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8-K - FORM 8-K - Fortinet, Inc.ftnt20120303form8k.htm



Press Release

Investor & Media Contact:    

Michelle Spolver
Fortinet, Inc.
408-486-7837
mspolver@fortinet.com    
    
Fortinet Reports First Quarter 2012 Financial Results
Revenues of $117.2 million, up 26% year over year
Billings of $137.0 million, up 28% year over year
GAAP diluted net income per share of $0.09
Non-GAAP diluted net income per share of $0.11
Free cash flow of $46.9 million
Cash, cash equivalents and investments of $600.3 million, with no debt

SUNNYVALE, Calif. - April 24, 2012 - Fortinet® (NASDAQ: FTNT) - a leader in high-performance network security - today announced financial results for the first quarter ended March 31, 2012.


Financial Highlights for the First Quarter of 2012

Revenue: Total revenue was $117.2 million for the first quarter of 2012, an increase of 26% compared to $93.3 million in the same quarter of 2011. Within total revenue, product revenue was $53.2 million, an increase of 32% compared to the same quarter of 2011. Services revenue was $62.1 million, an increase of 28% compared to the same quarter of 2011.

Billings1: Total billings were $137.0 million for the first quarter of 2012, an increase of 28% compared to $106.7 million in the same quarter of 2011.

Deferred Revenue: Deferred revenue was $314.6 million as of March 31, 2012, an increase of 18% compared to deferred revenue of $266.0 million as of March 31, 2011, and up $19.7 million from $294.8 million as of December 31, 2011.

Cash and Free Cash Flow1: As of March 31, 2012, cash, cash equivalents and investments were $600.3 million, compared to $538.7 million as of December 31, 2011. In the first quarter of 2012, free cash flow was $46.9 million.






GAAP Operating Income: GAAP operating income was $18.7 million for the first quarter of 2012, representing a GAAP operating margin of 16%. GAAP operating income was $17.4 million for the same quarter of 2011, representing a GAAP operating margin of 19%.

GAAP Net Income and Diluted Net Income Per Share: GAAP net income was $14.2 million for the first quarter of 2012, based on a 28% tax rate for the quarter. This compares to GAAP net income of $13.6 million for the same quarter of 2011, based on a 25% tax rate for the quarter. GAAP diluted net income per share was $0.09 for the first quarter of 2012, based on 165.8 million weighted-average diluted shares outstanding, compared to $0.08 for the same quarter of 2011, based on 162.9 million weighted-average diluted shares outstanding2.  

Non-GAAP Operating Income1: Non-GAAP operating income was $25.5 million for the first quarter of 2012, representing a non-GAAP operating margin of 22%. Non-GAAP operating income was $20.0 million for the same quarter of 2011, representing a non-GAAP operating margin of 21%.

Non-GAAP Net Income and Diluted Net Income Per Share1: Non-GAAP net income was $17.5 million for the first quarter of 2012, based on a 34% effective tax rate for the quarter. Non-GAAP net income for the same quarter of 2011 was $13.9 million, based on a 33% effective tax rate. Non-GAAP diluted net income per share was $0.11 for the first quarter of 2012 based on 165.8 million weighted-average diluted shares outstanding, compared to $0.09 for the same quarter of 2011, based on 162.9 million weighted-average diluted shares outstanding2.


1 A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”

2 Effective June 1, 2011, we completed a two-for-one stock split of our outstanding shares of common stock effected in the form of a stock dividend. All prior share and per share amounts in this release have been retroactively adjusted so the stock split is reflected for all periods presented.


Management Commentary:
Ken Xie, founder, president and chief executive officer of Fortinet, stated: “The first quarter marked a strong start to the year for Fortinet, with continued demand for our core products and growing market acceptance of recently introduced products. We continue to leverage the investments we are making in our global sales organization to successfully penetrate large enterprises across all geographies, as well as take advantage of opportunities to grow in the high and low-end security markets. With a healthy pipeline of business and an exciting product lineup on tap for this year, we believe we are positioned well to continue to gain market share, as enterprises look to deploy high performance integrated network security solutions.”






Ken Goldman, chief financial officer of Fortinet, stated: "We were pleased with our very solid first quarter financial results which met or exceeded expectations across all of our key operating metrics. We had particularly strong growth in billings, revenue, and cash flow generation, and ended the quarter with a cash, cash equivalents and investments balance of more than $600 million and no debt. With a globally diversified business model, cutting-edge technology and a healthier economic environment, we believe we are well-positioned to continue to deliver solid growth for the remainder of the year.”
 
Conference Call Details
Fortinet will host a conference call today, April 24, 2012, at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss its financial results. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 69744749. A live webcast of the conference call and supplemental slides will be accessible from the Investor Relations page of Fortinet's website at http://investor.fortinet.com and a replay will be archived and accessible at: http://investor.fortinet.com/events.cfm. A replay of this conference call can also be accessed through May 8, 2012, by dialing (855) 859-2056 (domestic) or (404) 537-3406 (international) with conference ID# 69744749.

Following Fortinet's earnings conference call, the Company will host an additional question-and-answer session at 3:30 p.m. Pacific Time (6:30 p.m. Eastern Time) to provide an opportunity for financial analysts and investors to ask more detailed product and financial questions. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 69747844. This follow-up call will be webcast live and accessible at http://investor.fortinet.com, and a replay will be archived and available after the call at http://investor.fortinet.com/events.cfm. A replay of this conference call will also be available through May 8, 2012 by dialing (855) 859-2056 (domestic) or (404) 537-3406 (international) with conference ID # 69747844.

About Fortinet (www.fortinet.com)
Fortinet (NASDAQ: FTNT) is a worldwide provider of network security appliances and the market leader in unified threat management (UTM). Our products and subscription services provide broad, integrated and high-performance protection against dynamic security threats





while simplifying the IT security infrastructure. Our customers include enterprises, service providers and government entities worldwide, including the majority of the 2011 Fortune Global 100. Fortinet's flagship FortiGate product delivers ASIC-accelerated performance and integrates multiple layers of security designed to help protect against application and network threats. Fortinet's broad product line goes beyond UTM to help secure the extended enterprise - from endpoints, to the perimeter and the core, including databases and applications. Fortinet is headquartered in Sunnyvale, Calif., with offices around the world.
 
Copyright © 2012 Fortinet, Inc. All rights reserved. The symbols ® and ™ denote respectively federally registered trademarks and unregistered trademarks of Fortinet, Inc., its subsidiaries and affiliates. Fortinet's trademarks include, but are not limited to, the following: Fortinet, FortiGate, FortiGuard, FortiManager, FortiMail, FortiClient, FortiCare, FortiAnalyzer, FortiReporter, FortiOS, FortiASIC, FortiWiFi, FortiSwitch, FortiVoIP, FortiBIOS, FortiLog, FortiResponse, FortiCarrier, FortiScan, FortiDB and FortiWeb. Other trademarks belong to their respective owners.
 
FTNT-F


 
Forward-looking Statements
This press release contains forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements regarding our expectations regarding market share and our growth, the momentum in our business, our forthcoming product lineup and our pipeline of business in 2012. Although we attempt to be accurate in making forward-looking statements, it is possible that future circumstances might differ from the assumptions on which such statements are based. Important factors that could cause results to differ materially from the statements herein include the following: general economic risks; specific economic risks in different geographies and among different customer segments; uncertainty regarding increased business and renewals from existing customers; uncertainties around continued success in sales growth and market share gains; failure to convert sales pipeline into final sales; risks associated with successful implementation of multiple integrated software products and other product functionality risks; execution risks around new product introductions and innovation; the ability to attract and retain personnel; changes in strategy; risks associated with management of growth; lengthy sales and implementation cycles, particularly in larger organizations; technological changes that make our products and services less competitive; risks associated with the adoption of, and demand for, the UTM model in general and by specific customer segments and risks associated with the adoption of, and demand for, our products and services in certain customer verticals; and the other risk factors set forth from time to time in our filings with the SEC, copies of which are available free of charge at the SEC's website at





www.sec.gov or upon request from our investor relations department. All forward-looking statements herein reflect our opinions only as of the date of this release, and we undertake no obligation, and expressly disclaim any obligation, to update forward-looking statements herein in light of new information or future events.
 
Non-GAAP Financial Measures
We have provided in this release financial information that has not been prepared in accordance with Generally Accepted Accounting Principles (GAAP). We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.
 
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures below. As previously mentioned, a reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.
 
Billings. We define billings as revenue recognized plus the change in deferred revenue from the beginning to the end of the period. We consider billings to be a useful metric for management and investors because billings drive deferred revenue, which is an important indicator of the health and visibility of our business, and has historically represented a majority of the quarterly revenue that we recognize. There are a number of limitations related to the use of billings versus revenue calculated in accordance with GAAP. First, billings include amounts that have not yet been recognized as revenue. Second, we may calculate billings in a manner that is different from peer companies that report similar financial measures. Management compensates for these limitations by providing specific information regarding GAAP revenue and evaluating billings together with revenues calculated in accordance with GAAP.
 
Free Cash Flow. We define free cash flow as net cash provided by operating activities minus capital expenditures. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after the acquisition of property and equipment, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of free cash flow facilitates management's comparisons of our operating results to competitors' operating results. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities as a means for evaluating the Company is that free cash flow does not represent the total increase or decrease in the cash balance from operations for the period because it excludes cash used for capital expenditures. Management compensates for this limitation by providing information about our capital expenditures on the face of the cash flow statement and under the caption “Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” in our Quarterly Report on Form 10-Q and Annual Report on Form 10-K.

Non-GAAP operating income and operating margin. We define non-GAAP operating income as





operating income plus stock-based compensation reduced by the income from payments we received from a patent settlement. Non-GAAP operating margin is defined as non-GAAP operating income divided by revenue. We consider these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of stock-based compensation expense and patent settlement related income so that our management and investors can compare our recurring core business operating results over multiple periods. There are a number of limitations related to the use of non-GAAP operating income versus operating income calculated in accordance with GAAP. First, non-GAAP operating income excludes stock-based compensation expense. Stock-based compensation has been and will continue to be for the foreseeable future a significant recurring expense in our business. Second, stock-based compensation is an important part of our employees' compensation and impacts their performance. Third, the components of the costs that we exclude in our calculation of non-GAAP operating income may differ from the components that our peer companies exclude when they report their non-GAAP results of operations. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP operating income and evaluating non-GAAP operating income together with operating income calculated in accordance with GAAP.
 
Non-GAAP net income and diluted net income per share. We define non-GAAP net income as net income plus stock-based compensation expense reduced by the income from payments we received from a patent settlement, less the related tax effects. We define non-GAAP diluted net income per share as non-GAAP net income divided by the weighted-average shares outstanding. We consider these non-GAAP financial measures to be useful metrics for management and investors for the same reasons that we use non-GAAP operating income and non-GAAP operating margin. However, in order to provide a complete picture of our recurring core business operating results, we exclude from non-GAAP net income and non-GAAP diluted net income per share, the tax effects associated with stock-based compensation and the patent settlement. We believe the effective tax rates we used are reasonable estimates of long-term normalized tax rates under our global operating structure. The same limitations described above regarding our use of non-GAAP operating income and non-GAAP operating margin apply to our use of non-GAAP net income and non-GAAP diluted net income per share. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP net income and non-GAAP diluted net income per share and evaluating non-GAAP net income and non-GAAP diluted net income per share together with net income and diluted net income per share calculated in accordance with GAAP.







FORTINET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands)  
 
March 31,
2012
 
December 31,
2011
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash and cash equivalents
$
74,783

 
$
71,990

Short-term investments
353,287

 
318,283

Accounts receivable, net of allowance for doubtful accounts of $316 and $336, respectively
84,759

 
95,522

Inventory
17,959

 
16,249

Deferred tax assets
6,963

 
7,578

Prepaid expenses and other current assets
13,749

 
13,948

Total current assets
551,500

 
523,570

PROPERTY AND EQUIPMENT—Net
9,560

 
7,966

DEFERRED TAX ASSETS—Non-current
46,523

 
46,523

LONG-TERM INVESTMENTS
172,236

 
148,414

OTHER ASSETS
8,625

 
8,274

TOTAL ASSETS
$
788,444

 
$
734,747

LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable
$
13,764

 
$
19,768

Accrued liabilities
16,721

 
15,971

Accrued payroll and compensation
23,918

 
24,197

Deferred revenue
216,558

 
206,928

Total current liabilities
270,961

 
266,864

DEFERRED REVENUE—Non-current
98,014

 
87,905

OTHER LIABILITIES
21,142

 
21,624

Total liabilities
390,117

 
376,393

STOCKHOLDERS' EQUITY:
 
 
 
Common stock
158

 
156

Additional paid-in capital
341,096

 
317,026

Treasury stock
(2,995
)
 
(2,995
)
Accumulated other comprehensive income
2,130

 
402

Retained earnings
57,938

 
43,765

Total stockholders' equity
398,327

 
358,354

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$
788,444

 
$
734,747








FORTINET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, in thousands, except per share amounts)
 
Three Months Ended
 
March 31,
2012
 
March 31,
2011
REVENUE:
 
 
 
Product
$
53,204

 
$
40,165

Services
62,138

 
48,686

Ratable and other revenue
1,905

 
4,415

Total revenue
117,247

 
93,266

COST OF REVENUE:
 
 
 
Product 1
19,067

 
14,075

Services 1
11,213

 
7,781

Ratable and other revenue
763

 
1,560

Total cost of revenue
31,043

 
23,416

GROSS PROFIT:
 
 
 
Product
34,137

 
26,090

Services
50,925

 
40,905

Ratable and other revenue
1,142

 
2,855

Total gross profit
86,204

 
69,850

OPERATING EXPENSES:
 
 
 
Research and development 1
19,667

 
14,421

Sales and marketing 1
42,036

 
32,718

General and administrative 1
5,786

 
5,266

Total operating expenses
67,489

 
52,405

OPERATING INCOME
18,715

 
17,445

INTEREST INCOME
1,085

 
793

OTHER EXPENSE—Net
(71
)
 
(95
)
INCOME BEFORE INCOME TAXES
19,729

 
18,143

PROVISION FOR INCOME TAXES
5,556

 
4,556

NET INCOME
$
14,173

 
$
13,587

Net income per share 2:
 
 
 
Basic
$
0.09

  
$
0.09

Diluted
$
0.09

  
$
0.08

Weighted-average shares outstanding 2:
 
 
 
Basic
156,010

 
150,308

Diluted
165,751

 
162,864

 
 
 
 
1 Includes stock-based compensation expense as follows:
 
 
 
Cost of product revenue
$
64

 
$
22

Cost of services revenue
745

 
198

Research and development
1,957

 
453

Sales and marketing
3,443

 
1,900

General and administrative
1,037

 
497

 
$
7,246

 
$
3,070

2 Effective June 1, 2011, we completed a two-for-one stock split of our outstanding shares of common stock. We have retroactively displayed the effect of the change in our condensed consolidated financial statements.






FORTINET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited, in thousands)

 
Three Months Ended
 
March 31,
2012
 
March 31,
2011
Net income
$
14,173

 
$
13,587

Other comprehensive income:
 
 
 
Foreign currency translation
558

 
654

Unrealized gains (losses) on investments
1,799

 
(5
)
Unrealized losses on cash flow hedges

 
(74
)
Tax provision related to items of other comprehensive income
(629
)
 

Net change in accumulated other comprehensive income
1,728

 
575

Comprehensive income
$
15,901

 
$
14,162









FORTINET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)

 
Three Months Ended
 
March 31,
2012
 
March 31,
2011
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
14,173

 
$
13,587

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
2,082

 
1,678

Loss on disposal of fixed assets
19

 

Amortization of investment premiums
3,255

 
3,261

Stock-based compensation
7,246

 
3,070

Excess tax benefits from employee stock option plans
(2,320
)
 
(1,115
)
Changes in operating assets and liabilities:
 
 
 
Accounts receivable—net
10,763

 
1,009

Inventory
(3,409
)
 
550

Deferred tax assets
(15
)
 
(17
)
Prepaid expenses and other current assets
(330
)
 
(510
)
Other assets
569

 
(1,149
)
Accounts payable
(6,319
)
 
(4,225
)
Accrued liabilities
42

 
2,389

Accrued payroll and compensation
(547
)
 
(23
)
Other liabilities
(273
)
 
3,623

Deferred revenue
19,696

 
13,398

Income taxes payable
3,886

 
4,650

Net cash provided by operating activities
48,518

 
40,176

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchases of investments
(192,567
)
 
(129,695
)
Sales of investments
17,416

 
11,591

Maturities of investments
115,026

 
71,864

Payments made in connection with business acquisition
(550
)
 

Purchases of property and equipment
(1,624
)
 
(694
)
Net cash used in investing activities
(62,299
)
 
(46,934
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Proceeds from issuance of common stock
13,551

 
6,960

Excess tax benefit from employee stock option plans
2,320

 
1,115

Net cash provided by financing activities
15,871

 
8,075

EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS
703

 
805

NET INCREASE IN CASH AND CASH EQUIVALENTS
2,793

 
2,122

CASH AND CASH EQUIVALENTS—Beginning of period
71,990

 
66,859

CASH AND CASH EQUIVALENTS—End of period
$
74,783

 
$
68,981








Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures
(Unaudited, in thousands)


Reconciliation of GAAP revenue to billings

 
Three Months Ended
 
March 31, 2012
 
March 31, 2011
Total revenue
$
117,247

 
$
93,266

   Increase in deferred revenue
19,739

 
13,398

Total billings (Non-GAAP)
$
136,986

 
$
106,664



Reconciliation of net cash provided by operating activities to free cash flow

 
Three Months Ended
 
March 31, 2012
 
March 31, 2011
Net cash provided by operating activities
$
48,518

 
$
40,176

Less purchases of property and equipment
(1,624
)
 
(694
)
Free cash flow (Non-GAAP)
$
46,894

 
$
39,482


     






Reconciliation of non-GAAP results of operations to the nearest comparable GAAP measures
(Unaudited, in thousands, except per share amounts)


Reconciliation of GAAP to Non-GAAP operating income, operating margin, net income and diluted net income per share

 
Three Months Ended March 31, 2012
 
Three Months Ended March 31, 2011
 
 
GAAP Results
 
Adjustments
 
Non-GAAP Results
 
GAAP Results
 
Adjustments
 
Non-GAAP Results
 
Operating Income
$
18,715

 
$
6,768

(a)
$
25,483

 
$
17,445

 
$
2,593

(b)
$
20,038

 
Operating Margin
16
%
 
 
 
22
%
 
19
%
 
 
 
21
%
 
 
 
 
6,768

(a)
 
 
 
 
2,593

(b)
 
 
 
 
 
(3,453
)
(c)
 
 
 
 
(2,287
)
(c)
 
 
Net Income
$
14,173

 
3,315

 
$
17,488

 
$
13,587

 
306

 
$
13,893

 
Diluted net income per share
$
0.09

 
 
 
$
0.11

 
$
0.08

(d)
 
 
$
0.09

(d)
Shares used in per share calculations - diluted
165,751

 
 
 
165,751

 
162,864

(d)
 
 
162,864

(d)

(a) To exclude $7.2 million of stock-based compensation expense offset by $0.5 million of patent settlement income in the three months ended March 31, 2012.
(b) To exclude $3.1 million of stock-based compensation expense offset by $0.5 million of patent settlement income in the three months ended March 31, 2011.
(c) To exclude the tax effects related to expenses noted in (a) and (b).
(d) Effective June 1, 2011, we completed a two-for-one stock split of our outstanding shares of common stock. We have retroactively displayed the effect of the change in our condensed consolidated financial statements.