-----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, VBqYv6EEFKFve2lX+6WR3ETAruIvCNcGa9/ms3rE4s2lbeafTXgMN4rtMm9lb5mO mF8EmEz1RQmSIxP/t6MTFw== 0000929624-01-000092.txt : 20010125 0000929624-01-000092.hdr.sgml : 20010125 ACCESSION NUMBER: 0000929624-01-000092 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010123 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERWOVEN INC CENTRAL INDEX KEY: 0001042431 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943221352 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-27389 FILM NUMBER: 1514395 BUSINESS ADDRESS: STREET 1: 1195 W FREMONT AVE STREET 2: STE 2000 CITY: SUNNYVALE STATE: CA ZIP: 94087 BUSINESS PHONE: 4087742000 MAIL ADDRESS: STREET 1: 1195 W FREMONT AVE STREET 2: STE 2000 CITY: SUNNYVALE STATE: CA ZIP: 94087 8-K 1 0001.txt INTERWOVEN INC. - CURRENT REPORT 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 January 23, 2001 ------------------------------------------------ Date of Report (Date of Earliest Event Reported) Interwoven, Inc. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Delaware 000-27389 77-0523543 ------------------------ ------------------------ ------------------- (State of Incorporation) (Commission file number) (I.R.S. Employer Identification No.) 1195 W. Fremont Avenue Sunnyvale, California 94087 ------------------------------------------------------------ (Address of principal executive offices, including zip code) (408) 774-2000 ---------------------------------------------------- (Registrant's telephone number, including area code) 1 ITEM 5: OTHER EVENTS. On January 23, 2001, Interwoven, Inc. issued a press release announcing the results for its quarter ended December 31, 2000. A copy of the press release is filed as Exhibit 99.01 and incorporated herein by reference. On January 23, 2001, Interwoven, Inc. presented its financial results for the quarter ended December 31, 2000 in a conference call with investors and analysts. The conference call was pre-announced and was available through live teleconference, live audio webcast and webcast replay. Information about Interwoven that was disclosed in the conference call as a supplement to information contained in the press release includes the following: . gross margin improved to 73% in the fourth quarter; . positive cash flow reached approximately $5 million; . cash and investments increased to approximately $223 million; . days sales outstanding fell to 61 days; and . employee headcount increased by 264 in the fourth quarter (to 888 total). ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibits are filed herewith: 99.01 Press Release dated January 23, 2001. 2 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 thereunto duly authorized. Date: January 24, 2001 INTERWOVEN, INC. By: /s/ David M. Allen ---------------------------------------------------- David M. Allen, Senior Vice President, Chief Financial Officer and Secretary 3 EXHIBIT INDEX ------------- 99.01 Press Release dated January 23, 2001. EX-99.1 2 0002.txt PRESS RELEASE DATED JANUARY 23, 2001 Exhibit 99.01 Interwoven Announces Record Fourth Quarter Revenues - Up 628% $54.6 Million Q4 tops off Interwoven's year 2000 revenues - a 686% year over year increase SUNNYVALE, Calif., January 23, 2001 - Interwoven, Inc. (Nasdaq: IWOV), the leading provider of enterprise-class content management software, today reported record fourth quarter results, with revenues for the quarter ended December 31, 2000 of $54.6 million, an increase of 628% over revenues of $7.5 million for the quarter ended December 31, 1999 and a 39% sequential increase over revenues of $39.4 million for the quarter ended September 30, 2000. License revenues represented 65%, and service revenues 35%, of the total revenues for Q4 2000. With the addition of 147 new license customers in Q4 2000, Interwoven now has over 650 customers. Net income for the quarter ended December 31, 2000, before the effect of non- cash charges related to stock-based compensation and acquisition-related expenses, was $2.0 million, or $0.02 per share on a supplemental basic and diluted basis, compared with a net loss of $3.5 million, or $0.05 per share on a supplemental basic and diluted basis, for the quarter ended December 31, 1999. For the year ended December 31, 2000, total revenues were $132.1 million, a 686% increase over revenues of $16.8 million for the comparable period in 1999. The net loss before the effect of non-cash charges related to stock-based compensation and acquisition expenses was $391,000, or $0.00 per share on a supplemental basic and diluted basis, for the year ended December 31, 2000, compared with a net loss of $11.6 million, or $0.38 per share on a supplemental basic and diluted basis, for the year ended December 31, 1999. "We are very pleased with our Q4 results which have topped off a year of exceptional growth," said Martin Brauns, president and CEO of Interwoven. "It is clear that IT spending priorities are being set around initiatives that will deliver tangible results in the short term and it is clear to us that content management remains among the top four "must-have" categories for IT spending." Q4 Highlights Customers Interwoven signed 147 new license customers in the quarter ended December 31, 2000. New customers included 3Com, Alcoa, Avon Products, Coors Brewing, DIRECTV, Dow Jones & Company, Fannie Mae, Freddie Mac, Hilton Hotels, Home Box Office, Kraft Foods, MasterCard International, Owens Illinois, Robert Half International, Seagate Software, Siemens Corporation, SmithKline Beecham, Spiegel, Stanford University, Neiman Marcus, Sherwin-Williams, and Time Inc. With these additions, Interwoven's total customer count is now over 650. Interwoven also saw significant reorders from many of its larger customers including American Airlines, Bell South, Cisco, General Motors and Philips. International 46 new international customers were added in the quarter ended December 31, 2000, including adidas-Solomon, British Telecom, CSC Computer Science, Department of Education for New South Wales, Hitachi Zosen Information Systems, Pirelli, Rikei, Singapore Airlines and Telenor. Products In December 2000, Interwoven announced Interwoven B2B Edition which empowers trading partners to easily contribute and publish B2B content to Ariba and Commerce One based marketplaces. In Q4, Interwoven acquired Ajuba Solutions and Metacode Technologies to accelerate development of intelligent content tagging and augment Interwoven's XML engineering team. Partners During the 4th quarter, Interwoven focused its alliance efforts in expanding the roles of key partners. Highlights included: -New as resellers are IBM Global Services and Accenture (formerly Andersen Consulting). -New B2B partners include Ariba and Bowstreet and new as a B2B partner is BEA, already a strategic technology partner. -Interwoven trained close to 500 consultants from 37 different partners including large groups from Accenture, Cambridge Technology Partners, IBM Global Services and March First in Q4 2000. In Q4, Interwoven acquired Ajuba Solutions and Metacode Technologies to accelerate development of intelligent content tagging and augment Interwoven's XML engineering team. About Interwoven Interwoven, Inc. (Nasdaq: IWOV) is the world's leading provider of enterprise- class content management software. Its solutions control the development, management and deployment of Web content and are the de facto standard for over 500 Global 1000 companies including General Electric, General Motors and Cisco Systems. Interwoven teams with the leading best-of-breed eBusiness application providers to provide customers an end-to-end platform for eBusiness. For more information on the fastest growing software company in Silicon Valley and its proven XML-based solutions, visit the Interwoven Web site at www.interwoven.com. ------------------ This press release contains "forward-looking" statements, including projections about our business, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. For example, statements in the future tense, and statements including words such as "expect", "plan", "estimate", "anticipate" or "believe," are forward-looking statements. These statements are based on information available to us at the time of the release; we assume no obligation to update any of them. The statements in this release are not guarantees of future performance. Actual results could differ materially from our current expectations as a result of numerous factors, including our limited operating history, which makes it difficult to predict future performance, the fact that our market is new and customer acceptance of our products is not proven, and special difficulties associated with international expansion. These and other risks and uncertainties associated with our business are detailed in our annual report on Form 10-K and subsequent Forms 10-Q, which are on file with the SEC and available through www.sec.gov. -----------
INTERWOVEN, INC. CONDENSED CONSOLIDATED BALANCE SHEET (In thousands) December 31, December 31, 2000 1999 (unaudited) (unaudited) Assets Current assets: Cash and cash equivalents.................................. $ 75,031 $10,983 Short-term investments..................................... 147,253 44,665 Accounts receivable, net of allowance for doubtful accounts of $500 and $288, respectively......... 36,806 5,158 Prepaid expenses and other current assets.................. 10,252 1,346 Total current assets............................... 269,342 62,152 Investments.................................................. - 16,464 Property and equipment, net.................................. 14,889 3,145 Intangible assets, net....................................... 238,502 416 Restricted cash.............................................. 605 605 Other assets................................................. 871 297 $524,209 $83,079
Liabilities and Stockholders' Equity Current liabilities: Accounts payable........................................... $ 1,727 $ 834 Accrued liabilities........................................ 33,602 4,966 Deferred revenue........................................... 34,529 1,939 Total current liabilities............................... 69,858 7,739 Stockholders' equity......................................... 454,351 75,340 $524,209 $83,079
INTERWOVEN, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (in thousands, except per share amounts) Three Months Ended December 31, Year Ended December 31, ------------------------------- -------------------------- 2000 1999 2000 1999 --------- -------- --------- --------- (unaudited) (unaudited) Revenues: License.................................. $ 35,659 $ 4,892 $ 87,006 $ 10,706 Services................................. 18,933 2,653 45,123 6,100 --------- -------- --------- --------- Total revenues........................ 54,592 7,545 132,129 16,806 Cost of revenues: License.................................. 516 37 1,100 181 Services................................. 14,369 3,034 38,541 6,576 --------- -------- --------- --------- Total cost of revenues................ 14,885 3,068 39,641 6,757 --------- -------- --------- --------- Gross profit............................... 39,707 4,477 92,488 10,049 --------- -------- --------- --------- Operating expenses: Research and development................. 7,213 1,269 17,700 4,199 Sales and marketing...................... 27,553 6,524 72,683 15,582 General and administrative............... 5,465 1,143 13,941 3,220 Amortization of deferred stock-based 4,568 1,002 7,522 687 compensation............................. Amortization of acquired intangible 17,209 128 22,318 377 assets..................................
Writeoff of in-process research 100 - 1,824 - development............................. --------- -------- --------- --------- Total operating expenses............ 62,108 10,066 135,988 27,065 Loss from operations....................... (22,401) (5,589) (43,500) (17,016) Interest and other income (expense), net... 2,883 945 12,055 1,361 Provision for income taxes................. 383 - 610 - --------- -------- --------- --------- Net loss................................... (19,901) ($4,644) (32,055) ($15,655) --------- -------- --------- --------- Accretion of mandatorily redeemable - - - (13,227) convertible preferred stock to redemption value --------- -------- --------- --------- Net loss attributable to common ($19,901) ($4,644) ($32,055) ($28,882) stockholders.............................. --------- -------- --------- --------- Basic and diluted net loss per share....... ($0.20) ($0.06) ($0.35) ($0.95) --------- -------- --------- --------- Shares used in computing pro forma basic 97,148 77,228 91,979 30,472 and --------- -------- --------- --------- diluted net loss per share (2)(3).......... Supplemental information (1) (unaudited) (unaudited) Historical net loss........................ ($19,901) ($4,644) ($32,055) ($15,655) Add back of certain non-cash and acquisition charges: Amortization of deferred stock-based 4,568 1,002 7,522 3,687 compensation Amortization of intangible assets....... 17,209 128 22,318 377 Writeoff of in-process research 100 - 1,824 - development. --------- -------- --------- --------- Total add back............................. 21,877 1,130 31,664 4,064 --------- -------- --------- --------- Supplemental net loss excluding certain $ 1,976 ($3,514) ($391) ($11,591) non-cash and acquisition related charges.. --------- -------- --------- --------- Pro forma basic net income (loss) per $0.02 ($0.05) ($0.00) ($0.38) share (2)(3) --------- -------- --------- --------- Pro forma diluted net income (loss) per $0.02 ($0.05) ($0.00) ($0.38) share (2)(3) --------- -------- --------- ---------
Shares used in computing pro forma basic 97,148 77,228 91,979 30,472 net income (loss) per share (2)(3)........ --------- -------- --------- --------- Shares used in computing pro forma diluted 115,096 77,228 91,979 30,472 net income --------- -------- --------- --------- (loss) per share (2)(3)....................
(1) The accompanying supplemental financial information is presented for informational purposes only and should not be considered a substitute for the historical financial information presented in accordance with accounting principles generally accepted in the United States. (2) Pro forma net income (loss) per share is computed using the weighted average number of shares of Common Stock outstanding, including the pro forma effects of the exercise of warrants to purchase Series B and Series E Preferred Stock and the conversion of all of the Company's Preferred Stock into shares of the Company's Common Stock as if such conversion occurred at the beginning of the period, or at the date of issuance, if later. For periods in which net income is presented, the Company has included the dilutive effect of options of common stock as calculated using the treasury stock method. The calculation excludes any antidilutive common stock equivalents. (3) On October 17, 2000, the Company's Board of Directors effected a two-for-one stock split of the outstanding shares of Common Stock. All common shares and per share information included in these financial statements have been retroactively adjusted to reflect this stock split. -----END PRIVACY-ENHANCED MESSAGE-----