-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OBaFiSRcZ/Nq/qt0f8st3fxO7NQUKLzXOj+xMc1jFCKGz4JkIbjGw5eVLpKI+/ja rQAoQlJiPz5g2skriPTW4Q== 0000891092-04-001780.txt : 20040421 0000891092-04-001780.hdr.sgml : 20040421 20040421160500 ACCESSION NUMBER: 0000891092-04-001780 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040421 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALLIDUS SOFTWARE INC CENTRAL INDEX KEY: 0001035748 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 770438629 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50463 FILM NUMBER: 04745608 BUSINESS ADDRESS: STREET 1: 160 WEST SANTA CLARA STREET STREET 2: 15TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: TALLYUP SOFTWARE INC DATE OF NAME CHANGE: 19980807 8-K 1 e17560_8k.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 21, 2004 CALLIDUS SOFTWARE INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-50463 77-0438629 (State or Other Jurisdiction (Commission File (IRS Employer of Incorporation) Number) Identification No.) 160 W. Santa Clara Street, Suite 1500 San Jose, CA 95113 (Address of Principal Executive Offices) (Zip Code) (408) 808-6400 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) ================================================================================ Item 7. Exhibits 99.1 Press release dated April 21, 2004 Item 9. Regulation FD Disclosure. Item 12. Results of Operations and Financial Condition. Callidus Software Inc. issued a press release on April 21, 2004, announcing its earnings results for the first quarter of 2004. Pursuant to Item 9, "Regulation FD Disclosure" and Item 12, "Results of Operations and Financial Condition," a copy of this press release is furnished as Exhibit 99.1 hereto and incorporated into this Form 8-K by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CALLIDUS SOFTWARE INC. Date: April 21, 2004 By: /s/ RONALD J. FIOR ------------------------------- Name: Ronald J. Fior Title: Chief Financial Officer, Vice President, Finance Exhibit Index 99.1 Earnings Press Release, dated April 21, 2004. EX-99.1 3 e17560ex99_1.txt PRESS RELEASE Exhibit 99.1 Callidus Software Reports First Quarter 2004 Results Q1 Revenues Up 25%, Year over Year SAN JOSE, Calif., April 21 /PRNewswire-FirstCall/ -- Callidus Software Inc. (Nasdaq: CALD), the leader in Enterprise Incentive Management (EIM) software systems, today announced financial results for the first quarter ended March 31, 2004 consistent with its revised outlook provided on March 29, 2004. Total first quarter revenues grew 25% to $16.5 million compared to $13.1 million in the first quarter of 2003. First quarter net loss was $6.1 million, or ($0.25) per share, compared to a net loss of $0.4 million, or ($0.26) per share, for the first quarter of 2003. Non-GAAP net loss for the first quarter was $4.3 million, or $0.18 per share, as compared to non-GAAP net income of $0.6 million, or $0.03 per share in the first quarter of 2003. A reconciliation between GAAP and non-GAAP information is contained in the attached tables. "Maintenance and service revenues were up year-over-year; however, product revenues were significantly below our initial expectations for the quarter. Callidus' financial results are dependent on a relatively small number of large software license transactions that often close at the end of a quarter. In this quarter, we failed to close several transactions due to customers' merger and acquisition activities. In addition, a number of customers did not conclude contracts for their own internal reasons which resulted in a shortfall of our license revenues and negatively impacted our bottom line," said Reed Taussig, president and CEO of Callidus Software. "We believe that our prospective customers remain committed to Callidus and that many will join our list of top quality customers, which includes: AT&T Wireless, BMC Software, CUNA Mutual Insurance, JP Morgan Chase & Co. and SBC Communications. We remain enthusiastic about our prospects, given the emerging opportunity of the EIM market, our strong product position and our dedication to customer satisfaction," continued Taussig. Q1 2004 Financial Summary -- License revenues were $4.5 million, declining 41% year-over-year. -- Maintenance and service revenues were $11.9 million; increasing 120% year-over-year. -- Operating expenses, excluding stock-based compensation, were $12.1 million in Q1 2004, an increase of $4.5 million from Q1 2003. The increase is the result of continued investment in all areas of the business to drive future growth and meet the needs of a public company. -- Operating cash flow for the quarter was approximately breakeven. Cash and investments totaled $79.3 million on March 31, 2004. -- Days Sales Outstanding (DSO) in accounts receivable at the end of the quarter was 66 days, compared to 51 days at the end of the fourth quarter of 2003. Q1 2004 Business Highlights -- Gartner Research Note 2004 Sales Incentive Compensation MarketScope report places Callidus Software as the highest rated company in their report. -- Callidus ships TrueComp 4.2, combining easy to use rules editing with highly scalable grid computing to satisfy the EIM requirements of the Global 2000. -- Forrester Research, Inc. issues a Quick Take report in March recognizing Callidus Software's success, momentum and market leadership. -- Richard Furino promoted to Vice President, North American Services and Support. Rick joined Callidus in November 2003 from Washington Mutual, a Callidus customer, where he was Senior Vice President of the Technology Services Group managing an engineering organization of over 1,000. Guidance -- Second quarter 2004 total revenues are expected to be approximately $21.0 million. License revenues are expected to be about $9.0 million. -- Second quarter 2004 net loss per share, on a GAAP basis, is projected to be approximately ($0.08) and non-GAAP net loss per share, excluding stock-based compensation, is expected to be approximately ($0.01), equal to the current consensus. Basic and diluted weighted average shares outstanding for the second quarter of 2004 is estimated to be 24.3 million shares. -- For the full year 2004, total revenues are expected to be approximately $84 million. Net loss per share is expected to be approximately ($0.23) on a GAAP basis and break-even on a non-GAAP basis. Basic and diluted weighted average shares outstanding for the full year 2004 is estimated to be 24.7 million shares. IPO Lock-up Expiration An estimated 18.3 million shares of common stock will be released from IPO lock-up provisions and will be available to be traded beginning on May 18, 2004. Additionally, an estimated 2.2 million shares of stock options will be exercisable and available to be traded on May 18, 2004. Conference Call Callidus Software's first quarter 2004 conference call is scheduled for 1:30 p.m. Pacific Daylight Time (PDT), Wednesday, April 21, 2004. The conference call is available via webcast and can be accessed live, and for two weeks after the call, at the Investor Relations section of Callidus Software's website at www.callidussoftware.com. To participate in the call via telephone, the dial in number is 800-299-6183 (international 617-801-9713), passcode 94172908. A replay of the conference call can be accessed after 3:30 p.m. PDT, by calling 888-286-8010 (international 617-801-6888), passcode 72447445. About Callidus Software Founded in 1996, Callidus Software (www.CallidusSoftware.com) is the leading provider of EIM systems to global companies across multiple industries. Callidus' EIM systems allow enterprises to develop and manage competitive incentive compensation linked to the achievement of strategic business objectives. Through its TrueComp Grid(TM) architecture, Callidus delivers the industry's only EIM solution that combines the power and scalability of grid computing with the flexibility of rules-based interface. Customers/Partners include Apple Computer, AT&T Wireless, BMC Software, CUNA Mutual Insurance, DIRECTV, Dun & Bradstreet, IBM, JP Morgan Chase & Co., Pennzoil-Quaker State Company, and SBC Communications. Non-GAAP Financial Measures The non-GAAP information provided in this press release is a supplement to, and not a substitute for, our financial results presented in accordance with generally accepted accounting principles (GAAP) in the United States. The non-GAAP financial results exclude stock-based compensation expense and in net income situations apply an estimated effective tax rate of 26%. The non- GAAP financial measures provide what we believe is an additional tool for investors to use in understanding our operational results and trends. These non-GAAP financial results are used internally by management to evaluate our operations, plan and forecast for future periods and to allocate resources within the organization. A reconciliation between GAAP and non-GAAP financial measures is included in the accompanying tables. Note on Forward-Looking Statements The forward looking statements included in this press release, including guidance for the second quarter and full year of 2004, reflect management's best judgment based on factors currently known and involve risks and uncertainties. These risks and uncertainties include, but are not limited to, timing of software license orders, potential material fluctuations in financial results and future growth rates, decreases in customer spending, increased competition or new entrants in the marketplace and other risks detailed in the company's SEC reports, including its From 10-K, copies of which may be obtained by contacting Callidus Software's Investor Relations department at 408-808-6577, or the Investor Relations section of Callidus Software's website (www.callidussoftware.com). Actual results may differ materially from those presently reported. We assume no obligation to update the information contained in this release. NOTE: Callidus Software, the Callidus Software logo, Everyone Profits, TrueChannel, TrueComp, and TrueInformation, TruePerformance, True Referral, and TrueResolution are trademarks of Callidus Software Inc. All other trademarks are the property of their respective owners. CALLIDUS SOFTWARE INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except for per share data) (unaudited) Three months ended March 31, 2004 2003 Revenues: License revenues $4,539 $7,708 Maintenance and service revenues 11,923 5,427 Total revenues 16,462 13,135 Cost of revenues: License revenues 263 498 Maintenance and service revenues 8,610 4,271 Total cost of revenues 8,873 4,769 Gross profit 7,589 8,366 Operating expenses: Sales and marketing 6,400 3,554 Research and development 3,710 2,703 General and administrative 1,972 1,282 Stock-based compensation 1,744 1,120 Total operating expenses 13,826 8,659 Operating loss (6,237) (293) Interest expense (79) (96) Other income, net 272 20 Loss before provision for income taxes (6,044) (369) Provision for income taxes 25 - Net loss $(6,069) $(369) Basic net loss per share $(0.25) $(0.26) Diluted net loss per share $(0.25) $(0.26) Shares used in basic per share computation 23,988 1,401 Shares used in diluted per share computation 23,988 1,401 CALLIDUS SOFTWARE INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (In thousands, except for per share data) (unaudited) Three months ended March 31, 2004 2003 GAAP net loss $(6,069) $(369) Add back: Stock-based compensation 1,744 1,120 Add back: Provision for income taxes -- -- Non-GAAP income (loss) before income taxes (4,325) 751 Non-GAAP provision for income taxes (26%) -- 195 Non-GAAP net income (loss) $(4,325) $556 Non-GAAP diluted net income (loss) per share $(0.18) $0.03 Shares used in diluted per share computation 23,988 19,947 CALLIDUS SOFTWARE INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (unaudited) March 31, December 31, Assets 2004 2003 Current assets: Cash and cash equivalents $43,647 $56,330 Short-term investments 35,660 23,936 Accounts receivable, net 9,417 14,850 Prepaid and other current assets 1,758 1,511 Total current assets 90,482 96,627 Property and equipment, net 3,071 2,721 Intangible asset 1,900 2,000 Deposits and other assets 931 851 Total assets $96,384 $102,199 Liabilities and Stockholders' Equity Current liabilities: Current portion of long-term debt $655 $694 Accounts payable 2,658 3,504 Accrued payroll and related expenses 3,628 3,638 Accrued expenses 3,649 3,542 Deferred revenue 7,394 7,930 Total current liabilities 17,984 19,308 Long-term debt, less current portion 370 520 Deferred rent 194 180 Long-term deferred revenue 475 693 Total liabilities 19,023 20,701 Stockholders' equity Common stock 24 24 Additional paid-in capital 184,152 184,343 Deferred stock-based compensation (7,344) (9,328) Notes receivable from stockholders (83) (83) Other comprehensive income 427 288 Accumulated deficit (99,815) (93,746) Total stockholders' equity 77,361 81,498 Total liabilities and stockholders' equity $96,384 $102,199 SOURCE Callidus Software Inc. -0- 04/21/2004 /CONTACT: Investor Relations: Jon Pexton, +1-408-808-6577, or ir@callidussoftware.com, or Press, Jane Le Fevre, +1-408-808-6511, or pr@callidussoftware.com, both of Callidus Software Inc./ /Web site: http://www.callidussoftware.com / (CALD) CO: Callidus Software Inc. ST: California IN: CPR STW SU: ERN CCA ERP -----END PRIVACY-ENHANCED MESSAGE-----