-----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, MZyzDXnsTAE/lRpZABMO9VUSQEhmkYB93ktGjM3EBwFsjxJK/X30xjj3olF/Sr2s Y/Dl/oRS/i8JKrFmXdeX2g== 0000891618-04-000142.txt : 20040115 0000891618-04-000142.hdr.sgml : 20040115 20040115163222 ACCESSION NUMBER: 0000891618-04-000142 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040115 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040115 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: 04527612 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 f95665e8vk.htm 8-K Juniper Networks, Inc., 8-K dated 1-15-2004
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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

January 15, 2004

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
incorporation or organization)		   (Commission file number)   (IRS employer identification
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

Table of Contents

Item 7. Financial Statements and Exhibits

     (c) Exhibits

     
Exhibit No.   Description
 
99.1   Press Release of Juniper Networks, Inc. issued on January 15, 2004

Item 12. Results of Operations and Financial Condition

     On January 15, 2004, Juniper Networks, Inc. (“Juniper Networks”) is issuing a press release and holding a conference call regarding its financial results for the fourth quarter and annual periods ending December 31, 2003. A copy of the press release is furnished as Exhibit 99.1 to this report. Juniper Networks is making forward-looking statements regarding 2004 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:   January 15, 2004
  By:   /s/ Marcel Gani
      Marcel Gani
Chief Financial Officer

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EXHIBIT INDEX

     
Exhibit #   Description
     
99.1   Press Release of Juniper Networks, Inc. issued on January 15, 2004

EX-99.1 3 f95665exv99w1.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 Q4'03 AND YEAR END 2003 FINANCIAL RESULTS Q4'03 NET REVENUE $207.0M; GAAP EPS $0.04; NON-GAAP EPS $0.07 2003 NET REVENUE $701.4M; GAAP EPS $0.10; NON-GAAP EPS $0.15 Sunnyvale, CA - January 15, 2004 -- Juniper Networks, Inc. (NASDAQ: JNPR) today reported its results for the fourth quarter and annual periods ending December 31, 2003. Net revenues for the fourth quarter were $207.0 million, compared with $155.3 million for the same period last year, an increase of 33 percent. GAAP net income for the fourth quarter was $14.7 million or $0.04 per share, compared with a GAAP net income of $8.5 million or $0.02 per share in the fourth quarter of 2002. Non-GAAP net income, which excludes restructuring expenses, the amortization of purchased intangibles and deferred compensation, and the loss on the partial retirement of the 4.75% Convertible Subordinated Notes was $27.7 million or $0.07 per share, compared with non-GAAP net income of $2.7 million or $0.01 per share in the fourth quarter of 2002. Net revenues for the year ended December 31, 2003 were $701.4 million, compared with $546.5 million for year ended December 31, 2002, an increase of 28 percent. GAAP net income for the year ended December 31, 2003 was $39.2 million or $0.10 per share, compared with a GAAP net loss of $119.7 million or $0.34 per share for the same period last year. Non-GAAP net income, which excludes restructuring expenses, in-process research and development expenses, integration expenses, the amortization of purchased intangibles and deferred compensation, an adjustment to the purchase price of an acquisition, the gain on the sale of investments, the write-down of investments and the gain (loss) on the partial retirement of the 4.75% Convertible Subordinated Notes was $59.0 million or $0.15 per share, compared with non-GAAP net loss of $4.8 million or $0.01 per share for the same period last year. Cash provided by operations was $62.9 million for the fourth quarter, which brings cash provided by operations for the year ended December 31, 2003 to $178.6 million, compared to cash provided by operations of $2.4 million for the year ended December 31, 2002. Capital expenditures and depreciation during the fourth quarter were $5.3 million and $8.2 million respectively. "The fourth quarter was exceptionally strong, and the value Juniper brings to market is clearly reflected in all aspects of our financial results," said Scott Kriens, chairman and CEO of Juniper Networks. "We are pleased with our progress throughout 2003, and encouraged by the confidence our customers have placed in Juniper as we look forward to 2004." Juniper Networks will host a conference call web cast today, January 15, 2004 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 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, 21180428, through January 22, 2004. The replays will be available 24 hours/day, including weekends. ABOUT JUNIPER NETWORKS, INC. - 1 - 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. The Infranet Initiative uses Juniper Networks MINT (Model for InfraNet Transformation) as its underlying framework. 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. ERX, ESP, E-series, Internet Processor, J-Protect, JUNOS, JUNOScript, JUNOSe, M5, M7i, M10, M10i, M20, M40, M40e, M160, M-series, NMC-RX, SDX, T320, T640, and T-series are trademarks of Juniper Networks, Inc. All other trademarks, service marks, registered trademarks, or registered service marks are the property of their respective owners. This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that if they ever materialize or prove incorrect, could cause the results of Juniper Networks to differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to any projections of earnings, revenues, margins, synergies or other financial items; any statements of the plans, strategies, and objectives of management for future operations; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing; and other risks that are described from time to time in Securities and Exchange Commission reports filed after Juniper Networks' Annual Report on Form 10-K for the fiscal year ended December 31, 2003. Juniper Networks assumes no obligation and does not intend to update these forward-looking statements. - 2 - JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
December 31, --------------------------- 2003 2002 ------------ ------------ ASSETS Current assets: Cash and cash equivalents $ 365,606 $ 194,435 Short-term investments 215,906 384,036 Accounts receivable, net 77,964 78,501 Prepaid expenses and other current assets 31,333 23,957 ------------ ------------ Total current assets 690,809 680,929 Property and equipment, net 244,491 266,962 Long-term investments 394,297 583,664 Restricted cash 30,837 -- Goodwill 983,397 987,661 Purchased intangible assets, net and other long-term assets 67,266 95,453 ------------ ------------ Total assets $ 2,411,097 $ 2,614,669 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 61,237 $ 51,747 Accrued compensation and related liabilities 42,650 25,122 Accrued warranty 35,324 32,358 Interest payable 1,968 13,197 Other accrued liabilities 74,322 73,454 Deferred revenue 75,312 46,146 ------------ ------------ Total current liabilities 290,813 242,024 Convertible subordinated notes and other 157,841 942,114 Convertible senior notes 400,000 -- Commitments and contingencies Stockholders' equity: Common stock and additional paid-in capital 1,557,376 1,461,910 Deferred stock compensation (1,228) (11,113) Accumulated other comprehensive income 4,414 17,052 Retained earnings (accumulated deficit) 1,881 (37,318) ------------ ------------ Total stockholders' equity 1,562,443 1,430,531 ------------ ------------ Total liabilities and stockholders' equity $ 2,411,097 $ 2,614,669 ============ ============
- 3 - JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (in thousands, except per share amounts)
Three months ended December 31, Year ended December 31, ------------------------ ------------------------ 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Net revenues: Product $ 179,104 $ 133,829 $ 602,455 $ 467,651 Service 27,851 21,437 98,938 78,896 ---------- ---------- ---------- ---------- Total net revenues 206,955 155,266 701,393 546,547 Cost of revenues: Product 54,753 49,521 200,621 179,721 Service 15,876 13,571 56,728 50,387 ---------- ---------- ---------- ---------- Total cost of revenues 70,629 63,092 257,349 230,108 ---------- ---------- ---------- ---------- Gross margin 136,326 92,174 444,044 316,439 Operating expenses: Research and development 44,695 44,281 176,104 161,891 Sales and marketing 44,380 35,582 145,784 126,803 General and administrative 7,170 6,502 28,462 34,263 Restructuring and other -- (2,601) 13,985 20,229 In-process research and development -- -- -- 83,479 Integration -- -- -- 2,507 Amortization of purchased intangible assets and deferred stock compensation (1) 5,375 (3,336) 22,698 14,304 ---------- ---------- ---------- ---------- Total operating expenses 101,620 80,428 387,033 443,476 ---------- ---------- ---------- ---------- Operating income (loss) 34,706 11,746 57,011 (127,037) Interest and other income 6,128 10,285 33,428 56,404 Interest and other expense (5,410) (12,079) (39,099) (55,605) Gain on sale of investments -- -- 8,739 -- Write-down of investments -- -- -- (50,451) Gain (loss) on retirement of convertible subordinated notes, net (15,193) -- (1,085) 62,855 Equity in net loss of joint venture -- -- -- (1,316) ---------- ---------- ---------- ---------- Income (loss) before income taxes 20,231 9,952 58,994 (115,150) Provision for income taxes 5,498 1,500 19,795 4,500 ---------- ---------- ---------- ---------- Net income (loss) $ 14,733 $ 8,452 $ 39,199 $ (119,650) ========== ========== ========== ========== Net income (loss) per share: Basic $ 0.04 $ 0.02 $ 0.10 $ (0.34) ========== ========== ========== ========== Diluted $ 0.04 $ 0.02 $ 0.10 $ (0.34) ========== ========== ========== ========== Shares used in computing net income (loss) per share: Basic 389,343 372,511 382,180 350,695 ========== ========== ========== ========== Diluted 413,716 382,504 403,072 350,695 ========== ========== ========== ========== - ----------------------------------------------- (1) Amortization of deferred stock compensation relates to the following cost and expense categories by period: Cost of revenues $ 15 $ 145 $ (33) $ 1,072 Research and development 511 (8,156) 1,925 (2,800) Sales and marketing 78 (784) 205 921 General and administrative 17 157 (60) 1,215 ---------- ---------- ---------- ---------- Total $ 621 $ (8,638) $ 2,037 $ 408 ========== ========== ========== ==========
- 4 - JUNIPER NETWORKS, INC. NON-GAAP CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (1) (in thousands, except per share amounts)
Three months ended December 31, Year ended December 31, ------------------------ ------------------------ 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Net revenues: Product $ 179,104 $ 133,829 $ 602,455 $ 467,651 Service 27,851 21,437 98,938 78,896 ---------- ---------- ---------- ---------- Total net revenues 206,955 155,266 701,393 546,547 Cost of revenues: Product 54,753 49,521 200,621 179,721 Service 15,876 13,571 56,728 50,387 ---------- ---------- ---------- ---------- Total cost of revenues 70,629 63,092 257,349 230,108 ---------- ---------- ---------- ---------- Gross margin 136,326 92,174 444,044 316,439 Operating expenses: Research and development 44,695 44,281 176,104 161,891 Sales and marketing 44,380 35,582 145,784 126,803 General and administrative 7,170 6,502 28,462 34,263 ---------- ---------- ---------- ---------- Total operating expenses 96,245 86,365 350,350 322,957 ---------- ---------- ---------- ---------- Operating income (loss) 40,081 5,809 93,694 (6,518) Interest and other income 6,128 10,285 32,238 56,404 Interest and other expense (5,410) (12,079) (39,099) (55,605) Equity in net loss of joint venture -- -- -- (1,316) ---------- ---------- ---------- ---------- Income (loss) before income taxes 40,799 4,015 86,833 (7,035) Provision (benefit) for income taxes 13,056 1,285 27,787 (2,251) ---------- ---------- ---------- ---------- Net income (loss) $ 27,743 $ 2,730 $ 59,046 $ (4,784) ========== ========== ========== ========== Net income (loss) per share: Basic $ 0.07 $ 0.01 $ 0.15 $ (0.01) ========== ========== ========== ========== Diluted $ 0.07 $ 0.01 $ 0.15 $ (0.01) ========== ========== ========== ========== Shares used in computing net income (loss) per share: Basic 389,343 372,511 382,180 350,695 ========== ========== ========== ========== Diluted 413,716 382,504 403,072 350,695 ========== ========== ========== ==========
(1) The non-GAAP statements exclude the restructuring expenses, the in-process research and development expenses, the integration expenses, the impact of the amortization of purchased intangibles and deferred stock compensation, an adjustment to the purchase price of an acquisition, the gain from the sale of investments, the impairment write-down of investments and the gain (loss) 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 December 31, Year ended December 31, ------------------------ ------------------------ 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Non-GAAP net income (loss) $ 27,743 $ 2,730 $ 59,046 $ (4,784) Restructuring and other -- 2,601 (13,985) (20,229) In-process research and development -- -- -- (83,479) Integration -- -- -- (2,507) Amortization of purchased intangible assets and deferred stock compensation (5,375) 3,336 (22,698) (14,304) Acquisition related adjustment -- -- 1,190 -- Gain on sale of investments -- -- 8,739 -- Write-down of investments -- -- -- (50,451) Gain (loss) on retirement of convertible subordinated notes, net (15,193) -- (1,085) 62,855 Income tax effect 7,558 (215) 7,992 (6,751) ---------- ---------- ---------- ---------- GAAP net income (loss) $ 14,733 $ 8,452 $ 39,199 $ (119,650) ========== ========== ========== ==========
- 6 - JUNIPER NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
Year ended December 31, ---------------------------- 2003 2002 ------------ ------------ OPERATING ACTIVITIES: Net income (loss) $ 39,199 $ (119,650) Adjustments to reconcile net income (loss) to net cash from operating activities: Depreciation 43,998 41,570 Amortization of purchased intangibles, deferred stock compensation, debt costs and other non-cash transactions 26,042 21,477 In-process research and development -- 83,479 Restructuring and other 3,621 1,701 Gain on sale of investments (8,739) -- Write-down of investments -- 50,451 Loss (gain) on retirement of convertible subordinated notes, net 1,085 (62,856) Tax benefit of employee stock options and sale of investments 10,813 -- Changes in operating assets and liabilities: Accounts receivable, net 537 39,362 Prepaid expenses and other current assets (2,758) 11,488 Other assets (334) 1,790 Accounts payable 12,963 9,093 Accrued compensation and related liabilities 17,528 (3,183) Interest payable (11,229) (2,921) Other accrued liabilities 16,662 (64,730) Deferred revenue 29,166 (4,661) ------------ ------------ Net cash provided by operating activities 178,554 2,410 INVESTING ACTIVITIES: Purchases of property and equipment, net (19,388) (36,127) Purchases of available-for-sale investments (734,679) (977,926) Maturities and sales of available-for-sale investments 1,085,929 1,095,541 Increase in restricted cash (30,837) -- Cash paid in connection with the Unisphere Networks acquisition, net of cash and cash equivalents acquired -- (375,803) Minority equity investments (900) (1,150) ------------ ------------ Net cash provided by (used in) investing activities 300,125 (295,465) FINANCING ACTIVITIES: Proceeds from issuance of common stock 91,755 26,620 Proceeds from issuance of convertible senior notes 392,750 -- Retirement of convertible subordinated notes (792,013) (145,975) ------------ ------------ Net cash used in financing activities (307,508) (119,355) ------------ ------------ Net increase (decrease) in cash and cash equivalents 171,171 (412,410) Cash and cash equivalents at beginning of period 194,435 606,845 ------------ ------------ Cash and cash equivalents at end of period $ 365,606 $ 194,435 ============ ============
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