Delaware
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000-50463
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77-0438629
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(State or other jurisdiction
of incorporation)
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(Commission
file number)
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(I.R.S. Employer
Identification No.)
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02.
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Results of Operations and Financial Condition
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Item 9.01.
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Financial Statements and Exhibits.
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(d)
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Exhibits
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Exhibit
Number
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Description
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Press Release of Callidus Software Inc. dated April 30, 2015
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CALLIDUS SOFTWARE, INC.
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Date: April 30, 2015
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By:
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/s/ Bob L. Corey
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Bob L. Corey
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Senior Vice President, Chief Financial Officer
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Exhibit
Number
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Description
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Press Release of Callidus Software Inc. dated April 30, 2015
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·
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Recurring revenue gross margin was 71%, compared to 67% for the same quarter in the prior year.
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·
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Operating loss was $3.6 million compared to $2.1 million for the same quarter in the prior year.
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·
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Net loss was $4.0 million, or ($0.08) on a per share basis, compared to a net loss of $2.5 million, or ($0.05) per share, for the same quarter in the prior year.
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·
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Cash from operations was $8 million in the current quarter compared to $5.5 million cash from operations for the same quarter in the prior year.
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·
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Recurring revenue gross margin was 74%, compared to 71% for the same quarter in the prior year.
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·
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Operating income was $2.5 million compared to $1.5 million for the same quarter in the prior year.
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·
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Net income was $2.0 million, or $0.04 per fully diluted share, compared to $1.3 million, or $0.03 per fully diluted share for the same quarter in the prior year.
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●
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Leading research analyst, Gartner Inc. published its Magic Quadrant review of the Sales Performance Management market. For the second year in a row CallidusCloud was positioned the furthest for completeness of vision and ability to execute in the ‘Leaders’ quadrant.
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●
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CallidusCloud was selected as a finalist in two categories in the prestigious SIIA CODIE awards. The Litmos mobile learning solution is a finalist in the ‘Best K-12 Course or Learning Management Solution’ and ‘Best Corporate Learning/Workforce Development Solution’ categories.
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●
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CallidusCloud completed a secondary public offering of 5.3 million shares significantly strengthening the balance sheet and bringing new investors into the stock.
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●
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CallidusCloud announced a star-studded lineup for its C3 customer conference at the Wynn Hotel, Las Vegas, May 11th – 13th. Celebrity keynotes including, ‘Lone Survivor’ Marcus Luttrell and author and data scientist David McCandless will be joined by thought leaders from the analyst, customers and partner communities. The conference will be focused on the role of the incentives, feedback and predictive analysis on the customer journey.
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●
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CallidusCloud moved to new headquarters in Dublin, California. The new office provides a state of the art environment to host customers and prospects as well creating an inspiring work environment for staff.
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CALLIDUS SOFTWARE INC.
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||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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||||||||
(unaudited)
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||||||||
(In thousands, except for percentages and per share data)
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||||||||
Three Months Ended March 31,
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||||||||
2015
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2014
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|||||||
Revenue:
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||||||||
Recurring
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$ | 28,893 | $ | 22,250 | ||||
Services and license
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10,852 | 8,727 | ||||||
Total revenue
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39,745 | 30,977 | ||||||
Cost of revenue:
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||||||||
Recurring
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8,358 | 7,288 | ||||||
Services and license
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7,661 | 5,110 | ||||||
Total cost of revenue
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16,019 | 12,398 | ||||||
Gross profit
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23,726 | 18,579 | ||||||
Operating expenses:
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||||||||
Sales and marketing
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13,726 | 10,727 | ||||||
Research and development
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6,038 | 4,873 | ||||||
General and administrative
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7,418 | 5,086 | ||||||
Restructuring and other
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116 | - | ||||||
Total operating expenses
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27,298 | 20,686 | ||||||
Operating loss
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(3,572 | ) | (2,107 | ) | ||||
Interest income and other income (expense), net
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(257 | ) | (210 | ) | ||||
Loss before provision for income taxes
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(3,829 | ) | (2,317 | ) | ||||
Provision for income taxes
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214 | 150 | ||||||
Net loss
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$ | (4,043 | ) | $ | (2,467 | ) | ||
Net loss per share - basic and diluted
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$ | (0.08 | ) | $ | (0.05 | ) | ||
Shares used in basic and diluted per share computation
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50,709 | 45,944 |
CALLIDUS SOFTWARE INC.
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||||||||
CONSOLIDATED BALANCE SHEETS
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||||||||
(unaudited)
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||||||||
(In thousands, except for percentages and per share data)
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||||||||
March 31,
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December 31,
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|||||||
2015
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2014
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|||||||
ASSETS
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||||||||
Current assets:
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||||||||
Cash and cash equivalents
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$ | 98,525 | $ | 34,200 | ||||
Short-term investments
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2,766 | 2,766 | ||||||
Accounts receivable, net
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38,178 | 41,623 | ||||||
Prepaid and other current assets
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10,662 | 10,384 | ||||||
Total current assets
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150,131 | 88,973 | ||||||
Property and equipment, net
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20,645 | 18,755 | ||||||
Goodwill
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46,420 | 46,970 | ||||||
Intangible assets, net
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16,616 | 17,757 | ||||||
Deferred income taxes, noncurrent
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399 | 440 | ||||||
Deposits and noncurrent assets
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3,156 | 3,403 | ||||||
Total assets
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$ | 237,367 | $ | 176,298 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
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||||||||
Current liabilities:
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||||||||
Accounts payable
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$ | 3,918 | $ | 2,056 | ||||
Accrued payroll and related expenses
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8,112 | 9,051 | ||||||
Accrued expenses
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12,418 | 16,868 | ||||||
Deferred income taxes
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1,475 | 1,475 | ||||||
Deferred revenue
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63,702 | 61,427 | ||||||
Capital lease obligations
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889 | 1,001 | ||||||
Total current liabilities
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90,514 | 91,878 | ||||||
Deferred revenue, noncurrent
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8,692 | 10,195 | ||||||
Deferred income taxes, noncurrent
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500 | 561 | ||||||
Revolving line of credit
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10,480 | 10,481 | ||||||
Other noncurrent liabilities
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4,618 | 4,709 | ||||||
Total liabilities
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114,804 | 117,824 | ||||||
Stockholders’ equity:
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Common stock
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54 | 49 | ||||||
Additional paid-in capital
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413,132 | 344,312 | ||||||
Treasury stock
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(14,430 | ) | (14,430 | ) | ||||
Accumulated other comprehensive loss
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(1,432 | ) | (739 | ) | ||||
Accumulated deficit
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(274,761 | ) | (270,718 | ) | ||||
Total stockholders’ equity
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122,563 | 58,474 | ||||||
Total liabilities and stockholders’ equity
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$ | 237,367 | $ | 176,298 |
CALLIDUS SOFTWARE INC.
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CONSOLIDATED STATEMENTS OF CASH FLOWS
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||||||||
(unaudited)
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||||||||
(In thousands, except for percentages and per share data)
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||||||||
Three Months Ended March 31,
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||||||||
2015
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2014
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|||||||
Cash flows from operating activities:
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||||||||
Net loss
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$ | (4,043 | ) | $ | (2,467 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities:
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||||||||
Depreciation expense
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1,387 | 1,152 | ||||||
Amortization of intangible assets
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1,288 | 1,233 | ||||||
Provision for doubtful accounts
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94 | 253 | ||||||
Stock-based compensation
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4,817 | 2,292 | ||||||
Deferred income taxes
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(59 | ) | (311 | ) | ||||
Release of valuation allowance
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- | (149 | ) | |||||
Loss on disposal of property and equipment
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6 | - | ||||||
Amortization of convertible notes issuance cost
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- | 32 | ||||||
Net amortization on investments
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5 | 8 | ||||||
Changes in operating assets and liabilities:
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||||||||
Accounts receivable
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3,350 | 2,841 | ||||||
Prepaid and other current assets
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(230 | ) | (463 | ) | ||||
Other noncurrent assets
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247 | (107 | ) | |||||
Accounts payable
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2,089 | 332 | ||||||
Accrued expenses
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(781 | ) | 245 | |||||
Accrued payroll and related expenses
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(939 | ) | (1,369 | ) | ||||
Accrued restructuring and other expenses
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- | (167 | ) | |||||
Deferred revenue
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772 | 2,114 | ||||||
Net cash provided by operating activities
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8,003 | 5,469 | ||||||
Cash flows from investing activities:
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||||||||
Purchases of investments
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- | (1,209 | ) | |||||
Proceeds from maturities and sale of investments
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- | 3,750 | ||||||
Purchases of property and equipment (net)
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(7,063 | ) | (3,597 | ) | ||||
Purchases of intangible assets
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(234 | ) | (112 | ) | ||||
Acquisitions, net of cash acquired
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- | (2,363 | ) | |||||
Net cash (used in) investing activities
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(7,297 | ) | (3,531 | ) | ||||
Cash flows from financing activities:
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||||||||
Proceeds from stock offering
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64,370 | - | ||||||
Proceeds from issuance of common stock
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1,581 | 1,190 | ||||||
Restricted stock units acquired to settle employee withholding liability
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(1,959 | ) | (1,347 | ) | ||||
Payment of consideration related to acquisitions
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(226 | ) | (630 | ) | ||||
Repayment of debt
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- | (150 | ) | |||||
Payment of principal under capital leases
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(112 | ) | (309 | ) | ||||
Net cash provided by (used in) financing activities
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63,654 | (1,246 | ) | |||||
Effect of exchange rates on cash and cash equivalents
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(35 | ) | 35 | |||||
Net increase in cash and cash equivalents
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64,325 | 727 | ||||||
Cash and cash equivalents at beginning of period
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34,200 | 28,295 | ||||||
Cash and cash equivalents at end of period
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$ | 98,525 | $ | 29,022 | ||||
CALLIDUS SOFTWARE INC.
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RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
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|||||||||
(unaudited)
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|||||||||
(In thousands, except for percentages and per share data)
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|||||||||
Three Months Ended
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|||||||||
March 31,
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|||||||||
2015
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2014
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||||||||
Non-GAAP gross profit reconciliation
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Gross profit
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$ | 23,726 | $ | 18,579 | |||||
Gross margin
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60 | % | 60 | % | |||||
Add back:
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Non-cash stock-based compensation
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630 | 396 | |||||||
Non-cash amortization of acquired
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intangible assets
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641 | 559 | |||||||
Non-GAAP gross profit
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$ | 24,997 | $ | 19,534 | |||||
Gross margin
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63 | % | 63 | % | |||||
Non-GAAP recurring revenue gross profit reconciliation
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Recurring revenue gross profit
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$ | 20,535 | $ | 14,962 | |||||
Recurring revenue gross margin
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71 | % | 67 | % | |||||
Add back:
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Non-cash stock-based compensation
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288 | 182 | |||||||
Non-cash amortization of acquired
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intangible assets
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631 | 547 | |||||||
Non-GAAP recurring revenue gross profit
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$ | 21,454 | $ | 15,691 | |||||
Recurring revenue gross margin
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74 | % | 71 | % | |||||
Non-GAAP operating expense reconciliation:
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Operating expenses
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$ | 27,298 | $ | 20,686 | |||||
Subtract:
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Non-cash stock-based compensation
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(4,187 | ) | (1,896 | ) | |||||
Non-cash amortization of acquired
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intangible assets
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(418 | ) | (310 | ) | |||||
Patent litigation and settlement costs
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(37 | ) | (443 | ) | |||||
Restructuring
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(116 | ) | - | ||||||
Non-GAAP operating expenses
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$ | 22,540 | $ | 18,037 | |||||
Non-GAAP operating income (loss) reconciliation:
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Operating loss
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$ | (3,572 | ) | $ | (2,107 | ) | |||
Add back:
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Non-cash stock-based compensation
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4,817 | 2,292 | |||||||
Non-cash amortization of acquired
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intangible assets
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1,059 | 869 | |||||||
Patent litigation and settlement costs
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37 | 443 | |||||||
Restructuring
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116 | - | |||||||
Non-GAAP operating income
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$ | 2,457 | $ | 1,497 |
CALLIDUS SOFTWARE INC.
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RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
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|||||||||
(In thousands, except for percentages and per share data)
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|||||||||
(unaudited)
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Three Months Ended
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|||||||||
March 31,
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|||||||||
2015
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2014
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Non-GAAP net income (loss) reconciliation:
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Net loss
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$ | (4,043 | ) | $ | (2,467 | ) | |||
Add back:
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Non-cash stock-based compensation
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4,817 | 2,292 | |||||||
Non-cash amortization of acquired
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intangible assets
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1,059 | 869 | |||||||
Patent litigation and settlement costs
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37 | 443 | |||||||
Restructuring
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116 | - | |||||||
Interest expense on convertible notes
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- | 169 | |||||||
Amortization of convertible note issuance cost
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- | 32 | |||||||
Non-GAAP net income
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$ | 1,986 | $ | 1,338 | |||||
Non-GAAP net income (loss) per share reconciliation:
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|||||||||
Net loss per basic and diluted share
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$ | (0.08 | ) | $ | (0.05 | ) | |||
Add back:
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|||||||||
Non-cash stock-based compensation
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0.10 | 0.05 | |||||||
Non-cash amortization of acquired
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intangible assets
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0.02 | 0.02 | |||||||
Patent litigation and settlement costs
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- | 0.01 | |||||||
Restructuring
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- | - | |||||||
Interest expense on convertible notes
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- | - | |||||||
Amorization of convertible note issuance cost
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- | - | |||||||
Non-GAAP net income per diluted share
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$ | 0.04 | $ | 0.03 | |||||
Basic and fully diluted shares reconciliation:
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|||||||||
Basic shares
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50,709 | 45,944 | |||||||
Add back:
|
|||||||||
Weighted average effect of dilutive securities
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1,746 | 3,751 | |||||||
Diluted shares
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52,455 | 49,695 |
Three Months Ended
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||||
June 30, 2015
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GAAP
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Non-GAAP
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Total revenue
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$40,400 - $41,400
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$40,400 - $41,400
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Operating income (loss) (a)
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($3,000) - ($3,800)
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$2,000 - $3,000
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Net income (loss) per diluted share (c)
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($0.06) - ($0.08)
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$0.03 - $0.05
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Twelve Months Ended
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December 31, 2015
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GAAP
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Non-GAAP
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Total revenue
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$162,000 - $167,000
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$162,000 - $167,000
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Operating income (loss) (b)
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($5,500) - ($8,000)
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$14,500 - $16,500
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Net income (loss) per diluted share (c)
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($0.19) - ($0.23)
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$0.21 - $0.25
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(a)
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Estimated non-GAAP amounts above for the three months ending June 30, 2015 reflect adjustments that exclude the estimated amortization of acquired intangible assets of approximately $1.0 - $1.2 million, estimated stock-based compensation expense of approximately $4.0 – $4.3 million, patent litigation costs and restructuring of approximately $100 - $300 thousand.
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(b)
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Estimated non-GAAP amounts above for the twelve months ending December 31, 2015 reflect adjustments that exclude the estimated amortization of acquired intangible assets of approximately $3.7 –$4.4 million, estimated stock-based compensation expense of approximately $16.5- $18.5 million, patent litigation and restructuring costs of approximately $0.3 - $1.0 million.
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(c)
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Non-GAAP fully diluted share count is between 56.8 million and 58.3 million. GAAP share count is between 54.8 million to 56.3 million.
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