-----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, NdjMuh+/F0RrDPwg8+PalA4cn4AkKYJ+1BUlts+K83RDQ1tB3VjLYlCD+91nYhta J8x9H17Wov7xr5SrfxJ3XA== 0000891618-03-003509.txt : 20030710 0000891618-03-003509.hdr.sgml : 20030710 20030710163654 ACCESSION NUMBER: 0000891618-03-003509 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030710 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JUNIPER NETWORKS INC CENTRAL INDEX KEY: 0001043604 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 770422528 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26339 FILM NUMBER: 03782223 BUSINESS ADDRESS: STREET 1: 1194 NORTH MATHILDA AVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 6505268000 MAIL ADDRESS: STREET 1: 1194 NORTH MATHILDA AVE CITY: SUNNYVALE STATE: CA ZIP: 94089 8-K 1 f91405e8vk.htm FORM 8-K Juniper Networks, Inc., Form 8-K dated 7-10-2003
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

 
July 10, 2003
Date of Report
(Date of earliest event reported)
 
Juniper Networks, Inc.
(Exact name of Registrant as Specified in Its Charter)
         
Delaware   0-26339   77-0422528
 
 
(State or other jurisdiction of   (Commission file number)   (IRS employer identification
incorporation or organization)       number)
     
1194 N. Mathilda Avenue    
Sunnyvale, CA 94089   (408) 745-2000
 
(Address of principal executive offices)   (Registrant’s telephone number,
    including area code)

 

Item 7. Financial Statements and Exhibits
Item 12. Results of Operations and Financial Condition
SIGNATURES
Exhibit Index
EXHIBIT 99.1

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Item 7. Financial Statements and Exhibits

     (c)  Exhibits

     
Exhibit No.   Description
 
99.1   Press Release of Juniper Networks, Inc. issued on July 10, 2003

Item 12. Results of Operations and Financial Condition

     On July 10, 2003, Juniper Networks, Inc. (“Juniper Networks”) is issuing a press release and holding a conference call regarding its financial results for the quarter ended June 30, 2003. A copy of the press release is furnished as Exhibit 99.1 to this report. Juniper Networks is making forward-looking statements regarding 2003 during the conference call and is making reference to non-GAAP financial information in both the press release and the conference call.

Use of Non-GAAP Financial Information

     To supplement our consolidated financial statements presented in accordance with GAAP, Juniper Networks uses non-GAAP measures of operating results, net income and earnings per share, which are adjusted from results based on GAAP to exclude certain expense and income items. These non-GAAP adjustments are provided to enhance the user’s overall understanding of our current financial performance and our prospects for the future. Specifically, we believe the non-GAAP results provide useful information to both management and investors by excluding certain expense and income items that we believe are not indicative of our core operating results. In addition, since we have historically reported non-GAAP results to the investment community, we believe the inclusion of non-GAAP numbers provides consistency in our financial reporting. Further, these non-GAAP results are one of the primary indicators management uses for planning and forecasting in future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for results prepared in accordance with accounting principles generally accepted in the United States.

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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.

         
        Juniper Networks, Inc.
         
    Date:
By: 		  July 10, 2003
/s/ Marcel Gani
       
        Marcel Gani
Chief Financial Officer

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Table of Contents

Exhibit Index

     
Exhibit No.   Description
 
99.1   Press Release of Juniper Networks, Inc. issued on July 10, 2003

  EX-99.1 3 f91405exv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 INVESTOR RELATIONS CONTACT: PUBLIC RELATIONS CONTACT: RANDI PAIKOFF FEIGIN KATHY DURR Tel: 408-745-2371 Tel: 408-745-5058 randi@juniper.net kdurr@juniper.net JUNIPER NETWORKS, INC. REPORTS Q2'03 FINANCIAL RESULTS NET REVENUE $165.1M; GAAP EPS $0.03; NON-GAAP EPS $0.03 Sunnyvale, CA - July 10, 2003 -- Juniper Networks, Inc. (NASDAQ: JNPR) today reported its second quarter results for the period ending June 30, 2003. Net revenues for the second quarter were $165.1 million, compared with $117.0 million for the same period last year, an increase of 41 percent. GAAP net income for the second quarter was $13.6 million or $0.03 per share, compared with a GAAP net income of $6.2 million or $0.02 per share in the second quarter of 2002. Non-GAAP net income, which excludes an adjustment to the purchase price of an acquisition, the amortization of purchased intangibles and deferred compensation, the gain on the sale of investments and the gain on the partial retirement of the convertible subordinated notes was $10.3 million or $0.03 per share, compared with non-GAAP net income of $0.4 million or $0.00 per share in the second quarter of 2002. Net revenues for the six months ended June 30, 2003 were $322.3 million, compared with $239.3 million for the same period last year, an increase of 35 percent. GAAP net income for the six months ended June 30, 2003 was $17.3 million or $0.04 per share, compared with a GAAP net loss of $39.8 million or $0.12 per share for the same period last year. Non-GAAP net income, which excludes an adjustment to the purchase price of an acquisition, the amortization of purchased intangibles and deferred compensation, the gain on the sale of investments, the write-down of investments and the gain on the partial retirement of the convertible subordinated notes was $16.6 million or $0.04 per share, compared with non-GAAP net income of $0.8 million or $0.00 per share for the same period last year. Cash provided by operations was $60.3 million for the second quarter, which brings cash provided by operations for the six months ended June 30, 2003 to $72.7 million, compared to cash provided by operations of $39.9 million for the six months ended June 30, 2002. "The second quarter was strong," said Scott Kriens, chairman and CEO of Juniper Networks. "We continue to be encouraged by both the broadband momentum around the world as well as the sound financial footing of Juniper Networks in the marketplace." Juniper Networks will host a conference call web cast today, July 10, 2003 at 1:45 p.m. PT/4:45 p.m. ET at: http://www.juniper.net/company/investor/conferencecall.html. In addition, there will be an audio replay available through August 10, 2003 at http://www.juniper.net/company/investor/conferencecall.html or you can call the replay at 800-633-8284 (or 402-977-9140) and enter the reservation number, 21154140, through July 17, 2003. The replays will be available 24 hours/day, including weekends. 1 ABOUT JUNIPER NETWORKS Juniper Networks transforms the business of networking by converting a commodity - - bandwidth - into a dependable, secure, and highly valuable corporate asset. Founded in 1996 to meet the stringent demands of service providers, Juniper Networks is now relied upon by the world's leading network operators, government agencies, research and education institutions, and information intensive enterprises as the foundation for uncompromising networks. Juniper Networks is headquartered in Sunnyvale, California. Additional information can be found at www.juniper.net. Juniper Networks is registered in the U.S. Patent and Trademark Office and in other countries as a trademark of Juniper Networks, Inc. Broadband Cable Processor, ERX, ESP, E-series, G1, G10, G-series, Internet Processor, Juniper Your Net, JUNOS, JUNOScript, M5, M10, M20, M40, M40e, M160, M-series, NMC-RX, SDX, ServiceGuard, T320, T640, T-series, UMC, and Unison are trademarks of Juniper Networks, Inc. All other trademarks, service marks, registered trademarks, or registered service marks are the property of their respective owners. Actual results could differ materially from those anticipated in forward-looking statements in this release as a result of certain factors, including those set forth in the risk factors described in the Company's SEC filings, including its most recent Form 10K. 2 JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
June 30, 2003 December 31, 2002 ------------- ----------------- (unaudited) (A) ASSETS Current assets: Cash and cash equivalents $ 516,493 $ 194,435 Short-term investments 315,870 384,036 Accounts receivable, net 73,767 78,501 Prepaid expenses and other current assets 25,681 23,957 ----------- ----------- Total current assets 931,811 680,929 Property and equipment, net 252,666 266,962 Long-term investments 698,618 583,664 Goodwill 983,397 987,661 Purchased intangible assets, net and other long-term assets 113,808 95,453 ----------- ----------- Total assets $ 2,980,300 $ 2,614,669 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 58,109 $ 51,747 Accrued warranty 31,727 32,358 Other accrued liabilities 113,386 111,773 Deferred revenue 55,319 46,146 ----------- ----------- Total current liabilities 258,541 242,024 Convertible subordinated notes 839,994 942,114 Convertible senior notes 400,000 -- Commitments and contingencies Stockholders' equity: Common stock and additional-paid-in-capital 1,495,981 1,461,910 Deferred stock compensation (5,357) (11,113) Accumulated other comprehensive income 11,198 17,052 Accumulated deficit (20,057) (37,318) ----------- ----------- Total stockholders' equity 1,481,765 1,430,531 ----------- ----------- Total liabilities and stockholders' equity $ 2,980,300 $ 2,614,669 =========== ===========
(A) The balance sheet at December 31, 2002 has been derived from the audited consolidated financial statements at that date. 3 JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (in thousands, except per share amounts) (unaudited)
Three months ended June 30, Six months ended June 30, --------------------------- ------------------------- 2003 2002 2003 2002 ---- ---- ---- ---- Net revenues: Product $141,067 $ 99,012 $276,241 $203,558 Service 24,036 18,024 46,069 35,697 -------- -------- -------- -------- Total net revenues 165,103 117,036 322,310 239,255 Cost of revenues: Product 48,803 36,153 97,174 75,864 Service 13,627 12,002 26,607 22,287 -------- -------- -------- -------- Total cost of revenues 62,430 48,155 123,781 98,151 -------- -------- -------- -------- Gross profit 102,673 68,881 198,529 141,104 Operating expenses: Research and development 43,007 33,770 86,477 68,839 Sales and marketing 33,710 25,894 66,694 53,472 General and administrative 7,296 9,104 14,768 18,653 Amortization of purchased intangible assets and deferred stock compensation (1) 7,803 (6,362) 15,325 8,913 -------- -------- -------- -------- Total operating expenses 91,816 62,406 183,264 149,877 -------- -------- -------- -------- Operating income (loss) 10,857 6,475 15,265 (8,773) Interest and other income 10,017 15,380 19,269 32,132 Interest and other expense (12,354) (14,763) (24,303) (29,895) Gain on sale of investments 4,387 -- 8,739 -- Write-down of investments -- -- -- (30,600) Gain on retirement of convertible subordinated notes 4,888 -- 4,888 -- Equity in net loss of joint venture -- (111) -- (1,136) -------- -------- -------- -------- Income (loss) before income taxes 17,795 6,981 23,858 (38,272) Provision for income taxes 4,217 750 6,597 1,500 -------- -------- -------- -------- Net income (loss) $ 13,578 $ 6,231 $ 17,261 $(39,772) ======== ======== ======== ======== Net income (loss) per share: Basic $ 0.04 $ 0.02 $ 0.05 $ (0.12) ======== ======== ======== ======== Diluted $ 0.03 $ 0.02 $ 0.04 $ (0.12) ======== ======== ======== ======== Shares used in computing net income (loss) per share: Basic 379,032 330,957 377,291 330,162 -------- -------- -------- -------- Diluted 399,542 342,172 395,245 330,162 ======== ======== ======== ========
(1) Amortization of deferred stock compensation relates to the following cost and expense categories by period: Cost of revenues $ 130 $ 291 $ 239 $ 633 Research and development 1,850 (8,031) 3,512 3,159 Sales and marketing 373 (610) 700 1,096 General and administrative 147 342 269 733 ------ ------- ------ ------ Total $2,500 $(8,008) $4,720 $5,621 ====== ======= ====== ======
4 JUNIPER NETWORKS, INC. NON-GAAP CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (1) (in thousands, except per share amounts) (unaudited)
Three months ended June 30, Six months ended June 30, --------------------------- ------------------------- 2003 2002 2003 2002 ---- ---- ---- ---- Net revenues: Product $141,067 $ 99,012 $276,241 $203,558 Service 24,036 18,024 46,069 35,697 -------- -------- -------- -------- Total net revenues 165,103 117,036 322,310 239,255 Cost of revenues: Product 48,803 36,153 97,174 75,864 Service 13,627 12,002 26,607 22,287 -------- -------- -------- -------- Total cost of revenues 62,430 48,155 123,781 98,151 -------- -------- -------- -------- Gross profit 102,673 68,881 198,529 141,104 Operating expenses: Research and development 43,007 33,770 86,477 68,839 Sales and marketing 33,710 25,894 66,694 53,472 General and administrative 7,296 9,104 14,768 18,653 -------- -------- -------- -------- Total operating expenses 84,013 68,768 167,939 140,964 -------- -------- -------- -------- Operating income 18,660 113 30,590 140 Interest income 8,827 15,380 18,079 32,132 Interest and other expense (12,354) (14,763) (24,303) (29,895) Equity in net loss of joint venture -- (111) -- (1,136) -------- -------- -------- -------- Income before income taxes 15,133 619 24,366 1,241 Provision for income taxes 4,843 198 7,797 397 -------- -------- -------- -------- Net income $ 10,290 $ 421 $ 16,569 $ 844 ======== ======== ======== ======== Net income per share: Basic $ 0.03 $ 0.00 $ 0.04 $ 0.00 ======== ======== ======== ======== Diluted $ 0.03 $ 0.00 $ 0.04 $ 0.00 ======== ======== ======== ======== Shares used in computing net income per share: Basic 379,032 330,957 377,291 330,162 ======== ======== ======== ======== Diluted 399,542 342,172 395,245 342,502 ======== ======== ======== ========
(1) The non-GAAP statements exclude an adjustment to the purchase price of an acquisition, the impact of the amortization of purchased intangibles and deferred stock compensation, the gain from the sale of investments, the impairment write-down of investments and the gain on the retirement of convertible subordinated notes. See reconciliation to GAAP information below. 5 JUNIPER NETWORKS, INC. RECONCILIATION OF NON-GAAP TO GAAP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands)
Three months ended June 30, Six months ended June 30, --------------------------- ------------------------- 2003 2002 2003 2002 ---- ---- ---- ---- Non-GAAP net income $10,290 $ 421 $ 16,569 $ 844 Acquisition related adjustment 1,190 -- 1,190 -- Amortization of purchased intangible assets and deferred stock compensation (7,803) 6,362 (15,325) (8,913) Gain on sale of investments 4,387 -- 8,739 -- Write-down of investments -- -- -- (30,600) Gain on retirement of convertible subordinated notes 4,888 -- 4,888 -- Income tax effect 626 (552) 1,200 (1,103) ------- ------ -------- -------- GAAP net income (loss) $13,578 $6,231 $ 17,261 $(39,772) ======= ====== ======== ========
6 JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited)
Six months ended June 30, ------------------------- 2003 2002 ---- ---- OPERATING ACTIVITIES: Net income (loss) $ 17,261 $ (39,772) Adjustments to reconcile net income (loss) to net cash from operating activities: Depreciation 24,661 18,461 Amortization of purchased intangibles and deferred stock compensation 15,325 8,917 Amortization of debt issuance costs 1,677 1,906 Gain on sale of investments (8,739) -- Write-down of investments -- 30,600 Gain on retirement of convertible subordinated notes (4,888) -- Changes in operating assets and liabilities: Accounts receivable, net 4,734 41,260 Prepaid expenses, other current assets and other long-term assets 775 6,103 Accounts payable 9,835 14,779 Accrued warranty (631) (1,840) Other accrued liabilities 3,489 (36,197) Deferred revenue 9,173 (4,366) --------- --------- Net cash provided by operating activities 72,672 39,851 INVESTING ACTIVITIES: Purchasing of property and equipment, net (9,505) (20,592) Purchases of available-for-sale investments (477,689) (602,348) Maturities and sales of available-for-sale investments 431,676 558,506 Increase in restricted cash (25,000) -- Minority equity investments (900) (1,000) --------- --------- Net cash used in investing activities (81,418) (65,434) FINANCING ACTIVITIES: Proceeds from issuance of common stock 35,107 8,564 Proceeds from issuance of convertible senior notes 392,750 -- Retirement of convertible subordinated notes (97,053) -- --------- --------- Net cash provided by financing activities 330,804 8,564 --------- --------- Net increase (decrease) in cash and cash equivalents 322,058 (17,019) Cash and cash equivalents at beginning of period 194,435 606,845 --------- --------- Cash and cash equivalents at end of period $ 516,493 $ 589,826 ========= ========= Supplemental Disclosure of Cash Flow Information: Cash paid for interest $ 23,460 $ 27,313
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