UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT
Pursuant to Section 13 or 15(d) of the |
Date of Report: February 07, 2013
(Date of earliest event reported)
Callidus Software, Inc.
(Exact name of registrant as specified in its charter)
CA
(State or other jurisdiction
of incorporation)
000-50463
(Commission File Number)
77-0438629
(IRS Employer
Identification Number)
6200 Stoneridge Mall Road
(Address of principal executive offices)
94588
(Zip Code)
(925) 251-2200
(Registrant's telephone number, including area code)
Not Applicable
(Former Name or Former Address, if changed since last report)
Item 2.02. Results of Operations and Financial Condition Description of the Q4 2012 financial results.
Item 9.01. Financial Statements and Exhibits
(a) Financial statements:
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.
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Dated: February 07, 2013 |
CALLIDUS SOFTWARE, INC.
By: /s/ Ron Fior |
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Exhibit No. | Description |
99.1 | Press Release of Callidus Software, Inc. dated February 07, 2013 |
PLEASANTON, CA -- (Marketwire - February 07, 2013) - Callidus Software Inc. (NASDAQ: CALD)
Callidus Software Inc. (NASDAQ: CALD), a leading provider of hiring, learning, marketing and selling cloud software today announced financial results for the fourth quarter ended December 31, 2012.
"In Q4 we hit the $100 million run rate as a SaaS company. Our Selling, Marketing, Learning and Hiring Clouds all contributed to our ninth consecutive double-digit revenue growth quarter," said Leslie Stretch, President and CEO, CallidusCloud. "We signed a record 180 net new subscription customers including our largest ever SaaS conversion deal for the commissions platform. We had our strongest SaaS bookings since we started our SaaS business. I was particularly pleased that we made good progress on our cash balance and DSO's in the quarter."
Financial Highlights for the Fourth Quarter 2012
Financial Highlights for the Full Fiscal 2012
Business Highlights for the Fourth Quarter 2012
Business Highlights for the Full Year 2012
Financial Outlook
Total revenue for the first quarter of 2013 is expected to be between $25 million and $26 million. GAAP operating expenses are expected to be between $17.6 million and $18.6 million in the first quarter of 2013, which includes stock-based compensation expense of approximately $2.7 million, amortization of acquired intangibles of $830,000, restructuring costs of $500,000, $840,000 of convertible note related interest and amortization expense, and $380,000 of patent litigation defense costs. At the midpoint of our range we would expect to be non-GAAP profitable by up to half a million dollars. Full year total revenue is expected to be between $105 million and $110 million. Non-GAAP operating income for the full year is expected to be between $4 million and $5 million. While we will need to use some cash in Q1 for our previous acquisitions we do expect to generate GAAP positive cash flow from operations throughout 2013.
Conference Call
A conference call to discuss the fourth quarter results and outlook is scheduled for 1:30 p.m. Pacific Daylight Time (PDT) today. The conference call will be available via live webcast at the Investor Relations section of Callidus Software's website.
Webcast site: http://www.media-server.com/m/p/g27krh84
Dial-in: 866-383-8119 (International callers: 617-597-5344)
Passcode: 90618271
Replay information: A webcast replay will be available on the Investor Relations section of our website under Calendar of Events.
For more information, please visit: http://www.calliduscloud.com/about-us/investor-relations/
About CallidusCloud
Callidus Software Inc. (NASDAQ: CALD), doing business as CallidusCloud, is a leading provider of cloud software. CallidusCloud enables organizations to drive performance and productivity across their business with our hiring, learning, marketing and selling clouds. From back office to the field, from desktop to mobile, we ensure organizations have the right tools to be more effective and perform better. The combined power of our clouds, our people, and our partners fuels growth, empowers the work force and delivers real value. CallidusCloud drives performance and productivity for over 1,700 leading organizations. Small, medium and large enterprises across multiple industries and geographies rely on CallidusCloud for quicker hiring, simpler learning, better marketing, and smarter selling.
For more information, please visit www.calliduscloud.com.
Note on Forward-Looking Statements
The forward-looking statements included in this press release, including discussion of our commercial prospects, estimates of first quarter and full year 2013 revenues, operating expenses, non-GAAP EPS, stock-based compensation expense and amortization of acquired intangibles expenses 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, potential disruption of customer purchase decisions resulting from global economic conditions, timing and size of orders, potential material fluctuations in financial results and future growth rates, decreases in customer spending, uncertainty regarding purchasing trends in the SPM market, customer cancellations or non-renewal of maintenance contracts or on-demand services, our potential inability to manage effectively any growth we experience, uncertainty regarding the demand for and profitability of our on-demand services, increased competition or new entrants in the marketplace, and other risks detailed in Callidus' reports filed with the Securities and Exchange Commission (SEC), including its Form 10-K for 2011 and its third quarter 2012 Form 10-Q which may be obtained by contacting Callidus Software's Investor Relations department at 925-251-2248, or from the Investor Relations section of Callidus Software's website (CallidusCloud Investor Relations). Actual results may differ materially from those presently reported. We assume no obligation to update the information contained in this release.
Non-GAAP Financial Measures
Callidus has provided in this release financial information that has not been prepared in accordance with GAAP. This information includes non-GAAP gross margin, non-GAAP recurring revenue gross margin, non-GAAP net loss, non-GAAP net loss per share. Callidus uses non-GAAP measures internally in analyzing its financial results and believes that they are useful to investors, as a supplement to GAAP measures, in evaluating Callidus' operating performance. Callidus believes that the use of these non-GAAP measures provides additional insight for investors to use in evaluation of ongoing operating results and trends and in comparing its financial measures with other companies in Callidus' industry, many of which present similar non-GAAP financial measures to investors. As noted, the non-GAAP financial measures exclude stock-based compensation expense, a benefit from a purchase acquisition-related adjustment, restructuring expense, acquisition related expense, patent litigation defense cost, convertible note interest expense, amortization of convertible note issuance cost and amortization of acquired intangibles. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.
©2013. Callidus Software Inc. All rights reserved. Callidus, Callidus Software, the Callidus Software logo, CallidusCloud, the CallidusCloud logo, TrueComp Manager, ActekSoft, ACom3, ForceLogix, Salesforce Assessments, iCentera, Webcom, LeadFormix, Litmos, the Litmos logo, Rapid Intake, and 6FigureJobs are trademarks, service marks, or registered trademarks of Callidus Software Inc. and its affiliates in the United States and other countries. All other brand, service or product names are trademarks or registered trademarks of their respective companies or owners.
CALLIDUS SOFTWARE INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except for per share data) (unaudited) Three Months Ended Year Ended December 31, December 31, -------------------- -------------------- 2012 2011 2012 2011 --------- --------- --------- --------- Revenues: Recurring $ 18,457 $ 16,935 $ 70,919 $ 63,002 Services and other 6,776 5,611 24,032 20,769 --------- --------- --------- --------- Total revenues 25,233 22,546 94,952 83,771 Cost of revenues: Recurring (1) (2) (10) 7,605 7,960 30,039 32,820 Services and other (1) (2) (10) 6,035 4,535 20,301 16,487 Patent settlement - 701 - 701 --------- --------- --------- --------- Total cost of revenues 13,640 13,196 50,340 50,008 --------- --------- --------- --------- Gross profit 11,593 9,350 44,612 33,763 Operating expenses: Sales and marketing (1) (2) (10) 8,898 5,900 32,442 20,203 Research and development (1) (2) (10) 4,606 3,609 16,643 12,025 General and administrative (1) (2) (3) (4) (10) 5,314 5,226 19,952 17,726 Acquisition related contingent consideration - (1,787) Restructuring 554 513 1,115 649 --------- --------- --------- --------- Total operating expenses 19,372 15,248 68,365 50,603 --------- --------- --------- --------- Operating loss (7,779) (5,898) (23,754) (16,840) Interest income and other income (expense) (5) (6) (8) (9) (1,096) (834) (3,556) (1,913) --------- --------- --------- --------- Loss before provision (benefit) for income taxes (7) (8,875) (6,732) (27,310) (18,753) Provision (benefit) for income taxes 175 (2,398) 388 (2,677) --------- --------- --------- --------- Net loss $ (9,050) $ (4,334) $ (27,698) $ (16,076) ========= ========= ========= ========= Net loss per share - basic and diluted Net loss per share $ (0.25) $ (0.13) $ (0.78) $ (0.49) Shares used in basic and diluted per share computation 36,359 32,760 35,393 32,809 (1) Stock-based compensation included in amounts above by category: Cost of recurring 270 816 1,550 3,339 Cost of services 447 441 2,070 1,495 Sales and marketing 841 667 3,778 1,987 Research and development 406 458 1,782 1,548 General and administrative 774 1,007 4,475 3,914 --------- --------- --------- --------- Total stock-based compensation 2,738 3,389 13,655 12,283 (2) Acquisition, acquired and settlement related asset amortization Cost of recurring 533 383 2,036 669 Cost of services 2 2 - 2 Sales and marketing 233 293 880 812 Research and development - - - - General and administrative 59 39 239 86 --------- --------- --------- --------- Total acquisition related asset amortization 827 717 3,155 1,569 (3) Acqisition related expense 45 516 865 1,596 (4) Patent litigation costs 317 1,070 1,103 2,142 (5) Interest expense on convertible notes 703 682 2,813 1,947 (6) Amortization of convertible note issuance costs 134 139 536 355 (7) Tax benefit from release of valuation allowance - (2,403) (224) (2,975) (8) Gain on extinguishment of convertible note - (11) - (915) (9) Impairment of asset - - - 375 (10) India operations transfer fee 859 - 859 - CALLIDUS SOFTWARE INC. CONSOLIDATED BALANCE SHEETS (In thousands except per share data) December 31, December 31, 2012 2011 ------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 16,400 $ 17,383 Short-term investments 12,771 35,406 Accounts receivable, net 22,567 21,778 Deferred income taxes 41 110 Prepaid and other current assets 6,660 5,831 ------------- ------------- Total current assets 58,439 80,508 Property and equipment, net 10,580 6,772 Goodwill 31,207 24,416 Intangible assets, net 21,196 17,769 Deferred income taxes, noncurrent 708 206 Deposits and other assets 2,872 3,936 ------------- ------------- Total assets $ 125,002 $ 133,607 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 4,706 $ 3,515 Accrued payroll and related expenses 5,854 4,278 Accrued expenses 8,472 12,272 Deferred income taxes 1,259 596 Deferred revenue 35,483 30,211 Capital lease obligations 921 1,196 ------------- ------------- Total current liabilities 56,695 52,068 Deferred revenue, noncurrent 3,702 4,257 Deferred income taxes, noncurrent 160 197 Other liabilities 1,794 2,413 Capital lease obligations, noncurrent 8 915 Convertible notes 59,215 59,215 ------------- ------------- Total liabilities 121,574 119,065 ------------- ------------- Stockholders' equity: Common stock 34 33 Additional paid-in capital 255,331 238,798 Treasury stock (14,430) (14,430) Accumulated other comprehensive income 239 189 Accumulated deficit (237,746) (210,048) ------------- ------------- Total stockholders' equity 3,428 14,542 ------------- ------------- Total liabilities and stockholders' equity $ 125,002 $ 133,607 ============= ============= CALLIDUS SOFTWARE INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended December 31, 2012 2011 ----------- ----------- Cash flows from operating activities: Net loss $ (27,698) $ (16,076) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation expense 3,114 3,098 Amortization of intangible assets 5,094 3,485 Provision for doubtful accounts and service remediation reserves 595 48 Stock-based compensation 13,655 12,241 Stock-based compensation related to acquisition - 42 Patent settlement expense - 701 Release of valuation allowance (350) (2,975) Gain on disposal of property and equipment (2) (6) Impairment of investments - 375 Amortization of convertible notes issuance cost 402 355 Gain on extinguishment of convertible notes - (915) Net amortization on investments 358 510 Acquisition-related contingent consideration (1,962) - Changes in operating assets and liabilities: Accounts receivable (1,112) (36) Prepaid and other current assets (762) 1,775 Other assets 662 (2,667) Accounts payable 1,046 1,300 Accrued expenses (813) (2,763) Accrued payroll and related expenses 987 1,422 Accrued restructuring 443 146 Deferred revenue 4,576 62 Deferred income taxes 193 24 ----------- ----------- Net cash used in operating activities (1,574) 146 ----------- ----------- Cash flows from investing activities: Purchases of investments (16,536) (52,886) Proceeds from maturities and sale of investments 38,841 35,511 Purchases of property and equipment (6,823) (2,002) Proceeds from disposal of property and equipment 2 6 Purchases of intangible assets (6,196) (1,522) Acquisitions, net of cash acquired (7,715) (19,482) ----------- ----------- Net cash used in investing activities 1,573 (40,375) ----------- ----------- Cash flows from financing activities: Proceeds from issuance of common stock 5,225 5,556 Repurchases of common stock - (14,430) Repurchase of common stock from employees for payment of taxes on vesting of restricted stock units (2,346) (1,402) Payment of consideration related to acquisitions (2,660) (1,210) Proceeds from issuance of convertible notes, net of issuance costs - 76,854 Repurchase of convertible notes - (19,448) Repayment of debt assumed through acquisition (30) - Payment of principal under capital leases (1,193) (1,170) ----------- ----------- Net cash provided by financing activities (1,004) 44,750 ----------- ----------- Effect of exchange rates on cash and cash equivalents 22 32 ----------- ----------- Net increase (decrease) in cash and cash equivalents (983) 4,553 Cash and cash equivalents at beginning of period 17,383 12,830 ----------- ----------- Cash and cash equivalents at end of period $ 16,400 $ 17,383 =========== ===========
CALLIDUS SOFTWARE INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (In thousands, except for percentages and per share data) (unaudited) Three months ended Twelve months ended December 31, December 31, -------------------- -------------------- 2012 2011 2012 2011 --------- --------- --------- --------- Non-GAAP gross profit reconciliation Gross profit $ 11,593 $ 9,350 $ 44,612 $ 33,763 Profit margin, as a % of total revenues 46% 41% 47% 40% Add back: Non-cash stock-based compensation 717 1,257 3,620 4,834 Non-cash amortization of acquired intangible assets 535 383 2,036 669 Patent settlement - 701 - 701 India operations transfer fee 535 - 535 - --------- --------- --------- --------- Non-GAAP gross profit $ 13,380 $ 11,691 $ 50,802 $ 39,967 --------- --------- --------- --------- Profit margin, as a % of total revenues 53% 52% 54% 48% Non-GAAP recurring revenue gross profit reconciliation Recurring revenue gross profit $ 10,852 8,975 $ 40,880 $ 30,182 Recurring revenue profit margin, as a % of recurring revenues 59% 53% 58% 48% Add back: Non-cash stock-based compensation 270 816 1,550 3,339 Non-cash amortization of acquired intangible assets 533 383 2,036 669 India operations transfer fee 387 - 387 - --------- --------- --------- --------- Non-GAAP Recurring revenue gross profit $ 12,042 $ 10,174 $ 44,853 $ 34,190 --------- --------- --------- --------- Recurring revenue profit margin, as a % of recurring revenues 65% 60% 63% 54% Non-GAAP operating expense reconciliation: Operating expenses $ 19,372 15,248 $ 68,365 $ 50,603 Operating expenses, as a % of total revenues 77% 68% 72% 60% Add back: Non-cash stock-based compensation (2,021) (2,132) (10,035) (7,449) Non-cash amortization of acquired intangible assets (292) (334) (1,119) (900) Acquisition-related expense (45) (516) (865) (1,596) Patent litigation and settlement costs (317) (369) (1,103) (1,441) Acquisition-related adjustment - - 1,787 - India operations transfer fee (324) - (324) - Restructuring (554) (513) (1,115) (649) --------- --------- --------- --------- Non-GAAP Operating Expenses $ 15,819 $ 11,384 $ 55,591 $ 38,568 --------- --------- --------- --------- Non-GAAP Operating expenses, as a % of total revenues 63% 50% 59% 46% Non-GAAP operating income (loss) reconciliation: Operating loss $ (7,779) (5,898) $ (23,754) $ (16,840) Operating loss, as a % of total revenues -31% -26% -25% -20% Add back: Non-cash stock-based compensation 2,738 3,389 13,655 12,283 Non-cash amortization of acquired intangible assets 827 717 3,155 1,569 Acquisition-related expense 45 516 865 1,596 Patent litigation and settlement costs 317 1,070 1,103 2,142 Acquisition-related adjustment - - (1,787) - India transfer operations fee 859 - 859 - Restructuring 554 513 1,115 649 --------- --------- --------- --------- Non-GAAP Operating income (loss) $ (2,438) $ 307 $ (4,788) $ 1,399 --------- --------- --------- --------- Non-GAAP Operating income (loss), as a % of total revenues -10% 1% -5% 2% CALLIDUS SOFTWARE INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (In thousands, except for percentages and per share data) (unaudited) Three months ended Twelve months ended December 31, December 31, -------------------- -------------------- 2012 2011 2012 2011 --------- --------- --------- --------- Non-GAAP net loss reconciliation: Net loss $ (9,050) (4,334) $ (27,698) $ (16,076) Net loss, as a % of total revenues -36% -19% -29% -19% Add back: Non-cash stock-based compensation 2,738 3,389 13,655 12,283 Non-cash amortization of acquired intangible assets 827 717 3,155 1,569 Acquisition related expenses 45 516 865 1,596 Patent litigation and settlement costs 317 1,070 1,103 2,142 Acquisition-related adjustment - - (1,787) - India transfer operations fee 859 - 859 - Restructuring 554 513 1,115 649 Interest expense on convertible notes 703 682 2,813 1,947 Amortization of convertible note issuance cost 134 139 536 355 Tax benefit from release of valuation allowance - (2,403) (224) (2,975) Gain on extinguishment of convertible note - (11) - (915) Impairment of asset - - - 375 --------- --------- --------- --------- Non-GAAP Net income (loss) $ (2,872) $ 278 $ (5,607) $ 950 --------- --------- --------- --------- Non-GAAP Net income (loss), as a % of total revenues -11% 1% -6% 1% Non-GAAP net income (loss) per share reconciliation: Net loss per basic and diluted share $ (0.25) (0.13) $ (0.78) $ (0.49) Add back: Non-cash stock-based compensation 0.08 0.10 0.39 0.37 Non-cash amortization of acquired intangible assets 0.02 0.02 0.09 0.05 Acquisition related expenses - 0.02 0.02 0.05 Patent litigation and settlement costs 0.01 0.04 0.03 0.07 Acquisition-related adjustment - - (0.05) - India transfer operations fee 0.02 - 0.02 - Restructuring 0.01 0.02 0.03 0.02 Interest expense on convertible notes 0.02 0.02 0.08 0.06 Amortization of convertible note issuance cost 0.01 - 0.02 0.01 Tax benefit from release of valuation allowance - (0.07) (0.01) (0.09) Gain on extinguishment of convertible note - - - (0.03) Impairment of asset - - - 0.01 --------- --------- --------- --------- Non-GAAP net income (loss) per basic share $ (0.08) $ 0.02 $ (0.16) $ 0.03 --------- --------- --------- --------- Non-GAAP net income (loss) per diluted share $ (0.08) $ 0.01 $ (0.16) $ 0.02 --------- --------- --------- --------- Basic and fully diluted shares reconciliation: Basic shares 36,359 32,760 35,393 32,809 --------- --------- --------- --------- Add back: Weighted average effect of dilutive securities - 9,803 - 7,692 --------- --------- --------- --------- Diluted shares 36,359 42,563 35,393 40,501 --------- --------- --------- ---------
Investor Relations Contact Carolyn Bass Market Street Partners (415) 445-3232 carolyn@marketstreetpartners.com Press Contact: Giles House CallidusCloud 925-251-2200 pr@calliduscloud.com