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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
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For the fiscal year ended December 31, 2004 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 0-25871
Informatica Corporation
(Exact name of registrant as specified in its charter)
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Delaware |
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77-0333710 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
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100 Cardinal Way
Redwood City, California |
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94063 |
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(Address of principal executive offices) |
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(Zip Code) |
(650) 385-5000
(Registrants Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the
Act:
None
Securities registered pursuant to Section 12(g) of the
Act:
Common Stock, par value $0.001 per share
Preferred Share Purchase Rights, par value $0.001 per
share
Indicate
by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 (the Act) during the
preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past
90 days. Yes þ No o
Indicate
by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrants
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this
Form 10-K or any amendment to this
Form 10-K. þ
Indicate
by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the
Act). Yes þ No o
As
of June 30, 2004, there were 86,071,065 shares of the
registrants Common Stock outstanding. The aggregate market
value of the Common Stock held by non-affiliates of the
registrant (based on the closing price for the Common Stock on
the Nasdaq National Market on June 30, 2004) was
$629,195,437. Shares of the registrants Common Stock held
by each executive officer and director have been excluded in
that such persons may be deemed to be affiliates. This
determination of affiliate status is not necessarily a
conclusive determination for other purposes.
As
of January 31, 2005, there were 87,230,163 shares of
the registrants Common Stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrants Proxy Statement for the
registrants 2005 Annual Meeting of Stockholders are
incorporated by reference into Part III of this
Form 10-K to the extent stated herein. The Proxy Statement
will be filed within 120 days of registrants fiscal
year ended December 31, 2004.
INFORMATICA CORPORATION
ANNUAL REPORT ON FORM 10-K
Year Ended December 31, 2004
1
PART I
Overview
Informatica Corporation is a leading provider of enterprise data
integration software that handles a broad range of
enterprise-wide integration initiatives including: data
warehousing, data migration, data consolidation,
single-view or master data management and data
synchronization. The Informatica platform helps enable and
accelerate broad data integration initiatives, allowing
enterprises to reduce information technology (IT) costs and
complexity, harness new technologies and ensure a single,
enterprise-wide view of information. Using our products, a
business user gains a holistic and consistent view of their
enterprise information, IT management can be more responsive to
the business demands for information despite
dramatically increasing data volumes and IT
developers benefit from reduced time to results.
Over the last two decades, companies have made significant
investments in process automation resulting in islands of data
created by a variety of packaged transactional
applications such as Enterprise Resource Planning
(ERP), Customer Relationship Management (CRM) and Supply
Chain Management (SCM) software and bespoke
operational systems deployed in various departments. The
ultimate goal of deploying these applications was to make
businesses more efficient through automation. However, these
applications have further increased data fragmentation
throughout the enterprise because they generate massive volumes
of data in disparate software systems that were not designed to
share data.
Organizations are now finding that the strategic value of
information technology goes far beyond process automation.
Organizations of all sizes require information to run their
business and most information is derived from data. Operational
activities generate a constant flow of data inside and outside
the enterprise, but unless the various data streams can be
integrated, the amount of real, useful business information
derived from such data is limited. Companies are realizing that
they must integrate data to support their business processes
such as providing a single view of the customer, migrating away
from legacy systems to new technology or consolidating multiple
instances of an ERP system.
With the robust enterprise data integration platform that
Informatica offers, business and IT decision makers can
facilitate sophisticated information delivery across the
enterprise. We address this need with the Informatica enterprise
data integration platform. Our products are designed to access,
transform and integrate data from a large variety of enterprise
systems and deliver this data to other operational systems,
relational systems, real-time business processes, and to the
business user for decision making.
We have over 2,100 customers from a wide variety of
industries ranging from high technology and financial services,
to manufacturing and telecommunications. We market and sell our
software and services through our global direct sales force in
the United States, Canada, France, Germany, the Netherlands,
Switzerland, the United Kingdom and Japan. We maintain
relationships with a variety of strategic partners to jointly
develop, market, sell, recommend and/or implement our solutions.
We also have relationships with distributors in various regions,
including Europe, Asia-Pacific, Australia, Japan and Latin
America, who sublicense our products and provide service and
support within their territories. More than 25 independent
software vendors, including several of our strategic partners,
have licensed our technology for inclusion in their products.
We began selling our first products in 1996. Through
December 31, 2004, substantially all of our revenues have
been derived from our data integration products such as
PowerCenter, PowerMart, PowerConnect and related services, and
to a lesser extent, business intelligence products and related
services. We have incurred significant net losses since our
inception, including a net loss of $104.4 million in 2004.
Although we were profitable in 2003, we may not consistently
achieve profitability in the future. See Risk
Factors We have a limited operating history and a
history of losses, which makes it difficult to evaluate our
operations, products and prospects for the future. As
of December 31, 2004, we had an accumulated deficit of
$195.1 million.
Our corporate headquarters are located at 100 Cardinal Way,
Redwood City, California 94063, and our telephone number at that
location is (650) 385-5000. We can be reached at our Web
site at
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www.informatica.com; however, the information in, or that
can be accessed through, our Web site is not part of this
report. We were incorporated in California in February 1993 and
reincorporated in Delaware in April 1999.
A copy of our annual reports on Form 10-K, quarterly
reports on Form 10-Q, current reports on Form 8-K and
amendments to these reports pursuant to Section 13(a)
or 15(d) of the Securities Exchange Act of 1934, as amended
(the Exchange Act) are available, free of charge, on
our Web site as soon as reasonably practicable after such
material is electronically filed with the Securities and
Exchange Commission (SEC).
Our Products
Our products are designed to help our customers simplify their
(IT) infrastructure by providing a single platform for all
enterprise data integration initiatives.
Our data integration platform is designed to empower the
business user with holistic information, reduces the cost and
complexity of enterprise IT infrastructure for the
IT manager, provide increased productivity to
IT practitioners to improve their responsiveness to the
business, and deliver those capabilities through a
service-oriented architecture to enable the IT architect to
maximize existing and future technical environments.
For the business user, our products deliver complete, accurate
and timely information. Our products provide near-universal data
access delivering the unique ability to access batch and changed
data from the mainframe, legacy and relational systems and
deliver that data at the frequency demanded by the business. In
addition, our products provide built-in data profiling and rich
transformations to ensure accuracy of information with an
end-to-end audit trail to ensure data integrity to the business.
For the IT manager, our products reduce risk and cost by
providing a highly secure, scalable and performant environment,
with the flexibility to deploy on a wide variety of operating
systems including Windows, Unix, Linux, 64-bit, and mainframe
systems. With the latest releases of our software, we facilitate
complete user authentication, granular privacy management and
encryption in data transport. We deliver near-linear
scalability, fully parallel processing, and a unique ability to
deploy a set of business logic across a heterogeneous grid of
operating platforms to accommodate the most demanding of large
and growing global organizations. For the IT architect, our
products are based on a service-oriented architecture that is
metadata-driven for flexibility and web services enablement. Our
products are fully extensible though open APIs and are designed
to be interoperable to accommodate existing IT standards
and future IT architectures.
For the IT practitioner, our products provide a highly
productive environment with complete version control and
configuration management that enables individuals to work
collaboratively across teams, multiple projects, and
geographically disperse locations including on-shore/off-shore
and in-source/out-source models. In addition, our
metadata-driven environment accelerates initial design and
evolution by providing data profiling, search, impact analysis,
and high reuse of development assets via our patented global and
local object management technology so that work can be
designed once, deployed anywhere across a network of
installations.
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Products included in the Informatica platform as of
December 31, 2004 are summarized in the table below:
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Benefit |
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Informatica PowerCenter |
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PowerCenter is a leading enterprise data integration product for
accessing, integrating and delivering data to systems, people or
processes. |
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PowerCenter provides companies a single environment delivering
cost-effective and broad support for all data integration
initiatives. |
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Informatica PowerExchange |
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PowerExchange is scalable, non-invasive software for access to
changed or bulk data in real time or batch
mode from complex, legacy and mainframe systems. |
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PowerExchange helps companies cost- effectively and efficiently
access the vast amounts of enterprise data on mainframes for
mission-critical business processing. |
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Informatica SuperGlue |
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SuperGlue is software that provides the ability to catalog, view
and analyze metadata assets. |
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SuperGlue helps companies manage the impact of changes and audit
the accuracy of data in their data integration initiatives. |
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Informatica PowerAnalyzer |
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PowerAnalyzer is software designed to improve the performance
and efficiency of data integration and data delivery processes
through reporting capabilities. |
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PowerAnalyzer helps companies facilitate the development and
management of data integration and data delivery initiatives to
expedite the time to value. |
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On February 22, 2005, we announced the release of
PowerCenter Advanced Edition. This edition of PowerCenter
includes two previously at-cost options, team-based development
and server grid, as well as two previously separate products,
PowerAnalyzer and SuperGlue. We also announced on this date that
we are removing these two options and these two separate
products from our price list. PowerCenter Advanced Edition is
priced higher than the standard edition of PowerCenter but less
than the aggregate price of all components previously sold
separately.
Services
We offer a comprehensive set of professional services, including
product-related customer support, consulting services and
education services. Through our technical support centers in the
United States, the United Kingdom, the Netherlands and India, we
offer 24x7 technical support on a global basis to customers and
partners over the phone, via e-mail and online via
Informaticas Customer Portal
my.informatica.com. Our consulting services range
from designing and deploying our products to data transformation
and performance tuning and implementing best practices for
Integration Competency Centers. Our consulting strategy is to
provide specialized expertise on our products to enable our end
user customers and strategic partners to successfully implement
our integration products. We also offer a comprehensive
curriculum of product-related education services to help our
customers and strategic partners build proficiency in using our
products. In 2001, we established the Informatica Certification
Program to create a database of expert professionals with
verifiable skills in the design and administration of
Informatica-based systems.
As part of our comprehensive services offering, our professional
services consultants use a standard
methodology/framework Informatica
Velocity for the implementation of our data
integration projects.
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Informatica Velocity covers each of the major project phases,
including manage, architect, design, build, deploy, and operate.
Where applicable, Informatica Velocity includes best practices
and techniques culled from our collective experience assisting
our clients in thousands of implementations. Informatica
Velocity represents our goal of using Informatica Professional
Services field experience to ensure successful implementations
of our products.
Our Strategic Partners
Our strategic partners include industry leaders in enterprise
software, computer hardware and systems integration. We offer a
comprehensive strategic partner program for major companies in
these areas so that they can provide sales and marketing
leverage, have access to required technology and provide
complementary products and services to our joint customers. Our
systems integrator partners that generated over $1,000,000 each
in license and services orders in 2004 were Accenture,
BearingPoint, Capgemini, Core Integration Partners, EDS, IBM,
IPI Grammtech, Northrop Grumman, Logan Britton and Wipro. Our
current OEM Partners that generated over $500,000 each in
license royalties for us in 2004 are DecisionPoint Applications,
i2 Technologies and Siebel Systems.
Our Customers
Our customers include leading companies from a wide range of
industries and major governmental and educational institutions.
A representative sampling of our customers who have each
purchased at least $750,000 of our software and related services
since January 2000 includes:
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Manufacturing/ |
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Insurance |
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HighTech |
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Abbey National
ABN AMRO
American Express
Bank Of America
Barclays
Canadian Imperial Bank of Commerce
Cendant
Charles Schwab
Credit Suisse First Boston
Deutsche Bank
Goldman Sachs
JP Morgan
Manulife Financial
Mass Mutual Life Insurance
Merrill Lynch
Mitsubishi Tokyo Financial Group
Morgan Stanley
Northwestern Mutual Financial Network
Prudential Financial
Royal Bank of Scotland
Thomson Corporation
UBS
Washington Mutual |
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Aegon
Anthem
AXA
Blue Cross/Blue Shield
California Medi-CAL
Canada Life
Guardian Life Insurance Company of America
Hartford Financial Services
ING
MetLife
Nationwide Mutual Insurance Company
State Farm Mutual Automobile Insurance Company
Thrivent Financial for Lutherans |
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Agilent Technologies
Avnet
Boeing
Brocade Communications Systems
Cisco Systems
ConAgra Foods
DaimlerChrysler
General Electric
Hewlett-Packard
Intuit
Lockheed Martin
Motorola
R.R. Donnelley & Sons
Philips
Siemens
Solectron
STERIS Corporation
Toyota
Verisign
Volkswagen |
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Pharmaceuticals/ |
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Retail/Consumer |
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Chemicals |
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Packaged Goods |
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Alltel
AT&T
Bell South
Cingular Wireless
Deutsche Telekom
Lucent Technologies
MCI
SBC Communications
Vodafone Group
Verizon Communications |
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Abbott Laboratories
Amgen
AstraZeneca
Bristol-Meyers Squibb
Eli Lilly
GlaxoSmithKline
Merck & Company
Pfizer
Roche |
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Best Buy
CVS
Deutsche Woolworth
Gus
HE Butt Grocery
Nestlé
Staples |
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Government |
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Other |
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American Electric Power
BP
Enron
Electricite de France
Florida Power & Light
Pacific Gas & Electric
Public Service Enterprise Group
Waste Management
Williams Companies |
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Deutsche Post
Federal Bureau of Investigation
Government of Israel
Internal Revenue Service
La Poste
National Institute of Health
US Department of Homeland Security
US Customs Service
US Postal Service
US Army
US National Security Agency |
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Carlson Holdings
Cerner Corp.
Dun & Bradstreet
Federal Express
First Data
Gtech Holdings
KPMG
Marriot International
PricewaterhouseCoopers
Tribune Company
University of California
University of Illinois |
Our Market Strategy
Expand from Data Warehousing to Broad Enterprise Data
Integration. Our goal is to be the market leader in the
enterprise data integration market that includes data
warehousing, data migration, consolidation,
single-view or master data management and
synchronization. Our strategy is to capitalize on this
opportunity by leveraging our success, knowledge and the
strength of our proven products that have helped our customers
deploy thousands of large data warehouses and data integration
initiatives. We address the growing enterprise data integration
market with our mature products that we believe are well-suited
to rapidly deliver value to our customers.
Evolve Departmental Projects to Enterprise Standardization
via Integration Competency Centers (ICCs). As customers
undertake multiple data integration projects, they are
increasingly moving from individual departmental projects to
centralized ICCs managing enterprise integration initiatives.
ICCs are a shared IT function that enable project teams to
complete data integration efforts rapidly and efficiently by
following best-practice processes, leveraging the expertise of
staff with integration-specific roles, and utilizing standard
technologies. Informatica has been chosen by many customers as
standard technology for centralized ICCs and we will continue to
promote the value of ICCs among our customers for broad adoption.
Focus on Horizontal Data Integration Solutions: Migration and
Consolidation. The data migration phase of an application
implementation, upgrade, or instance consolidation project can
extend up to multiple years, is often underestimated in
complexity and cost, and requires rigorous project planning and
significant manual effort. Detailed project planning is required
because enterprises have traditionally underestimated the
challenges involved in the data migration process, including the
high cost of system maintenance, administra-
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tion and development. Organizations now recognize the need for
an enterprise data integration platform to automate the data
migration and consolidation of IT systems. We, along with our
strategic system integrator partners, believe we can address
this growing requirement by providing customers with a tailored
solution including software and services to speed the deployment
of migration and consolidation initiatives.
Launch Vertical Solutions: Financial Services. We are
increasing our focus on the financial services market. With 18
of the 20 worlds largest financial organizations as
current customers, Informatica has already established a
leadership position within this market. Informatica has
increased its sales, marketing and alliances resources tailored
to meet the needs of a growing market demand in this segment. In
conjunction with our strategic partners, we offer business
solutions such as risk management, compliance and single
view of the customer for leading financial institutions.
Leverage Significant Installed Customer Base and Community of
Developers. We have an installed customer base that spans a
wide range of industries. As of December 31, 2004, over
2,100 customers around the world and 82% of the Fortune
100 companies have licensed our products. The Informatica
Developer Network, created in 2001, has grown to over 20,000
members in over 95 countries which use our products to build
their own data warehouses and data integration solutions. Our
success at each customer site serves to strengthen our brand
awareness while providing an opportunity to up-sell and
cross-sell additional products and services.
Increase Strong Base of Strategic Partners. We have
alliances and strategic partnerships with leading enterprise
software providers, systems integrators and hardware vendors.
These alliances provide sales and marketing leverage and access
to required technology, while also providing complementary
products and services to our joint customers. More than
25 companies now OEM our core products. In sum, more than
300 companies market and resell our products around the
world.
Research and Development
As of December 31, 2004, we employed 238 people in our
research and development organization. This team is responsible
for the design, development and release of our products. The
group is organized into four disciplines: development, quality
assurance, documentation and product management. Members from
each discipline, along with a product-marketing manager from our
marketing department, form focus teams that work closely with
sales, marketing, services, customers and prospects to better
understand market needs and user requirements. These teams
utilize a well-defined software development methodology that we
believe enables us to deliver products that satisfy real
business needs for the global market while also meeting
commercial quality expectations.
When appropriate, we also utilize third parties to expand the
capacity and technical expertise of our internal research and
development team. On occasion, we have licensed third-party
technology. We believe this approach shortens time-to-market
without compromising competitive position or product quality,
and we plan to continue to draw on third-party resources as
needed in the future.
In 2004, Informatica continued to make use of a small offshore
development team based in the Netherlands for work on portions
of our PowerAnalyzer technology. Also in 2004, we expanded our
offshore development to India to do quality assurance and
development on our products. This offshore development is
intended to increase development productivity. Our research and
development expenditures were $51.3 million in 2004,
$47.7 million in 2003 and $45.8 million in 2002.
Sales, Marketing and Distribution
We market and sell software and services through both our direct
sales force and indirect channel partners in the United States
as well as Canada, France, Germany, the Netherlands,
Switzerland, the United Kingdom, Japan and other regions around
the world. As of December 31, 2004, we employed 296 people
in our sales and marketing organization worldwide.
Marketing programs are focused on creating awareness as well as
lead generation and customer references for our products. These
programs are targeted at key executives such as chief
information officers,
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vice presidents of information technology, enterprise architects
and vice presidents of specific functional areas, such as
marketing, sales, service, finance, human resources,
manufacturing, distribution and procurement. Our marketing
personnel engage in a variety of activities, including
positioning our software products and services, conducting
public relations programs, establishing and maintaining
relationships with industry analysts, producing product
collateral and generating qualified sales leads.
Our global sales process consists of several phases: lead
generation, opportunity qualification, needs assessment, product
demonstration, proposal generation and contract negotiation.
Although the typical sales cycle requires three to six months,
some sales cycles have lasted substantially longer. In a number
of instances, our relationships with systems integrators and
other strategic partners have reduced sales cycles by generating
qualified sales leads, making initial customer contacts,
assessing needs prior to our introduction to the customer and
endorsing our products to the customer prior to their product
selection. Also, partners have assisted in the creation of
presentations and demonstrations, which we believe enhances our
overall value proposition and competitive position.
In addition to our direct sales efforts, we distribute our
products through systems integrators, resellers, distributors
and OEM partners in the United States and internationally.
Systems integrators typically have expertise in vertical or
functional markets. They resell our products, bundling them, in
most cases, with their broader service offerings. In other
cases, they influence direct sales of our products. Distributors
sublicense our products and provide service and support within
their territories. OEMs embed portions of our technology in
their product offerings.
Intellectual Property and Other Proprietary Rights
Our success depends in part upon our proprietary technology. We
rely on a combination of patent, copyright, trademark and trade
secret rights, confidentiality procedures and licensing
arrangements to establish and protect our proprietary rights. As
part of our confidentiality procedures, we generally enter into
non-disclosure agreements with our employees, distributors and
corporate partners and into license agreements with respect to
our software, documentation and other proprietary information.
In addition, we have 11 patents granted in the U.S., nine patent
applications pending in the U.S., and 19 corresponding
international patent applications pending.
Nonetheless, our intellectual property rights may not be
successfully asserted in the future or may be invalidated,
circumvented or challenged. In addition, the laws of various
foreign countries where our products are distributed do not
protect our intellectual property rights to the same extent as
U.S. laws. Our inability to protect our proprietary
information could harm our business.
Future Revenues (New Orders, Backlog and Deferred Revenue)
Our future revenues are dependent upon (i) new orders
received, shipped and recognized in a given quarter and
(ii) our backlog and deferred revenues entering a given
quarter. Our backlog is comprised of product license orders that
have not shipped as of the end of a given quarter and orders to
distributors, resellers and OEMs where revenue is recognized
upon cash receipt. Our deferred revenues are primarily comprised
of (i) maintenance revenue that we recognize over the term
of the contract, typically one year, (ii) license product
orders that have shipped but where the terms of the license
agreement contain acceptance language or other terms that
require that the license revenue be deferred until all revenue
recognition criteria are met or recognized ratably over an
extended period, and (iii) consulting and education
services revenues that have been prepaid and services have not
yet been performed. We typically ship products shortly after the
receipt of an order, which is common in the software industry
and typically do not have a substantial backlog of license
orders awaiting shipment at the end of any given quarter.
Aggregate backlog and deferred revenue at December 31, 2004
was approximately $82.3 million compared to
$67.9 million at December 31, 2003. This increase at
December 31, 2004 was primarily due to a substantial
increase in deferred revenue. We do not believe that backlog and
deferred revenue as of any particular date is indicative of
future results.
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Competition
The market for our products is highly competitive, quickly
evolving and subject to rapidly changing technology. Our
competition consists of hand-coded, custom-built data
integration solutions developed in-house by various companies in
the industry segments that we target, as well as vendors of
point integration solutions typically used for departmental
deployment, including Ascential Software, Embarcadero
Technologies, Group 1 Software, SAS Institute and certain
privately-held companies. We have competed in the past with
business intelligence vendors who offer data integration
solutions for their combined data warehousing and business
intelligence offerings such as Business Objects, Cognos,
Hyperion Solutions, MicroStrategy and certain privately-held
companies. We also compete against certain database and
enterprise application vendors, which offer products that
typically operate specifically with these competitors
proprietary databases. Such potential competitors include IBM,
Microsoft, Oracle, SAP and Siebel Systems.
We currently compete on the basis of our products
functionality as well as on the basis of price. Additionally, we
compete on the basis of certain other factors, including:
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product capabilities including openness, standards compliance,
performance, scalability, ease of use and reliability; |
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low total cost of ownership encompassing performance,
reusability, pricing, productivity gains and lower maintenance
and training costs; |
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time to market; |
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services and support; |
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relationships with strategic partners that can help market and
sell our products; and |
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proven success and experience. |
We believe that we currently compete favorably with respect to
the above factors. For a further discussion of our competition,
see Risk Factors If we do not compete
effectively with companies selling data integration and business
intelligence products, our revenues may not grow and could
decline.
Employees
As of December 31, 2004, we had a total of 837 employees,
including 238 people in research and development, 296 people in
sales and marketing, 200 people in consulting, customer support
and education services, and 103 people in general and
administrative services. None of our employees is represented by
a labor union. We have not experienced any work stoppages, and
we consider employee relations to be good.
In December 2004, we relocated our corporate headquarters to a
new location in Redwood City, California where we lease two
buildings that comprise 159,350 square feet of office space
and are leased through December 2007 (with a three-year renewal
option). We also lease 6,500 square feet of office space
for sales activities in New York, New York through February 2010
and 5,300 square feet of office space for sales,
professional services and product development activities in
Plano, Texas through October 2007 (with two five-year renewal
options). We occupy approximately 10,000 square feet of
office space in Maidenhead, United Kingdom for our European
headquarters leased through May 2010; approximately
9,600 square feet of office space in Amsterdam, the
Netherlands through October 2007 (with a five-year renewal
option); and approximately 2,000 square feet in Puteaux,
France through December 2007 (with two three-year renewal
options). Additionally, we have operating leases for office
space in Scotts Valley, California and Austin, Texas, which
comprise approximately 6,700 square feet and
11,600 square feet, and expire in May 2008 (with a
three-year renewal option) and January 2010 (with a five-year
renewable option), respectively. We also lease other office
space in the United States and other various countries under
operating leases.
In addition, we lease excess office space in Redwood City, Palo
Alto, Scotts Valley and San Francisco, California; and
Carrolton, Texas. We lease 290,300 square feet of office
space at Pacific Shores Center in
9
Redwood City, California under a lease through July 2013. In
February 2005, we subleased approximately 187,000 square
feet in Pacific Shores Center for the remainder of the lease
term through July 2013 with a right of termination by the tenant
which is exercisable in July 2009. We lease 30,000 square
feet in Palo Alto, California under a lease that expires in July
2007, of which 28,000 square feet is subleased under two
separate subleases that expire in September 2005 and May 2007.
In March 2004, we subleased the entire 2,000 square feet in
Scotts Valley, California for the remainder of the lease term
through May 2008. We subleased the entire 29,000 square
feet in Carrollton, Texas for the remainder of the lease term
through January 2006. In San Francisco, California we lease
approximately 19,200 square feet under a lease that expires
in March 2007, which is entirely subleased through the remainder
of the lease term. In Redwood City, California,
4,000 square feet is subleased from November 2003 to May
2005. We are actively attempting to sublease our excess office
space for the remaining lease terms. See Notes 6, 7 and 19
of the notes to the consolidated financial statements in
Item 8.
|
|
| Item 3. |
Legal Proceedings |
On November 8, 2001, a purported securities class action
complaint was filed in the United States District Court for the
Southern District of New York. The case is entitled In re
Informatica Corporation Initial Public Offering Securities
Litigation, Civ. No. 01-9922 (SAS) (S.D.N.Y.), related to
In re Initial Public Offering Securities Litigation, 21 MC 92
(SAS) (S.D.N.Y.). Plaintiffs amended complaint was brought
purportedly on behalf of all persons who purchased our common
stock from April 29, 1999 through December 6, 2000. It
names as defendants Informatica Corporation, two of our former
officers (the Informatica defendants), and several
investment banking firms that served as underwriters of our
April 29, 1999 initial public offering and
September 28, 2000 follow-on public offering. The complaint
alleges liability as to all defendants under Sections 11
and/or 15 of the Securities Act of 1933 and Sections 10(b)
and/or 20(a) of the Securities Exchange Act of 1934, on the
grounds that the registration statements for the offerings did
not disclose that: (1) the underwriters had agreed to allow
certain customers to purchase shares in the offerings in
exchange for excess commissions paid to the underwriters; and
(2) the underwriters had arranged for certain customers to
purchase additional shares in the aftermarket at predetermined
prices. The complaint also alleges that false analyst reports
were issued. No specific damages are claimed.
Similar allegations were made in other lawsuits challenging over
300 other initial public offerings and follow-on offerings
conducted in 1999 and 2000. The cases were consolidated for
pretrial purposes. On February 19, 2003, the Court ruled on
all defendants motions to dismiss. The Court denied the
motions to dismiss the claims under the Securities Act of 1933.
The Court denied the motion to dismiss the Section 10(b)
claim against Informatica and 184 other issuer defendants. The
Court denied the motion to dismiss the Section 10(b) and
20(a) claims against the Informatica defendants and 62 other
individual defendants.
We accepted a settlement proposal presented to all issuer
defendants. In this settlement, plaintiffs will dismiss and
release all claims against the Informatica defendants, in
exchange for a contingent payment by the insurance companies
collectively responsible for insuring the issuers in all of the
IPO cases, and for the assignment or surrender of control of
certain claims we may have against the underwriters. The
Informatica defendants will not be required to make any cash
payments in the settlement, unless the pro rata amount paid by
the insurers in the settlement exceeds the amount of the
insurance coverage, a circumstance which we do not believe will
occur. The settlement will require approval of the Court, which
cannot be assured, after class members are given the opportunity
to object to the settlement or opt out of the settlement.
On July 15, 2002, we filed a patent infringement action in
U.S. District Court in Northern California against Acta
Technology, Inc. (Acta), now known as Business
Objects Data Integration, Inc. (BODI), asserting
that certain Acta products infringe on three of our patents:
U.S. Patent No. 6,014,670, entitled Apparatus
and Method for Performing Data Transformations in Data
Warehousing; U.S. Patent No. 6,339,775, entitled
Apparatus and Method for Performing Data Transformations
in Data Warehousing (this patent is a continuation-in-part
of and claims the benefit of U.S. Patent
No. 6,014,670); and U.S. Patent No. 6,208,990,
entitled Method and Architecture for Automated
Optimization of ETL Throughput in Data Warehousing
Applications. On July 17, 2002, we filed an amended
complaint alleging that Acta products
10
also infringe on one additional patent: U.S. Patent
No. 6,044,374, entitled Object References for Sharing
Metadata in Data Marts. In the suit, we are seeking an
injunction against future sales of the infringing Acta/ BODI
products, as well as damages for past sales of the infringing
products. We have asserted that BODIs infringement of our
patents was willful and deliberate. On September 5, 2002,
BODI answered the complaint and filed counterclaims against us
seeking a declaration that each patent asserted is not infringed
and is invalid and unenforceable. BODI did not make any claims
for monetary relief against us. The parties presented their
respective claim constructions to the Court on
September 24, 2003 and are waiting for the Courts
ruling. The matter is currently in the discovery phase.
We are also a party to various legal proceedings and claims
arising from the normal course of business activities.
Based on current available information, management does not
expect that the ultimate outcome of these unresolved matters,
individually or in the aggregate, will have a material adverse
effect on our results of operations, cash flows or financial
position. However, litigation is subject to inherent
uncertainties and our view of these matters may change in the
future. Were an unfavorable outcome to occur, there exists the
possibility of a material adverse impact on our results of
operations, cash flows and financial position for the period in
which the unfavorable outcome occurs, and potentially in future
periods.
|
|
| Item 4. |
Submission of Matters to a Vote of Security Holders |
Not Applicable.
Executive Officers of the Registrant
The following table sets forth certain information concerning
our executive officers as of February 28, 2005:
| |
|
|
|
|
|
|
| Name |
|
Age | |
|
Position(s) |
| |
|
| |
|
|
|
Sohaib Abbasi
|
|
|
48 |
|
|
Chief Executive Officer, President and Director |
|
Earl E. Fry
|
|
|
46 |
|
|
Chief Financial Officer, Executive Vice President and Secretary |
|
Paul J. Hoffman
|
|
|
54 |
|
|
Executive Vice President, Worldwide Sales |
|
Girish Pancha
|
|
|
40 |
|
|
Executive Vice President of Products |
|
John Entenmann
|
|
|
42 |
|
|
Executive Vice President, Corporate Strategy and Marketing |
Our executive officers are appointed by, and serve at the
discretion of, the Board of Directors. Each executive officer is
a full-time employee. There is no family relationship between
any of our executive officers or directors.
Mr. Abbasi has been our President and Chief
Executive Officer since July 2004 and a member of our Board of
Directors since February 2004. From 2001 to 2003,
Mr. Abbasi was Senior Vice President, Oracle Tools Division
and Oracle Education at Oracle Corporation, which he joined in
1982. From 1994 to 2000, he was Senior Vice President Oracle
Tools Product Division at Oracle Corporation. Mr. Abbasi
graduated with honors from the University of Illinois at
Urbana-Champaign in 1980, where he earned both a B.S. and an
M.S. degree in computer science.
Mr. Fry joined us as the Chief Financial Officer and
Senior Vice President in December 1999. In July 2002,
Mr. Fry became the Secretary. In August 2003, Mr. Fry
was promoted to Executive Vice President. From November 1995 to
December 1999, Mr. Fry was Vice President and Chief
Financial Officer at Omnicell Technologies, Inc. From July 1994
to November 1995, he was Vice President and Chief Financial
Officer at C*ATS Software, Inc. Mr. Fry holds a B.B.A.
degree in accounting from the University of Hawaii and an M.B.A.
degree in finance and marketing from Stanford University.
11
Mr. Hoffman joined us as Executive Vice President,
Worldwide Sales in January 2005. Mr. Hoffman was Executive
Vice President of Worldwide Sales at Cassatt Corporation from
August 2003 to December 2004. From April 1999 to June 2003,
Mr. Hoffman was Vice President of the Americas at SeeBeyond
Technology Corporation. He served as Vice President Worldwide
Sales for Documentum from September 1996 to April 1999.
Mr. Hoffman holds a B.S. degree in finance from Fairfield
University.
Mr. Pancha was an early employee of Informatica,
serving in engineering management roles from November 1996 to
October 1998. Mr. Pancha left in 1998 to co-found Zimba, a
developer of mobile applications providing real-time access to
corporate information via voice, wireless, and Web technologies.
Upon Informaticas acquisition of Zimba in August 2000,
Mr. Pancha rejoined us as Vice President and General
Manager of the Platform Business Unit. In August 2002, he became
Senior Vice President of Products, assuming responsibility for
all products. In August 2003, Mr. Pancha was promoted to
Executive Vice President. Prior to Informatica, Mr. Pancha
spent eight years in various development and management
positions at Oracle. Mr. Pancha holds a B.S. degree in
electrical engineering from Stanford University and an M.S.
degree in electrical engineering from the University of
Pennsylvania.
Mr. Entenmann joined us as Executive Vice President,
Corporate Strategy and Marketing in October 2004. From June 1997
to March 2004, Mr. Entenmann was Vice President of Business
Intelligence Products at Oracle Corporation. From September 1994
to June 1997 Mr. Entenmann served as Senior Director of
Tools Technology and UI Design at Oracle Corporation. From 1988
to 1994 he was Manager, Solaris Operating Systems at Sun
Microsystems. Mr. Entenmann holds a B.S. degree in computer
science from the University of Illinois and an M.S. degree in
computer science from Stanford University.
PART II
|
|
|
| |
Item 5. |
Market for Registrants Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity
Securities |
Market Information
Our common stock is listed on the NASDAQ National Market under
the symbol INFA. Our initial public offering was
April 29, 1999 at $4.00 per share (adjusted for stock
splits in the form of stock dividends in February 2000 and
November 2000). The price range per share in the table below
reflects the highest and lowest sale prices for our stock as
reported by the NASDAQ National Market during the last two
fiscal years.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2004 | |
|
2003 | |
| |
|
| |
|
| |
| |
|
High | |
|
Low | |
|
High | |
|
Low | |
| |
|
| |
|
| |
|
| |
|
| |
|
First Quarter
|
|
$ |
12.58 |
|
|
$ |
8.20 |
|
|
$ |
8.00 |
|
|
$ |
5.76 |
|
|
Second Quarter
|
|
$ |
10.20 |
|
|
$ |
6.64 |
|
|
$ |
8.00 |
|
|
$ |
6.23 |
|
|
Third Quarter
|
|
$ |
7.65 |
|
|
$ |
5.36 |
|
|
$ |
9.43 |
|
|
$ |
6.54 |
|
|
Fourth Quarter
|
|
$ |
8.67 |
|
|
$ |
5.82 |
|
|
$ |
12.22 |
|
|
$ |
7.44 |
|
Holders of Common Stock
As of December 31, 2004, there were approximately 178
stockholders of record of our common stock, and the closing
price per share of our common stock was $8.12. Because many of
our shares of common stock are held by brokers and other
institutions on behalf of stockholders, we are unable to
estimate the total number of stockholders represented by these
record holders.
Dividends
We have never declared or paid cash dividends on our common
stock. Since we currently intend to retain all future earnings
to finance future growth, we do not anticipate paying any cash
dividends in the near future.
Recent Sales of Unregistered Securities
None.
12
Issuer Purchases of Equity Securities
There were no repurchases of Informatica common stock by
Informatica during the quarter ended December 31, 2004.
|
|
| Item 6. |
Selected Consolidated Financial Data |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Year Ended December 31, | |
| |
|
| |
| |
|
2004 | |
|
2003 | |
|
2002 | |
|
2001 | |
|
2000 | |
| |
|
| |
|
| |
|
| |
|
| |
|
| |
| |
|
(In thousands, except per share data) | |
|
Consolidated Statements of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
License
|
|
$ |
97,941 |
|
|
$ |
94,590 |
|
|
$ |
99,943 |
|
|
$ |
119,937 |
|
|
$ |
101,649 |
|
| |
|
Service
|
|
|
121,740 |
|
|
|
110,943 |
|
|
|
95,498 |
|
|
|
80,208 |
|
|
|
54,953 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Total revenues
|
|
|
219,681 |
|
|
|
205,533 |
|
|
|
195,441 |
|
|
|
200,145 |
|
|
|
156,602 |
|
| |
Cost of revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
License
|
|
|
3,778 |
|
|
|
3,139 |
|
|
|
6,185 |
|
|
|
4,500 |
|
|
|
2,034 |
|
| |
|
Service(1)
|
|
|
40,346 |
|
|
|
38,856 |
|
|
|
39,250 |
|
|
|
42,559 |
|
|
|
31,056 |
|
| |
|
Amortization of acquired technology
|
|
|
2,322 |
|
|
|
1,031 |
|
|
|
1,040 |
|
|
|
1,040 |
|
|
|
589 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Total cost of revenues
|
|
|
46,446 |
|
|
|
43,026 |
|
|
|
46,475 |
|
|
|
48,099 |
|
|
|
33,679 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Gross Profit
|
|
|
173,235 |
|
|
|
162,507 |
|
|
|
148,966 |
|
|
|
152,046 |
|
|
|
122,923 |
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Research and development(1)
|
|
|
51,322 |
|
|
|
47,730 |
|
|
|
45,836 |
|
|
|
46,714 |
|
|
|
27,274 |
|
| |
|
Sales and marketing(1)
|
|
|
94,900 |
|
|
|
86,810 |
|
|
|
86,770 |
|
|
|
99,898 |
|
|
|
75,697 |
|
| |
|
General and administrative(1)
|
|
|
20,755 |
|
|
|
20,921 |
|
|
|
20,286 |
|
|
|
19,638 |
|
|
|
11,749 |
|
| |
|
Amortization of goodwill and other intangible assets
|
|
|
197 |
|
|
|
147 |
|
|
|
100 |
|
|
|
26,336 |
|
|
|
13,574 |
|
| |
|
Purchased in-process research and development
|
|
|
|
|
|