EX-99.1 2 f33276exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1
(BROCADE LOGO)
         
BROCADE CONTACTS
       
Media Relations
  Investor Relations   Ogilvy PR
Leslie Davis
  Yin Cantor   Ian Yellin
Tel: 408.333.5260
  Tel: 408.333.5184   Tel: 415.677.2714
lmdavis@brocade.com
  ycantor@brocade.com   ian.yellin@ogilvypr.com
Brocade Reports Third Quarter Fiscal Year 2007 Results

Margin Expansion Drives Improved Profitability
SAN JOSE, Calif. — August 23, 2007 — Brocade® (Nasdaq: BRCD), the leader in networked storage solutions that help enterprises connect and manage their information, today reported financial results for its third quarter of fiscal year 2007 (Q3 07), which ended July 28, 2007. Revenues for Q3 07 were $327.5 million, slightly above the Company’s preliminary results reported on August 8, 2007. Revenues for the quarter decreased 5% from $345.3 million reported in the second quarter of fiscal year 2007 (Q2 07) and increased 73% from $188.9 million reported in the third quarter of fiscal year 2006 (Q3 06). Results for Q3 07 and Q2 07 reflect the acquisition of McDATA, which closed on January 29, 2007. The Company’s third fiscal quarter is typically one of two seasonally weaker periods.
Commenting on the Company’s third quarter results, CEO Michael Klayko said, “Overall, we are very pleased with both our results and execution in our third fiscal quarter. In just two quarters, we have met or exceeded the vast majority of our target business metrics related to the acquisition of McDATA, and have strengthened our combined profitability and business fundamentals. We believe we are well positioned competitively and our leadership position is unchanged.”
Reporting on a GAAP basis, net income for Q3 07 was $10.7 million, or $0.03 per share basic and diluted. This reflects an increase from GAAP net income of $0.8 million, or $0.00 per share basic and diluted in Q2 07, and a decrease of 56% from GAAP net income of $24.5 million, or $0.09 per share basic and diluted in Q3 06, which was prior to the McDATA acquisition. The increase from Q2 07 to Q3 07 primarily reflects higher gross margin, lower operating expenses and a lower provision for income taxes on a GAAP basis.
Brocade
1745 Technology Dr., San Jose, CA 95110
T. 408.333.8000 F. 408.333.8101
www.brocade.com

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 2
Non-GAAP net income for Q3 07 was $49.5 million, or $0.13 per share basic and $0.12 per share diluted. This reflects an increase of 6% from non-GAAP net income of $46.6 million, or $0.12 per share basic and $0.11 per share diluted in Q2 07, and an increase of 60% from non-GAAP net income of $31.0 million, or $0.11 per share basic and diluted in Q3 06. Non-GAAP financial measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. A detailed reconciliation between GAAP and non-GAAP information is contained in the tables included herein.
Q3 07 Financial Highlights and Additional Financial Information
Note: Q3 07 and Q2 07 figures include McDATA results. Other periods shown do not include McDATA results.
    In Q3 07, as a percent of total, OEM revenues were 84% and Channel/Direct were 16%. This compares to 85% and 15%, respectively in Q2 07 and 92% and 8%, respectively in Q3 06. Three OEM customers, EMC, HP, and IBM, each accounted for 10% or more of total revenues and together represented approximately 64% of total revenues in Q3 07. The same three customers each accounted for 10% or more of total revenues and together represented approximately 67% of total revenues in Q2 07 and 74% in Q3 06.
 
    In Q3 07, as a percent of total, domestic revenue was 58% and international was 42%. This compares to 65% and 35%, respectively in Q2 07 and 65% and 35%, respectively, in Q3 06.
 
    Service revenue accounted for 14% of total revenue in Q3 07, compared with 13% of total revenue in Q2 07 and 8% of total revenue in Q3 06.
 
    Q3 07 non-GAAP gross margin was 55.0%, compared to non-GAAP gross margin of 53.4% in Q2 07 and 60.2% in Q3 06.
 
    The Company’s total installed base of SAN ports is approximately 14.1 million.
 
    Sequential Average Selling Price (ASP) declines were in the low single digits in Q3 07.
 
    In Q3 07 net stock-based compensation expense was $9.7 million and has been excluded from the Company’s non-GAAP results.
 
    Q3 07 non-GAAP operating margin was 19.2%, compared to non-GAAP operating margin of 16.8% in Q2 07 and non-GAAP operating margin of 17.4% in Q3 06.
 
    Q3 07 cash flow from operations was $36.3 million, compared to $46.2 million in Q2 07 and $26.3 million in Q3 06.
 
    Cash and cash equivalents and investments at the end of Q3 07, net of the Company’s convertible debt, were $639.2 million, compared to $674.5 million at the end of Q2 07 and $518.6 million at the end of Q3 06.

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 3
    In Q3 07, the Company repurchased $81.0 million of its common stock, representing 9.4 million shares, compared with $59.9 million spent in Q2 07 to repurchase 6.3 million shares. The Company has $132.7 million remaining under its $300 million stock buyback authorizations.
 
    Day sales outstanding in accounts receivable for Q3 07 were 45 days, compared to 40 days in Q2 07 and 38 days in Q3 06.
 
    Q3 07 capital expenditures were $14.0 million. This compares to $14.2 million in Q2 07 and $7.5 million in Q3 06.
 
    As of July 28, 2007, the Company had 2,376 employees, compared with 2,440 employees as of April 28, 2007 and 1,399 employees as of July 29, 2006. The higher number of employees at the end of Q2 07 and Q3 07 compared to the end of Q3 06 reflects the acquisition of McDATA Corporation, which closed during Q2 07.
Q3 07 Business Highlights:
    During the quarter, news announcements from Brocade, its business partners, and customers highlighted continued progress in global markets, professional services, and technology leadership.
 
    Brocade’s global momentum continued to expand with the news that it has opened a world-class research and development facility in Bangalore, India. This opening will expand the Company’s presence in India and accelerate development of enhancements to its data center networking and management solutions for global markets.
 
    The Company announced that it has bolstered its Storage Area Network (SAN) management solutions with greater analytic and reporting capabilities in the Brocade SAN Health(TM) family of proactive diagnostic utilities, including full support for mainframe FICON(R) and McDATA SAN environments.
 
    Further extending Brocade’s position as an industry-leading SAN technology provider, the Brocade 5000 Switch was added to the HP B-Series portfolio of networked storage solutions.
 
    During the quarter, Brocade Access Gateway became generally available for IBM BladeCenter solutions. The new feature enables interoperability between Brocade blade SAN switches and products from other SAN switch and director manufacturers, while also simplifying SAN management and reducing costs.

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 4
    Brocade was recognized among the top finalists for the 2007 Microsoft Partner of the Year Award in the Advanced Infrastructure Solutions, Storage Solutions categories. The 2007 Microsoft Partner Program Awards recognizes top Microsoft Partners delivering market-leading, Microsoft-based solutions.
 
    Brocade unveiled new capabilities that dramatically improve the backup and recovery of critical data in IBM and Sun Microsystems mainframe environments. These industry-first capabilities improve disaster recovery and business continuity operations by enabling faster backup of data to remote locations.
 
    Brocade StorageX(R) was named as a finalist in eWeek’s 7th Annual Excellence Awards. Brocade StorageX is a Microsoft Windows-based FAN solution, which was recognized for its ability to improve enterprise-wide file data management
Non-GAAP Financial Measures
This press release and the related conference call contain non-GAAP financial measures. In evaluating the Company’s performance, management uses certain non-GAAP financial measures to supplement consolidated financial statements prepared under GAAP.
Management believes that non-GAAP net income and other non-GAAP measures used in this press release allows management to gain a better understanding of the Company’s comparative operating performance from period-to-period and to its competitors’ operating results. Management also believes these non-GAAP measures help indicate the Company baseline performance before gains, losses or charges that are considered by management to be outside on-going operating results. Accordingly, management uses these non-GAAP measures for planning and forecasting of future periods and in making decisions regarding operations performance and the allocation of resources. Management believes these non-GAAP earnings measures, when read in conjunction with the Company’s GAAP financials, provide useful information to investors by offering:
    the ability to make more meaningful period-to-period comparisons of the Company’s on-going operating results;
 
    the ability to better identify trends in the Company’s underlying business and perform related trend analysis;
 
    a better understanding of how management plans and measures the Company’s underlying business; and
 
    an easier way to compare the Company’s most recent results of operations against investor and analyst financial models.

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 5
Management excludes certain gains or losses and benefits or costs in determining non-GAAP net income that are the result of infrequent events, or arise outside the ordinary course of our continuing operations. Management believes that it is appropriate to evaluate the Company’s operating performance by excluding those items that are not indicative of ongoing operating results or limit comparability. Such items include: (i) legal fees associated with indemnification obligations to former employees and other related costs, (ii) SEC investigation and other related costs, (iii) acquisition and integration costs, (iv) gain on sale of investments and (v) gain on termination of an interest rate swap agreement.
Management also excludes the following non-cash charges in determining non-GAAP net income: (i) stock-based compensation and (ii) amortization of purchased intangible assets. Because of varying available valuation methodologies, subjective assumptions and the variety of award types, management believes that the exclusion of stock-based compensation allows for more accurate comparisons of our operating results to our peer companies. Further, management believes that excluding stock-based compensation expense allows for a more accurate comparison of our financial results to previous periods during which our equity-based awards were not required to be reflected on our income statement. Management believes that the expense associated with the amortization of acquisition-related intangible assets is appropriate to be excluded because a significant portion of the purchase price for acquisitions may be allocated to intangible assets that have short lives and exclusion of the amortization expense allows comparisons of operating results that are consistent over time for both the Company’s newly acquired and long-held businesses.
Finally, management believes that it is appropriate to exclude the tax effects of the items noted above in order to present a more meaningful measure on non-GAAP net income.
Limitations. These non-GAAP measures have limitations, however, because they do not include all items of income and expense that impact the Company. Management compensates for these limitations by also considering the Company’s GAAP results. The non-GAAP financial measures the Company uses are not prepared in accordance with, and should not be considered an alternative to, measurements required by GAAP, such as operating income, net income and income per share, and should not be considered measures of the Company’s liquidity. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the most directly comparable GAAP measures. In addition, these non-GAAP financial measures may not be comparable to similar measures reported by other companies.

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 6
Third Quarter Fiscal 2007 Conference Call and Web Cast Information
Brocade management will host a conference call to discuss third quarter fiscal 2007 results on Thursday, August 23, 2007 at 1:30 p.m. Pacific Time. To access the live Web Cast, please visit Brocade’s Website at www.brocade.com/investors at least 20 minutes prior to the call to download any necessary audio or plug-in software. A telephone replay will be available approximately two hours after the conference ends and will be available until 12:00 p.m. Pacific Time on August 30, 2007. A replay of the conference call will be available via the Web Cast at www.brocade.com/investors for approximately twelve months. To access the replay, please dial 888-286-8010 for domestic access and +617-801-6888 for international callers; the access code for the telephone replay is #44627068.
Cautionary Statement
This press release contains statements that are forward-looking in nature, including statements regarding the Company’s competitive position and product and service offerings. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties, which may cause actual results to differ significantly from such estimates. The risks include, but are not limited to, the degree of market adoption of the Company’s new product and service offerings; market competition; the effect of changes in IT spending levels; the Company’s ability to anticipate future OEM and end-user product needs or to accurately forecast end-user demand; dependence on strategic partners; expected synergies of the Company’s acquisitions and anticipated cost savings; and the Company’s ability to manage its business effectively in a rapidly evolving market. Certain of these and other risks are set forth in more detail in “Item 1A. Risk Factors” in Brocade’s Quarterly report on Form 10-Q for the fiscal quarter ended April 28, 2007. Brocade does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise.
About Brocade
Brocade is the leading provider of networked storage solutions that help organizations connect, share, and manage their information. Organizations that use Brocade products and services are better able to optimize their IT infrastructures and ensure compliant data management. For more information, visit the Brocade Web site at www.brocade.com or contact the company at info@brocade.com.
###
Brocade, Brocade B weave logo, Fabric OS, File Lifecycle Manager, McDATA, MyView, Secure Fabric OS, SilkWorm, and StorageX are registered trademarks and the Brocade B-wing logo and Tapestry are trademarks of Brocade Communications Systems, Inc., in the United States and/or in other countries. FICON is a registered trademark of IBM Corporation in the U.S. and other countries. All other brands, products, or service names are or may be trademarks or service marks of, and are used to identify, products or services of their respective owners.

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 7
BROCADE COMMUNICATIONS SYSTEMS, INC.
GAAP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
                                 
    Three Months Ended     Nine Months Ended  
    July 28,     July 29,     July 28,     July 29,  
    2007     2006     2007     2006  
Net revenues
                               
Product
  $ 282,855     $ 174,209     $ 790,509     $ 500,177  
Services
    44,600       14,738       106,370       41,594  
 
                       
Total net revenues
    327,455       188,947       896,879       541,771  
Cost of revenues
                               
 
                               
Product
  $ 131,862     $ 67,220     $ 345,153     $ 198,208  
Services
    29,805       9,813       73,724       25,804  
 
                       
Total cost of revenues
    161,667       77,033       418,877       224,012  
 
                       
Gross margin
    165,788       111,914       478,002       317,759  
Operating expenses:
                               
Research and development
    54,085       42,534       154,780       121,416  
Sales and marketing
    57,200       35,501       155,150       100,682  
General and administrative
    12,536       8,426       33,511       23,523  
Legal fees associated with indemnification obligations and other related costs
    17,984             38,446        
Acquisition and integration costs
    4,055             19,051       585  
SEC investigation and other related costs
          2,990             10,179  
Provision for SEC settlement
                      7,000  
Amortization of intangible assets
    7,924       888       16,810       1,406  
Facilities lease losses
                      3,775  
 
                       
Total operating expenses
    153,784       90,339       417,748       268,566  
 
                       
Income from operations
    12,004       21,575       60,254       49,193  
Interest and other income, net
    10,913       8,133       29,157       22,391  
Interest expense
    (2,683 )     (1,863 )     (4,741 )     (5,478 )
Gain on investments
    1,240       2,685       1,240       2,663  
 
                       
Income before provision for income taxes
    21,474       30,530       85,910       68,769  
Income tax provision
    10,784       6,032       41,058       21,098  
 
                       
Net income
  $ 10,690     $ 24,498     $ 44,852     $ 47,671  
 
                       
 
                               
Net income per share – Basic
  $ 0.03     $ 0.09     $ 0.13     $ 0.18  
 
                       
Net income per share – Diluted
  $ 0.03     $ 0.09     $ 0.12     $ 0.17  
 
                       
Shares used in per share calculation – Basic
    392,450       269,417       353,627       269,794  
 
                       
Shares used in per share calculation – Diluted
    407,113       273,959       368,080       273,484  
 
                       

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 8
BROCADE COMMUNICATIONS SYSTEMS, INC.
GAAP CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
                 
    July 28,     October 28,  
    2007     2006  
Assets
               
 
               
Current assets:
               
Cash and cash equivalents
  $ 374,408     $ 274,368  
Short-term investments
    313,902       267,694  
 
           
Total cash, cash equivalents, and short-term investments
    688,310       542,062  
Accounts receivable, net
    162,524       98,394  
Inventories
    21,770       8,968  
Prepaid expenses and other current assets
    43,511       43,365  
 
           
Total current assets
    916,115       692,789  
 
               
Long-term investments
    117,865       40,492  
Property and equipment, net
    200,978       104,299  
Goodwill
    434,489       41,013  
Intangible assets, net
    292,724       15,465  
Other assets
    26,146       6,660  
 
           
Total assets
  $ 1,988,317     $ 900,718  
 
           
 
               
Liabilities and Stockholders’ Equity
               
 
               
Current liabilities:
               
Accounts payable
  $ 131,250     $ 56,741  
Accrued employee compensation
    76,456       62,842  
Deferred revenue
    86,442       52,051  
Current liabilities associated with lease losses
    15,629       4,931  
Purchase commitments
    43,240       6,104  
Income tax payable
    56,594       39,076  
Other accrued liabilities
    59,485       42,811  
 
           
Total current liabilities
    469,096       264,556  
 
               
Convertible subordinated debt
    166,957        
Non-current liabilities associated with lease losses
    21,802       11,105  
Non-current deferred revenue
    42,374       8,827  
Other non-current liabilities
    1,533        
 
               
Stockholders’ equity
               
Common stock
    1,500,323       889,250  
Accumulated other comprehensive loss
    13,583       (817 )
Accumulated deficit
    (227,351 )     (272,203 )
 
           
Total stockholders’ equity
    1,286,555       616,230  
 
           
Total liabilities and stockholders’ equity
  $ 1,988,317     $ 900,718  
 
           

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 9
BROCADE COMMUNICATIONS SYSTEMS, INC.
GAAP CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
For the Three Months Ended JULY 28, 2007 and JULY 29, 2006
(in thousands)
(unaudited)
                 
    Three Months Ended  
    July 28,     July 29,  
    2007     2006  
Cash flows from operating activities:
               
Net income
  $ 10,690     $ 24,498  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Excess tax benefit from employee stock plans
    (8,959 )     (2,223 )
Depreciation and amortization
    28,758       8,522  
Loss on disposal of property and equipment
    609       108  
Amortization of debt issuance costs
          446  
Net (gains) losses on investments and marketable equity securities
          (2,685 )
Non-cash compensation expense
    9,714       8,468  
Provision for doubtful accounts receivable and sales returns
    1,453       814  
Changes in operating assets and liabilities:
               
Accounts receivable
    (12,381 )     (3,865 )
Inventories
    4,636       (936 )
Prepaid expenses and other assets
    6,920     (10,371 )
Accounts payable
    53,453       1,661  
Accrued employee compensation
    (15,429 )     (2,617 )
Deferred revenue
    2,828       1,635  
Other accrued liabilities
    (43,137 )     4,047  
Liabilities associated with lease losses
    (2,866 )     (1,178 )
 
           
Net cash provided by operating activities
    36,289       26,324  
 
           
 
               
Cash flows from investing activities:
               
Purchases of property and equipment
    (13,939 )     (7,477 )
Purchases of short-term investments
    (106,973 )     (121,079 )
Proceeds from sales of property and equipment
    1,336        
Proceeds from sale of marketable equity securities and equity investments
          10,185  
Purchases of restricted short-term investments
          (50 )
Proceeds from maturities and sale of short-term investments
    210,326       109,971  
Purchases of long-term investments
    (60,801 )     (684 )
Proceeds from maturities and sale of long-term investments
    5,015        
Proceeds from the maturities of restricted short-term investments
          1,093  
Purchases of non-marketable minority equity investments
    (5,000 )      
Decrease in restricted cash
    6,583        
 
           
Net cash provided (used) in investing activities
    36,547       (8,041 )
 
           
 
               
Cash flows from financing activities:
               
Payments on capital lease obligations
    (5 )      
Termination of interest rate swap
    (4,989 )      
Common stock repurchases
    (81,009 )     (25,276 )
Excess tax benefit from employees stock plans
    8,959       2,223  
Proceeds from issuance of common stock, net
    14,970       8,166  
 
           
Net cash provided (used) by financing activities
    (62,074 )     (14,887 )
 
           
 
               
Effect of exchange rate fluctuations on cash and cash equivalents
    (192 )     79  
 
           
 
               
Net increase (decrease) in cash and cash equivalents
    10,570       3,475  
Cash and cash equivalents, beginning of period
    363,838       181,009  
 
           
Cash and cash equivalents, end of period
  $ 374,408     $ 184,484  
 
           

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 10
BROCADE COMMUNICATIONS SYSTEMS, INC.
GAAP CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
For the Nine Months Ended JULY 28, 2007 and JULY 29, 2006
(in thousands)
(unaudited)
                 
    Nine Months Ended  
    July 28,     July 29,  
    2007     2006  
Cash flows from operating activities:
               
Net income
  $ 44,852     $ 47,671  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Excess tax benefit from employee stock plans
    (9,120 )     (8,810 )
Depreciation and amortization
    69,560       27,073  
Loss on disposal of property and equipment
    812       308  
Amortization of debt issuance costs
          1,297  
Net (gains) losses on investments and marketable equity securities
          (2,663 )
Non-cash compensation expense
    24,443       23,366  
Provision for doubtful accounts receivable and sales returns
    3,115       1,558  
Provision for SEC settlement
          7,000  
Non-cash facilities lease loss expense
          3,775  
Changes in operating assets and liabilities:
               
Accounts receivable
    41,354       (10,045 )
Inventories
    51       1,871  
Prepaid expenses and other assets
    (2,077 )     (13,308 )
Accounts payable
    32,515       12,124  
Accrued employee compensation
    (37,701 )     8,396  
Deferred revenue
    15,101       11,798  
Other accrued liabilities
    (61,522 )     6,193  
Liabilities associated with lease losses
    (5,519 )     (3,586 )
 
           
Net cash provided by operating activities
    115,864       114,018  
 
           
 
               
Cash flows from investing activities:
               
Purchases of property and equipment
    (41,526 )     (22,950 )
Purchases of short-term investments
    (397,863 )     (259,263 )
Proceeds of sales of property and equipment
    1,336        
Proceeds from sale of marketable equity securities and equity investments
          10,185  
Purchases of restricted short-term investments
          (2,216 )
Proceeds from maturities and sale of short-term investments
    588,159       245,455  
Purchases of long-term investments
    (152,602 )     (13,252 )
Proceeds from maturities and sale of long-term investments
    10,862        
Proceeds from the maturities of restricted short-term investments
          2,859  
Purchases of non-marketable minority equity investments
    (5,000 )     (4,575 )
Cash paid in connection with acquisitions, net of cash acquired
    (7,704 )     (59,887 )
Decrease in restricted cash
    12,422        
Cash acquired on merger with McDATA
    147,407        
 
           
Net cash provided (used) in investing activities
    155,491       (103,644 )
 
           
 
               
Cash flows from financing activities:
               
Payments on capital lease obligations
    (712 )      
Common stock repurchases
    (140,883 )     (40,206 )
Termination of interest swap
    (4,989 )      
Redemption of outstanding convertible debt
    (124,185 )      
Excess tax benefit from employees stock plans
    9,120       8,810  
Proceeds from issuance of common stock, net
    90,670       23,328  
 
           
Net cash provided (used) by financing activities
    (170,979 )     (8,068 )
 
           
 
               
Effect of exchange rate fluctuations on cash and cash equivalents
    (336 )     177  
 
           

 


 

BROCADE REPORTS THIRD QUARTER FISCAL 2007 FINANCIAL RESULTS   PAGE 11
                 
    Nine Months Ended  
    July 28,     July 29,  
    2007     2006  
Net increase (decrease) in cash and cash equivalents
    100,040       2,483  
Cash and cash equivalents, beginning of period
    274,368       182,001  
 
           
Cash and cash equivalents, end of period
  $ 374,408     $ 184,484  
 
           
BROCADE COMMUNICATIONS SYSTEMS, INC.
RECONCILIATION BETWEEN GAAP AND NON-GAAP NET INCOME
(in thousands, except per share data)
(unaudited)
                         
    Q3 07     Q2 07     Q3 06  
Net income on a GAAP basis
  $ 10,690     $ 843     $ 24,498  
Adjustments:
                       
Stock-based compensation expense included in cost of revenues
    3,128       2,236       1,738  
Amortization of intangible assets expense included in cost of revenues
    11,328       11,328        
 
                 
Total gross margin adjustments
    14,456       13,564       1,738  
Legal fees associated with indemnification obligations and other related costs
    17,984       15,234        
SEC investigation and other related costs
                2,990  
Stock-based compensation expense included in research and development
    2,992       2,056       3,052  
Stock-based compensation expense included in sales and marketing
    2,453       1,682       1,771  
Stock-based compensation expense included in general and administrative
    1,139       944       876  
Amortization of intangible assets expense included in operating expenses
    7,924       7,977       888  
Acquisition and integration costs
    4,055       7,564        
 
                 
Total operating expense adjustments
    36,547       35,457       9,577  
 
                 
Total operating income adjustments
    51,003       49,021       11,315  
Gain on termination of swap
    (367 )            
Gain on investments
    (895 )           (2,685 )
Income tax effect of adjustments
    (10,937 )     (3,250 )     (2,152 )
 
                 
Non-GAAP net income
  $ 49,494     $ 46,614     $ 30,976  
 
                 
 
Non-GAAP net income per share – Basic
  $ 0.13     $ 0.12     $ 0.11  
 
                 
Non-GAAP net income per share – Diluted
  $ 0.12     $ 0.11     $ 0.11  
 
                 
Shares used in non-GAAP per share calculation – Basic
    392,450       395,574       269,417  
 
                 
Shares used in non-GAAP per share calculation – Diluted
    407,113       411,989       273,959  
 
                 
See explanation of non-GAAP information included herein.