-----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, Fm7hlC+P6wEWwILS4EF66E/ZVMKcYuj0/9zREh0+QQpRwAeVNZh7seQW17lSoXqo PKOC69aXLV+8G/RB0c9t+g== 0001275287-06-002202.txt : 20060426 0001275287-06-002202.hdr.sgml : 20060426 20060426160840 ACCESSION NUMBER: 0001275287-06-002202 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060426 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060426 DATE AS OF CHANGE: 20060426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALLIDUS SOFTWARE INC CENTRAL INDEX KEY: 0001035748 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 770438629 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50463 FILM NUMBER: 06781275 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 cs5546.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 26, 2006 CALLIDUS SOFTWARE INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-50463 77-0438629 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File 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) ---------- Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On April 26, 2006, Callidus Software Inc. issued a press release announcing its financial results of and for the quarter ended March 31, 2006. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished in this report, including the exhibit, shall not be deemed to be incorporated by reference into Callidus Software Inc.'s filings with the SEC under the Securities Act of 1933 and shall not be deemed to be "filed" with the SEC under the Securities Exchange Act of 1934. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. 99.1 Earnings Press Release, dated April 26, 2006 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 26, 2006 By: /s/ Ronald J. Fior ---------------------------- Name: Ronald J. Fior Title: Vice President, Finance and Chief Financial Officer EXHIBIT INDEX 99.1 Earnings Press Release, dated April 26, 2006. EX-99.1 2 cs5546ex991.txt EXHIBIT 99.1 Exhibit 99.1 CALLIDUS SOFTWARE REPORTS FIRST QUARTER 2006 RESULTS Q1 REVENUES $17.0 MILLION, UP 17% YEAR OVER YEAR LICENSE REVENUES DOUBLED YEAR OVER YEAR SAN JOSE, Calif., April 26 /PRNewswire-FirstCall/ -- Callidus Software Inc. (Nasdaq: CALD), a leader in Enterprise Incentive Management (EIM), today announced financial results for the first quarter ended March 31, 2006. Total first quarter revenues were $17.0 million, an increase of 17% compared to first quarter 2005 and a decrease of 2% from the prior quarter. First quarter license revenues were $7.0 million, an increase of 99% compared to first quarter 2005 and a decrease of 4% compared to the prior quarter. First quarter net loss was $3.2 million, or ($0.12) per share, compared to a net loss of $2.5 million, or ($0.10) per share, for the first quarter of 2005 and a net loss of $1.5 million, or ($0.06) per share, for the prior quarter. Excluding stock-based compensation expense, non-GAAP net loss for the first quarter was $2.0 million, or ($0.07) per share, as compared to non-GAAP net loss of $2.1 million, or ($0.08) per share in the first quarter of 2005, and non-GAAP net loss of $1.9 million, or ($0.07) per share in the prior quarter. A reconciliation between GAAP and non-GAAP information is contained in the attached tables. Cash and investments totaled $60.6 million at March 31, 2006, a decrease of $3.1 million since December 31, 2005. "We continue to build on our market momentum. License revenues doubled year-on-year and this marks our third quarter of significant license revenue growth, on a year-over-year basis. We continued to add new marquee customers with key wins in our target vertical markets, and we generated new business from our existing customers," said Robert Youngjohns, president and CEO of Callidus Software. "We were pleased with the revenue growth from our On-Demand, technical support and training organizations. However, our consulting organization did not achieve the results we had anticipated. Sales of new services designed to offset a larger percentage of implementation projects led by partners was slower than we expected, which contributed to the shortfall. The success of our partners is of strategic importance to Callidus and we will continue to focus on achieving the proper alignment between our growth expectations and the success of our partners." "We continue to see substantial market opportunity for our EIM and Sales Performance Management solutions. Our recently published ROI study demonstrates the significant returns achieved by our customers in using our products as a driver of revenue and profits," Mr. Youngjohns concluded. Recent Business Highlights -- Some of the customers purchasing Callidus solutions in the first quarter included ADP, CDW Corporation, HSBC, Medtronic, Network Appliance, Nokia, North Carolina Farm Bureau, and Vodafone Australia. -- Callidus gained substantial traction with its On-Demand Solutions group generating revenues of over $1.5 million in the quarter. On-Demand Solutions, together with maintenance revenues, accounted for over $5.5 million, or more than 30%, of total revenues in the quarter. Both On-Demand and software maintenance contracts provide for recurring revenue streams but remain subject to periodic adjustment or cancellation. -- Callidus recently signed new partnership agreements with Celfocus and Hexaware to grow our international presence and to complement the partnerships we have with Accenture, Atos Origin, IBM, Iconixx and Compensation Technologies. -- A research study we published in March detailed the rapid return-on-investment (ROI) achieved by Callidus TrueComp customers in the financial services industry. Revenue growth, effective use of incentives and improved productivity led to paybacks in as little as six months and returns of up to $79 million for the companies we studied. A copy of the full report is available at www.callidussoftware.com/papers/roi-study.jsp. -- Charles M. Boesenberg was appointed to the Board of Directors in February 2006. Mr. Boesenberg is CEO and Chairman of the Board of NetIQ and a 30-year veteran in the technology industry. NetIQ has been a customer of Callidus since 2003. -- Bill Williamson was appointed Regional Director for the Asia Pacific Region, continuing our focus on growing revenues internationally. Mr. Williamson has over 30 years of enterprise sales and management experience at leading technology companies including SAP and Filenet. Q1 2006 Financial Highlights -- License revenues were $7.0 million, increasing 99% from $3.5 million in Q1 2005 and decreasing 4% from $7.3 million in the prior quarter. -- Maintenance and service revenues were $10.0 million, down 9% from $11.0 million in Q1 2005 and equal to $10.0 million in the prior quarter. -- Maintenance and service gross margin was 22%, down from 34% in Q1 2005 and 24% in the prior quarter. Excluding stock-based compensation, the non- GAAP maintenance and service gross margin was 25%, a decrease from 35% in Q1 2005 and an increase from 24% in the prior quarter. License gross margin was 98%, up from 97% in Q1 2005 and equal to 98% in the prior quarter. -- Operating expenses were $12.8 million, compared to $10.0 million in Q1 2005 and $11.5 million in the prior quarter. Excluding stock-based compensation, non-GAAP operating expenses were $11.9 million, compared to $9.6 million in Q1 2005 and $11.9 million in the prior quarter. Q2 2006 Financial Outlook -- License revenues may fluctuate on a quarter-to-quarter basis, as they are inherently difficult to predict; therefore we will not be providing guidance on license revenues. -- Maintenance and service revenues are expected to be between $10.0 million and $10.5 million, with a related gross margin between 23% and 25% (25% and 27% excluding stock-based compensation). -- Operating expenses are expected to be between $12.7 million and $13.2 million. Excluding stock-based compensation, we expect non-GAAP operating expenses to be between $11.7 million and $12.2 million. Conference Call A conference call to discuss the first quarter results is scheduled for today at 1:30 p.m. Pacific Daylight Time (PDT). The conference call will be available via live webcast 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 800-591-6942 (international +1-617-614-4909), passcode 49427270. A telephone playback and webcast replay of the conference call will be available after 3:30 p.m. PDT today through May 10, 2006. The telephone replay will be available by calling 888-286-8010 (international: +1-617-801-6888), passcode 51635651. The webcast replay will be available at the Investor Relations section of Callidus' website under Calendar of Events. About Callidus Software Founded in 1996, Callidus Software Inc. (www.callidussoftware.com) is an industry leading Enterprise Incentive Management (EIM) provider to global companies across multiple industries. Callidus' EIM systems allow enterprises to develop and manage incentive compensation linked to the achievement of strategic business objectives. Through its TrueComp(R) Grid architecture, Callidus Software delivers an EIM solution that combines the power and scalability of grid computing with the flexibility of rules-based interface. Customers/Partners include 7-Eleven, Accenture, CUNA Mutual, HP, IBM, Philips Medical Systems, Sprint Nextel, Sun Microsystems, Time Warner Corporation and Wachovia. Callidus Software is publicly traded on the NASDAQ under the symbol CALD. 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. 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. Reconciliations between GAAP and non-GAAP financial measures are included in the accompanying tables. Note on Forward-Looking Statements The forward looking statements included in this press release, including with respect to the substantial market opportunity in EIM products, second quarter maintenance and service revenues, associated gross margin, estimates of second quarter operating expenses and the impact of stock-based compensation expense, 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 and size of software license orders, management's ability to successfully implement its business plan, changes in executive management, potential material fluctuations in financial results and future growth rates, decreases in customer spending, increased competition or new entrants in the marketplace, litigation and other risks detailed in Callidus' reports filed with the Securities and Exchange Commission (SEC), including its Form 10-K, copies of which may be obtained by contacting Callidus Software's Investor Relations department at 408-808-6577, or from 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, Callidus TrueAnalytics, TrueChannel, TrueComp, TrueComp Grid, TrueInformation, TruePerformance, TrueReferral, 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, --------------------------- 2006 2005 ------------ ------------ Revenues: License revenues $ 6,958 $ 3,500 Maintenance and service revenues 9,999 11,001 Total revenues 16,957 14,501 Cost of revenues: License revenues 136 97 Maintenance and service revenues (1) 7,780 7,230 Total cost of revenues 7,916 7,327 Gross profit 9,041 7,174 Operating expenses: Sales and marketing (1) 6,190 4,538 Research and development (1) 3,570 3,075 General and administrative (1) 3,087 2,342 Total operating expenses 12,847 9,955 Operating loss (3,806) (2,781) Interest and other income, net 567 312 Loss before provision for income taxes (3,239) (2,469) Provision (benefit) for income taxes (1) 25 Net loss $ (3,238) $ (2,494) Basic net loss per share $ (0.12) $ (0.10) Diluted net loss per share $ (0.12) $ (0.10) Shares used in basic per share computation 27,116 25,742 Shares used in diluted per share computation 27,116 25,742 (1) Stock-based compensation included in amounts above by category: Cost of maintenance and service revenues $ 264 $ 50 Sales and marketing 266 126 Research and development 247 124 General and administrative 432 140 Total stock-based compensation $ 1,209 $ 440
CALLIDUS SOFTWARE INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (unaudited)
March 31, December 31, 2006 2005 ------------ ------------ Assets Current assets: Cash and cash equivalents $ 19,202 $ 23,705 Short-term investments 41,442 40,000 Accounts receivable, net 11,103 11,063 Prepaid and other current assets 1,368 1,581 Total current assets 73,115 76,349 Property and equipment, net 2,919 2,801 Deposits and other assets 1,452 1,494 Total assets $ 77,486 $ 80,644 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 1,315 $ 756 Accrued payroll and related expenses 3,791 6,383 Accrued expenses 2,107 2,043 Deferred revenue 11,818 12,205 Total current liabilities 19,031 21,387 Deferred rent 608 377 Long-term deferred revenue 554 729 Total liabilities 20,193 22,493 Stockholders' equity Common stock 27 27 Additional paid-in capital 188,102 186,232 Deferred stock-based compensation -- (445) Accumulated other comprehensive income 236 171 Accumulated deficit (131,072) (127,834) Total stockholders' equity 57,293 58,151 Total liabilities and stockholders' equity $ 77,486 $ 80,644
CALLIDUS SOFTWARE INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES QUARTER OVER QUARTER COMPARISON (In thousands, except for per share data) (unaudited)
Three months ended Three months ended March 31, 2006 December 31, 2005 ------------------------------- ------------------------------- Non-GAAP Non-GAAP Adjust- Adjust- GAAP ments Non-GAAP GAAP ments Non-GAAP -------- -------- -------- -------- -------- -------- Revenues: License revenues $ 6,958 $ 6,958 $ 7,261 $ 7,261 Maintenance and service revenues 9,999 9,999 9,978 9,978 Total revenues 16,957 16,957 17,239 17,239 Cost of revenues: License revenues 136 136 118 118 Maintenance and service revenues 7,780(a) (264) 7,516 7,581(a) (20) 7,561 Total cost of revenues 7,916 7,652 7,699 7,679 Gross profit 9,041 9,305 9,540 9,560 Operating expenses: Sales and marketing 6,190(a) (266) 5,924 5,194(a) 470 5,664 Research and development 3,570(a) (247) 3,323 3,482(a) 1 3,483 General and administrative 3,087(a) (432) 2,655 2,813(a) (81) 2,732 Total operating expenses 12,847 11,902 11,489 11,879 Operating loss (3,806) (2,597) (1,949) (2,319) Interest and other income, net 567 567 419 419 Loss before provision for income taxes (3,239) (2,030) (1,530) (1,900) Provision (benefit) for income taxes (1) (1) (43) (43) Net loss $ (3,238) $ (2,029) $ (1,487) $ (1,857) Diluted net loss per share $ (0.12) $ (0.07) $ (0.06) $ (0.07) Shares used in diluted per share computation 27,116 27,116 26,752 26,752
(a) Non-cash stock based compensation CALLIDUS SOFTWARE INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES YEAR OVER YEAR COMPARISON OF THE QUARTER (In thousands, except for per share data) (unaudited)
Three months ended Three months ended March 31, 2006 March 31, 2005 ------------------------------- ------------------------------- Non-GAAP Non-GAAP Adjust- Adjust- GAAP ments Non-GAAP GAAP ments Non-GAAP -------- -------- -------- -------- -------- -------- Revenues: License revenues $ 6,958 $ 6,958 $ 3,500 $ 3,500 Maintenance and service revenues 9,999 9,999 11,001 11,001 Total revenues 16,957 16,957 14,501 14,501 Cost of revenues: License revenues 136 136 97 97 Maintenance and service revenues 7,780(a) (264) 7,516 7,230(a) (50) 7,180 Total cost of revenues 7,916 7,652 7,327 7,277 Gross profit 9,041 9,305 7,174 7,224 Operating expenses: Sales and marketing 6,190(a) (266) 5,924 4,538(a) (126) 4,412 Research and development 3,570(a) (247) 3,323 3,075(a) (124) 2,951 General and administrative 3,087(a) (432) 2,655 2,342(a) (140) 2,202 Total operating expenses 12,847 11,902 9,955 9,565 Operating loss (3,806) (2,597) (2,781) (2,341) Interest and other income, net 567 567 312 312 Loss before provision for income taxes (3,239) (2,030) (2,469) (2,029) Provision (benefit) for income taxes (1) (1) 25 25 Net loss $ (3,238) $ (2,029) $ (2,494) $ (2,054) Diluted net loss per share $ (0.12) $ (0.07) $ (0.10) $ (0.08) Shares used in diluted per share computation 27,116 27,116 25,742 25,742
(a) Non-cash stock based compensation SOURCE Callidus Software Inc. -0- 04/26/2006 /CONTACT: investors, Jon Pexton, +1-408-808-6577, or ir@callidussoftware.com, or press, Jock Breitwieser, +1-408-975-6683, or pr@callidussoftware.com, both for Callidus/ /Web site: http://www.callidussoftware.com / (CALD)
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