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8-K - 8-K - Riverbed Technology, Inc.a2013q3earningsdoc.htm


Exhibit 99.1
Riverbed Technology Reports Third Quarter 2013 Results

Riverbed Technology (NASDAQ: RVBD), Riverbed Technology (NASDAQ: RVBD), the application performance company, today reported financial results for its third quarter ended September 30, 2013 (Q3’13).

GAAP revenue for Q3’13 was $262 million, compared to $219 million in the third quarter of 2012 (Q3’12), representing 20% year-over-year growth. GAAP net income for Q3'13 was $3.8 million, or $0.02 per diluted share, compared to GAAP net income of $24.7 million, or $0.15 per diluted share, in Q3’12.
Non-GAAP revenue for Q3’13 was $265 million, an increase of 21% compared to $219 million in Q3’12. Non-GAAP net income for Q3’13 was $43.3 million, or $0.26 per diluted share, compared to non-GAAP net income of $46.1 million, or $0.28 per diluted share, in Q3’12.
“In a mixed economic environment, which was particularly evident in the government vertical, Riverbed delivered solid third quarter results," said Jerry M. Kennelly, Riverbed chairman and CEO. "Strong margin performance and prudent expense control drove higher profitability in the quarter," continued Kennelly. "We further demonstrated our commitment to driving shareholder value by executing a $50 million stock repurchase during the quarter, continuing our track record of returning a substantial amount of free cash flow to investors in the form of share repurchases.”





Q3’13 Business Highlights

Extended market-leading Riverbed® Steelhead® wide area network optimization (WAN) product family with the addition of a new hardware appliance and upgrades to Steelhead software with RiOS® 8.5
RiOS 8.5 introduces Path Selection which allows IT organizations to cost-effectively deploy and manage complex hybrid networks ensuring the right path and service level for each application with no impact to end user experience
RiOS 8.5 integration with Riverbed Cascade® Profiler software helps IT managers meet application service level agreements
New Steelhead CX 255 series appliance brings enterprise-class WAN optimization cost-effectively to every branch office offering the same benefits found in larger Steelhead WAN optimization solutions, including decreasing bandwidth utilization by up to 98 percent and improving application acceleration up to 100 times faster
Achieved significant milestone with the integration of the Riverbed Cascade® and OPNET product families introducing a single appliance combining application-aware network performance management and application performance management. The integrated solution provides end-to-end performance management giving customers a single solution to maximize performance, availability and productivity of critical applications.
Introduced new higher capacity, higher performance Riverbed Granite® appliance and added support for Fibre Channel
Announced alliance with Joyent to launch Riverbed Stingray® and Joyent Content Delivery Cloud. The new offering combines Joyent’s public cloud infrastructure with Stingray ADC software to improve performance and flexibility while reducing costs compared to the traditional content delivery network.
Awarded certification under the J.D. Power 2013 Certified Technology Service and Support Program for the third consecutive year. This certification acknowledges excellence in delivering outstanding service and support on a worldwide basis, with customer satisfaction scores among the top 20 percent of companies nationwide offering technology support.
Recently appointed executives:
Kate Hutchison, Senior Vice President and Chief Marketing Officer; joins Riverbed from executive marketing roles at Polycom, VMware, Citrix, and BEA Systems
Ginna Raahauge, Senior Vice President and Chief Information Officer; joins Riverbed from Cisco where she was responsible for the technology platform for Cisco's global order through invoice process and revenue recognition

Conference Call
Riverbed will host a conference call today, October 28, 2013, at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss its third quarter 2013 results. The call will be broadcast live over the Internet at http://www.riverbed.com/investors. A replay of the conference call will also be available via webcast at http://www.riverbed.com/investors for 12 months.

Analyst/Investor Meeting
Riverbed will host a meeting for analysts and investors at The Bently Reserve in San Francisco, from 1:00 p.m. to 5:00 p.m. PT on Monday, November 18, 2013.

To register online, please visit:

http://ir.riverbed.com/phoenix.zhtml?c=198235&p=AnalystMeeting2013

For more information email Riverbed Investor Relations at ir@riverbed.com.





Use of Non-GAAP Financial Information

To supplement our financial results presented in accordance with Generally Accepted Accounting Principles (GAAP), this press release and the accompanying tables contain certain non-GAAP financial measures, including non-GAAP revenue, non-GAAP net income and non-GAAP net income per share, which we believe are helpful in understanding our past financial performance and future results. For reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section of the accompanying tables titled, "GAAP to Non-GAAP Reconciliations." Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read in conjunction with our consolidated financial statements prepared in accordance with GAAP. Our management regularly uses our supplemental non-GAAP financial measures internally to understand and manage our business and forecast future periods. Our non-GAAP financial measures include adjustments based on the following items, as well as the related income tax effects, adjustments related to our tax valuation allowance and the interim tax cost of the one-time transfer of intellectual property rights between Riverbed legal entities:
Support and services deferred revenue: Business combination accounting rules require us to account for the fair value of support and service contracts assumed in connection with our acquisitions. The book value of the acquisition deferred support and services revenue related to OPNET was reduced by $19 million in the adjustment to fair value. Because these are typically one to five year contracts, our GAAP revenues for the periods subsequent to the acquisition of a business do not reflect the full amount of service revenues on assumed support contracts that would have otherwise been recorded by the acquired entity. The non-GAAP adjustment is intended to reflect the full amount of such revenues. We believe this adjustment is useful to investors as a measure of the ongoing performance of our business because we have historically experienced high renewal rates on support contracts, although we cannot be certain that customers will renew these contracts.
Inventory and cost of product revenue: Business combination accounting rules require us to account for the fair value of inventory acquired in connection with our acquisitions. The fair value of inventory is estimated as the selling price minus the estimated cost to sell. In the period subsequent to the acquisition, the cost of product revenue includes the higher fair value of the acquired inventory.
Stock-based compensation expenses: We have excluded the effect of stock-based compensation and related payroll tax expenses from our non-GAAP operating expenses and net income measures. Although stock-based compensation is a key incentive offered to our employees, we continue to evaluate our business performance excluding stock-based compensation expenses. Stock-based compensation expenses will recur in future periods.
Amortization of intangible assets: We have excluded the effect of amortization of intangible assets from our non-GAAP net income. Amortization of intangible assets is a non-cash expense, and it is not part of our core operations. Investors should note that the use of intangible assets contributed to revenues earned during the periods presented and will contribute to future period revenues as well.
Acquisition related and other expenses: We incur significant expenses in connection with our acquisitions and also incur certain other operating expenses, which we would not have otherwise incurred in the periods presented as a part of our continuing operations. Acquisition related and other expenses consist of transaction costs, costs for transitional employees, other acquired employee related retention costs, integration related professional services, adjustments to the fair value of the acquisition related contingent consideration, the write-down of certain acquired in-progress research and development intangibles, and foreign exchange losses on the acquisition related contingent consideration. We believe it is useful for investors to understand the effects of these items on our total operating expenses.






Forward-Looking Statements
This press release contains forward-looking statements. These forward-looking statements involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include our ability to react to trends and challenges in our business and the markets in which we operate; our ability to anticipate market needs and to timely develop new or enhanced products to meet those needs; the adoption rate of our products; our ability to establish and maintain successful relationships with our distribution partners; our ability to compete in our industry; fluctuations in demand, sales cycles and prices for our products and services; shortages or price fluctuations in our supply chain; our ability to protect our intellectual property rights; general political, economic and market conditions and events; difficulties encountered in integrating new or acquired businesses and technologies; the inability to identify and realize the anticipated benefits of acquisitions; the expense and impact of legal proceedings; and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission. More information about these and other risks that may impact Riverbed's business are set forth in our Form 10-K filed with the SEC for the period ended December 31, 2012, and our subsequent quarterly reports filed with the SEC. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we disclaim any obligation to update these forward-looking statements. Any future product, feature or related specification that may be referenced in this release are for information purposes only and are not commitments to deliver any technology or enhancement. Riverbed reserves the right to modify future product plans at any time.
About Riverbed
Riverbed delivers performance for the globally connected enterprise. With Riverbed, enterprises can successfully and intelligently implement strategic initiatives such as virtualization, consolidation, cloud computing, and disaster recovery without fear of compromising performance. By giving enterprises the platform they need to understand, optimize and consolidate their IT, Riverbed helps enterprises to build a fast, fluid and dynamic IT architecture that aligns with the business needs of the organization. Additional information about Riverbed (NASDAQ: RVBD) is available at www.riverbed.com.

Riverbed and any Riverbed product or service, name or logo used herein are trademarks of Riverbed Technology, Inc. All other trademarks used herein belong to their respective owners.



INVESTOR RELATIONS CONTACT
Renee Lyall
Riverbed Technology
415-247-6353
renee.lyall@riverbed.com

###




Riverbed Technology
GAAP Condensed Consolidated Statements of Operations
In thousands, except per share amounts
Unaudited
 
 
Three months ended
September 30,
 
Nine months ended
September 30,
 
 
2013
 
2012
 
2013
 
2012
Revenue:
 
 
 
 
 
 
 
 
Product
 
$
153,167

 
$
144,605

 
$
444,690

 
$
391,008

Support and services
 
108,556

 
73,992

 
313,082

 
208,470

     Total revenue
 
261,723

 
218,597

 
757,772

 
599,478

Cost of revenue:
 
 
 
 
 
 
 
 
Cost of product
 
41,772

 
30,985

 
123,135

 
89,412

Cost of support and services
 
29,085

 
19,072

 
87,020

 
57,112

     Total cost of revenue
 
70,857

 
50,057

 
210,155

 
146,524

Gross profit
 
190,866

 
168,540

 
547,617

 
452,954

Operating expenses:
 
 
 
 
 
 
 
 
Sales and marketing
 
116,257

 
81,934

 
345,351

 
233,115

Research and development
 
49,461

 
36,139

 
149,440

 
106,052

General and administrative
 
17,729

 
13,884

 
55,164

 
44,010

Acquisition-related costs (credits)
 
4,882

 
(2,865
)
 
16,085

 
(12,505
)
Total operating expenses
 
188,329

 
129,092

 
566,040

 
370,672

Operating profit (loss)
 
2,537

 
39,448

 
(18,423
)
 
82,282

Other (expense) income, net
 
(5,063
)
 
5

 
(17,336
)
 
(1,241
)
(Loss) income before provision for income taxes
 
(2,526
)
 
39,453

 
(35,759
)
 
81,041

(Benefit from) provision for income taxes
 
(6,344
)
 
14,723

 
(14,946
)
 
31,228

Net income (loss)
 
$
3,818

 
$
24,730

 
$
(20,813
)
 
$
49,813

Net income (loss) per share, basic
 
$
0.02

 
$
0.16

 
$
(0.13
)
 
$
0.32

Net income (loss) per share, diluted
 
$
0.02

 
$
0.15

 
$
(0.13
)
 
$
0.30

Shares used in computing basic net income (loss) per share
 
162,929

 
153,823

 
163,430

 
156,313

Shares used in computing diluted net income (loss) per share
 
167,692

 
161,877

 
163,430

 
164,880






Riverbed Technology
Condensed Consolidated Balance Sheets
In thousands
Unaudited
 
September 30,
2013
 
December 31,
2012
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
207,811

 
$
280,509

Short-term investments
225,249

 
170,605

Trade receivables, net
100,794

 
113,190

Inventory
31,687

 
24,175

Deferred tax assets
19,013

 
11,185

Prepaid expenses and other current assets
56,626

 
50,245

Total current assets
641,180

 
649,909

Long-term investments
87,852

 
78,476

Fixed assets, net
53,589

 
49,244

Goodwill
702,519

 
699,785

Intangible assets, net
429,496

 
506,842

Deferred tax assets, non-current
78

 
6,457

Other assets
33,322

 
33,626

Total assets
$
1,948,036

 
$
2,024,339

LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
42,711

 
$
50,417

Accrued compensation and related benefits
48,838

 
60,501

Other accrued liabilities
31,938

 
41,472

Current maturities of long-term borrowings

 
5,327

Deferred revenue
212,440

 
182,219

Total current liabilities
335,927

 
339,936

Deferred revenue, non-current
96,351

 
88,393

Borrowings, non-current, net of current maturities
522,441

 
566,814

Deferred tax liability, non-current
70,022

 
109,311

Other long-term liabilities
47,953

 
25,663

Total long-term liabilities
736,767

 
790,181

Stockholders' equity:
 
 
 
Common stock
758,143

 
757,777

Retained earnings
116,900

 
137,713

Accumulated other comprehensive income (loss)
299

 
(1,268
)
Total stockholders' equity
875,342

 
894,222

Total liabilities and stockholders' equity
$
1,948,036

 
$
2,024,339





Riverbed Technology
Condensed Consolidated Statements of Cash Flows
In thousands
Unaudited
 
Nine months ended
September 30,
 
2013
 
2012
Operating activities:
 
 
 
Net (loss) income
$
(20,813
)
 
$
49,813

Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
94,617

 
27,743

Stock-based compensation
75,159

 
66,170

Deferred taxes
(43,985
)
 
4,655

Excess tax benefit from employee stock plans
(5,507
)
 
(14,532
)
Other non-cash items
1,736

 

Changes in operating assets and liabilities:
 
 
 
Trade receivables
12,396

 
(8,397
)
Inventory
(7,511
)
 
(7,293
)
Prepaid expenses and other assets
(5,691
)
 
3,637

Accounts payable
(10,038
)
 
3,563

Accruals and other liabilities
1,561

 
(23,579
)
Acquisition-related contingent consideration

 
(15,882
)
Income taxes payable
(1,714
)
 
16,895

Deferred revenue
38,179

 
82,518

Net cash provided by operating activities
128,389

 
185,311

Investing activities:
 
 
 
Capital expenditures
(18,284
)
 
(17,121
)
Purchase of available for sale securities
(317,399
)
 
(403,482
)
Proceeds from maturities of available for sale securities
236,562

 
274,428

Proceeds from sales of available for sale securities
15,045

 
112,760

Acquisitions, net of cash acquired
(1,000
)
 
(6,458
)
Net cash used in investing activities
(85,076
)
 
(39,873
)
Financing activities:
 
 
 
Proceeds from issuance of common stock under employee stock plans, net of repurchases
56,293

 
32,751

Cash used related to net shares settlement of equity awards
(4,289
)
 
(4,278
)
Payments for repurchases of common stock
(125,081
)
 
(127,144
)
Payment of borrowings
(50,015
)
 

Excess tax benefit from employee stock plans
5,507

 
14,532

Net cash used in financing activities
(117,585
)
 
(84,139
)
Effect of exchange rate changes on cash and cash equivalents
1,574

 
2,506

Net (decrease) increase in cash and cash equivalents
(72,698
)
 
63,805

Cash and cash equivalents at beginning of period
280,509

 
215,476

Cash and cash equivalents at end of period
$
207,811

 
$
279,281





Riverbed Technology
Supplemental Financial Information
In thousands
Unaudited
 
Three months ended
 
Nine months ended
 
September 30,
2013
 
June 30,
2013
 
September 30,
2012
 
September 30,
2013
 
September 30,
2012
Revenue by Geography
 
 
 
 
 
 
 
 
 
Americas
$
164,015

 
$
156,850

 
$
133,656

 
$
479,056

 
$
354,848

Europe, Middle East and Africa
64,179

 
59,397

 
56,992

 
181,445

 
159,202

Asia Pacific
33,529

 
33,663

 
27,949

 
97,271

 
85,428

     Total revenue
$
261,723

 
$
249,910

 
$
218,597

 
$
757,772

 
$
599,478

As a percentage of total revenues:
 
 
 
 
 
 
 
 
 
Americas
63
%
 
63
%
 
61
%
 
63
%
 
59
%
Europe, Middle East and Africa
25
%
 
24
%
 
26
%
 
24
%
 
27
%
Asia Pacific
12
%
 
13
%
 
13
%
 
13
%
 
14
%
     Total revenue
100
%
 
100
%
 
100
%
 
100
%
 
100
%
Revenue by Sales Channel
 
 
 
 
 
 
 
 
 
Direct
$
28,654

 
$
42,988

 
$
10,626

 
$
120,611

 
$
31,050

Indirect
233,069

 
206,922

 
207,971

 
637,161

 
568,428

     Total revenue
$
261,723

 
$
249,910

 
$
218,597

 
$
757,772

 
$
599,478

As a percentage of total revenues:
 
 
 
 
 
 
 
 
 
Direct
11
%
 
17
%
 
5
%
 
16
%
 
5
%
Indirect
89
%
 
83
%
 
95
%
 
84
%
 
95
%
     Total revenue
100
%
 
100
%
 
100
%
 
100
%
 
100
%





Riverbed Technology
GAAP to Non-GAAP Reconciliation
In thousands, except per share amounts
Unaudited
 
Three months ended
 
Nine months ended
GAAP to Non-GAAP Reconciliations:
September 30,
2013
 
June 30,
2013
 
September 30,
2012
 
September 30,
2013
 
September 30,
2012
Reconciliation of Total revenue:
 
 
 
 
 
 
 
 
 
U.S. GAAP as reported
$
261,723

 
$
249,910

 
$
218,597

 
$
757,772

 
$
599,478

Adjustments:
 
 
 
 
 
 
 
 
 
Deferred revenue adjustment (6)
3,250

 
4,842

 
199

 
14,571

 
1,526

As adjusted
$
264,973

 
$
254,752

 
$
218,796

 
$
772,343

 
$
601,004

Reconciliation of Net income (loss):
 
 
 
 
 
 
 
 
 
U.S. GAAP as reported
$
3,818

 
$
(16,521
)
 
$
24,730

 
$
(20,813
)
 
$
49,813

Adjustments:
 
 
 
 
 
 
 
 
 
Stock-based compensation (1)
25,104

 
25,529

 
20,252

 
75,159

 
66,170

Payroll tax on stock-based compensation (2)
63

 
1,076

 
230

 
1,532

 
1,654

Amortization on intangibles (3)
25,817

 
25,818

 
5,474

 
77,945

 
16,335

Acquisition-related costs (credits) (5)
4,902

 
7,751

 
(2,371
)
 
17,217

 
(10,015
)
Inventory fair value adjustment (4)

 
191

 

 
1,700

 

Deferred revenue adjustment (6)
3,250

 
4,842

 
199

 
14,571

 
1,526

Other income (expense), net (8)

 

 
525

 

 
2,612

Income tax adjustments (7)
(19,698
)
 
(12,127
)
 
(2,958
)
 
(48,839
)
 
(11,218
)
As adjusted
$
43,256

 
$
36,559

 
$
46,081

 
$
118,472

 
$
116,877

Reconciliation of Net income (loss) per share, diluted:
 
 
 
 
 
 
 
 
 
U.S. GAAP as reported
$
0.02

 
$
(0.10
)
 
$
0.15

 
$
(0.13
)
 
$
0.30

Adjustments:
 
 
 
 
 
 
 
 
 
Stock-based compensation (1)
0.15

 
0.15

 
0.13

 
0.45

 
0.40

Payroll tax on stock-based compensation (2)

 
0.01

 

 
0.01

 
0.01

Amortization on intangibles (3)
0.15

 
0.15

 
0.03

 
0.46

 
0.10

Acquisition-related costs (credits) (5)
0.03

 
0.05

 
(0.01
)
 
0.10

 
(0.06
)
Inventory fair value adjustment (4)

 

 

 
0.01

 

Deferred revenue adjustment (6)
0.03

 
0.03

 

 
0.09

 
0.01

Other income (expense), net (8)

 

 

 

 
0.02

Income tax adjustments (7)
(0.12
)
 
(0.07
)
 
(0.02
)
 
(0.29
)
 
(0.07
)
As adjusted
$
0.26

 
$
0.22

 
$
0.28

 
$
0.70

 
$
0.71

Non-GAAP Net income per share, basic
$
0.27

 
$
0.22

 
$
0.30

 
$
0.72

 
$
0.75

Non-GAAP Net income per share, diluted
$
0.26

 
$
0.22

 
$
0.28

 
$
0.70

 
$
0.71

Shares used in computing basic net income per share
162,929

 
163,995

 
153,823

 
163,430

 
156,313

Shares used in computing diluted net income per share
167,692

 
168,126

 
161,877

 
168,411

 
164,880

 
 
 
 
 
 
 
 
 
 




Riverbed Technology
GAAP to Non-GAAP Reconciliation (continued)
In thousands, except per share amounts
Unaudited
 
 
 
 
 
 
 
 
 
 
Three months ended
 
Nine months ended
GAAP to Non-GAAP Reconciliations:
September 30,
2013
 
June 30,
2013
 
September 30,
2012
 
September 30,
2013
 
September 30,
2012
Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
Product revenue
$
87

 
$

 
$

 
$
87

 
$

Support and services revenue
3,163

 
4,842

 
199

 
14,484

 
1,526

Cost of product
12,201

 
12,413

 
3,858

 
38,226

 
11,582

Cost of support and services
2,209

 
2,506

 
1,660

 
6,576

 
5,146

Sales and marketing
24,236

 
24,821

 
10,547

 
74,536

 
33,259

Research and development
8,697

 
9,668

 
7,079

 
26,103

 
23,277

General and administrative
3,661

 
3,890

 
3,306

 
12,027

 
13,385

Acquisition-related costs (credits)
4,882

 
7,067

 
(2,865
)
 
16,085

 
(12,505
)
Other income (expense), net

 

 
525

 

 
2,612

Provision for income taxes
(19,698
)
 
(12,127
)
 
(2,958
)
 
(48,839
)
 
(11,218
)
Total Non-GAAP adjustments
$
39,438

 
$
53,080

 
$
21,351

 
$
139,285

 
$
67,064

 
 
 
 
 
 
 
 
 
 
_______________________
(1) Stock-based compensation expense is calculated in accordance with the fair value recognition provisions of Financial Accounting Standards Board Accounting Standards Codification (ASC) Topic 718, Compensation - Stock Compensation effective January 1, 2006.
(2) Payroll tax on stock-based compensation represents the incremental cost for employer payroll taxes on stock option exercises and restricted stock units vested and released.
(3) The intangible assets recorded at fair value as a result of our acquisition are amortized over the estimated useful life of the respective asset.
(4) The inventory fair value adjustment recorded pursuant to our acquisition is excluded from our non-GAAP operating expenses as this cost would not have otherwise occurred in the period presented.
(5) We incurred expenses in connection with our acquisitions, which would not have otherwise occurred in the period presented as part of our operating expenses; therefore, these costs (credits) are excluded from our non-GAAP operating expenses.
(6) Business combination accounting rules require us to account for the fair value of deferred revenue assumed in connection with an acquisition. The non-GAAP adjustment is intended to reflect the full amount of support and service revenue that would have otherwise been recorded by the acquired entity.
(7) The non-GAAP tax rate excludes the income tax effects of non-GAAP adjustments. Additionally, the non-GAAP tax rate includes adjustments to our tax valuation allowance on deferred tax assets and excludes the interim tax cost of the one-time transfer of intellectual property rights between our legal entities.
(8) We incurred expenses, including revaluation of the contingent consideration, in connection with our acquisitions, which would not have otherwise occurred in the period presented as part of our other expense, net; therefore, these costs are excluded from our non-GAAP operating expenses.