash acquired
|
|
|
(40,848
|
)
|
|
|
(34,629
|
)
|
|
Net cash used in investing activities
|
|
|
(66,421
|
)
|
|
|
(109,368
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance of common stock
|
|
|
2,185
|
|
|
|
2,493
|
|
|
Withholding taxes in connection with vesting of restricted stock
awards
|
|
|
(1,723
|
)
|
|
|
(2,888
|
)
|
|
Purchase of treasury stock
|
|
|
-
|
|
|
|
(14,036
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
462
|
|
|
|
(14,431
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
(1,144
|
)
|
|
|
787
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(1,851
|
)
|
|
|
(89,688
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
|
133,401
|
|
|
|
131,550
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
|
131,550
|
|
|
|
41,862
|
|
|
Short-term and long-term investments at end of period
|
|
|
45,915
|
|
|
|
93,680
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cash, cash equivalents and short-term and long-term
investments at end of period
|
|
$
|
177,465
|
|
|
$
|
135,542
|
|
|