EX-99.1 2 a10-9635_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

ACTIVIDENTITY REPORTS SECOND QUARTER FISCAL 2010

FINANCIAL RESULTS

 

FREMONT, Calif., May 6, 2010ActivIdentity Corporation (NASDAQ: ACTI), a global leader in credential management and strong authentication, reported revenue for the quarter ended March 31, 2010, of $14.2 million, compared to $16.1 million for the quarter ended March 31, 2009, and $14.7 million for the quarter ended December 31, 2009.

 

ActivIdentity’s net loss for the quarter ended March 31, 2010, was ($4.0) million, or ($0.08) per basic and diluted share, compared to a net loss of ($2.8) million, or ($0.06) per basic and diluted share for the three months ended March 31, 2009.  Net loss for the quarter ended March 31, 2010, was negatively impacted by $0.6 million in foreign exchange losses and $0.5 million write-down of auction rate securities.

 

ActivIdentity’s operating loss was ($3.0) million for the quarter ended March 31, 2010 compared to an operating loss of ($1.7) million for the quarter ended March 31, 2009, and ($2.9) million for the quarter ended December 31, 2009.  Adjusted EBITDA was ($1.0) million for the quarter ended March 31, 2010, a decrease of $1.7 million compared to the quarter ending March 31, 2009, and an increase of $0.2 million compared to the quarter ending December 31, 2009. General and administrative expenses in the quarter ending March 31, 2010 included significant legal expenses related to intellectual property litigation.  Adjusted EBITDA is a Non-GAAP measure and is defined as Operating Income (Loss) adjusted for non-recurring and non-cash items such as stock-based compensation expense, depreciation, amortization of intangibles, severance and asset impairments.

 

“The economic climate remains challenging and our financial results for the first two fiscal quarters reflect the softer demand that we experienced in certain markets for some of our products.  We have managed our expenses exceptionally well and we believe that our fiscal 2010 will show an increase in profitability and modest growth in revenue compared to fiscal 2009,” said Grant Evans, chief executive officer and chairman of ActivIdentity.  “We believe that the security and compliance market will outpace the total I.T. market growth rate over time.  Our focus has been on improving our operations and sales execution and we are confident that we will see gradual improvement.”

 

Financial Highlights

GAAP RESULTS

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

Mar. 31

 

Dec. 31

 

Mar. 31

 

Mar. 31

 

Mar. 31

 

(In Millions, except Per Share Data)

 

2010

 

2009

 

2009

 

2010

 

2009

 

Revenues

 

$

14.2

 

$

14.7

 

$

16.1

 

$

28.9

 

$

32.4

 

Net Loss

 

$

(4.0

)

$

(0.3

)

$

(2.8

)

$

(4.3

)

$

(7.4

)

Loss Per Share - Basic

 

$

(0.08

)

$

(0.01

)

$

(0.06

)

$

(0.09

)

$

(0.16

)

Loss Per Share - Diluted

 

$

(0.08

)

$

(0.01

)

$

(0.06

)

$

(0.09

)

$

(0.16

)

 

 

 

 

 

 

 

 

 

 

 

 

NON-GAAP RESULTS

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

(1.0

)

$

(1.2

)

$

0.7

 

$

(2.2

)

$

0.9

 

 

1



 

ActivIdentity is presenting non-GAAP numbers in this press release as it believes the one-time charges for non-recurring items and the non-cash charges distort the period to period results and that investors will benefit from the comparison of information from period to period without these items.  Please refer to the GAAP to non-GAAP reconciliation table for further detail.  Certain financial results are subject to the application of accounting estimates, especially with regards to fair value accounting.  Management has used what it believes to be appropriate valuation techniques to assess the fair value of impaired investments and the fair value of undelivered elements in multi-element software arrangements.

 

Conference Call Details

 

ActivIdentity will host its Fiscal Second Quarter conference call on Thursday, May 6, at 5:00 PM Eastern Standard Time / 2:00 PM Pacific Standard Time.

 

To access the conference call within the U.S. or Canada, please dial (866) 393-1796 and enter conference ID 69251524. To access the conference call outside the U.S. or Canada please dial (706) 679-9681 and enter conference ID 69251524.

 

A replay of the conference call will be available approximately two hours after the conclusion of the call at www.actividentity.com.

 

About ActivIdentity

 

ActivIdentity Corporation is a global leader in credential management and strong authentication, providing solutions to confidently establish a person’s identity when interacting digitally. For more than two decades the company’s experience has been leveraged by security-minded organizations in large-scale deployments such as the U.S. Department of Defense, Nissan, and Saudi Aramco. The company’s customers have issued more than 100 million credentials, securing the holder’s digital identity. ActivIdentity is headquartered in Silicon Valley, California. For more information, visit www.actividentity.com.

 

# # #

 

ActivIdentity is a registered trademark in the United States and/or other countries. All other trademarks are the property of their respective owners in the United States and/or other countries.

 

Safe Harbor Statement

 

The statements in this press release that are not historical facts are forward-looking statements that involve risks and uncertainties including, but not limited to, statements regarding ActivIdentity’s ability to achieve its fiscal year guidance and continued customer acceptance of its products.  These risks and uncertainties include risks relating to uncertainty in the economy and its impact on customer deployments of our products, customer adoption of ActivIdentity’s new products, continued expense reductions from ActivIdentity’s various restructuring and cost control measures, changes to our management team, the use of estimates and assumptions in our financial reporting, and other risks identified under the caption “Risk Factors” in our most recent

 

2



 

Annual Report on Form 10-K, and as may be amended  in subsequent Quarterly Reports on Form 10-Q, which are filed with the United States Securities and Exchange Commission (SEC). Copies of these filings are available from us and on the SEC website at www.sec.gov. Actual results, events and performance may differ materially from our forward-looking statements and final results may vary from our preliminary reports. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.  ActivIdentity disclaims any intention to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

Press Contact:

 

Torsten George

VP Marketing

+1 510-745-6310

tgeorge@actividentity.com

 

Investor Contact:

 

Jacques Kerrest

Chief Financial Officer

+1 510-574-1792

jkerrest@actividentity.com

 

3


 


 

ACTIVIDENTITY CORPORATION

CONDENSED CONSOLIDATED UNAUDITED BALANCE SHEETS

(In thousands)

 

 

 

March 31,

 

September 30,

 

 

 

2010

 

2009

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

65,588

 

$

75,624

 

Marketable Securities

 

12,873

 

3,100

 

Accounts receivable, net

 

14,540

 

13,983

 

Inventory

 

698

 

701

 

Prepaid and other current assets

 

1,632

 

556

 

Total current assets

 

95,331

 

93,964

 

Restricted cash

 

1,839

 

1,746

 

Investments

 

 

11,752

 

Property and equipment, net

 

2,041

 

2,353

 

Intangible assets, net

 

10,223

 

1,842

 

Goodwill

 

9,416

 

 

Other long-term assets

 

727

 

2,920

 

Total assets

 

$

119,577

 

$

114,577

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

2,178

 

$

1,853

 

Accrued compensation and related benefits

 

5,022

 

5,507

 

Accrued and other current liabilities

 

3,359

 

4,135

 

Current portion of deferred revenue

 

11,481

 

12,574

 

Total current liabilities

 

22,040

 

24,069

 

Other long-term liabilities

 

3,783

 

2,261

 

Total liabilities

 

25,823

 

26,330

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.001 par value: 10,000,000 shares authorized, none issued and outstanding

 

 

 

Common stock, $0.001 par value: 75,000,000 shares authorized, 48,082,422 and 45,866,110 issued and outstanding as of March 31, 2010 and September 30, 2009, respectively

 

46

 

46

 

Additional paid-in capital

 

436,380

 

429,105

 

Accumulated deficit

 

(332,911

)

(328,599

)

Accumulated other comprehensive loss

 

(10,068

)

(12,616

)

Total ActivIdentity stockholder’s equity

 

93,447

 

87,936

 

Non-controlling interest

 

307

 

311

 

Total stockholders’ equity

 

93,754

 

88,247

 

Total liabilities and stockholders’ equity

 

$

119,577

 

$

114,577

 

 

4



 

ACTIVIDENTITY CORPORATION

CONDENSED CONSOLIDATED UNAUDITED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

 

 

 

Three Months Ended March 31,

 

Six Months Ended March 31,

 

 

 

2010

 

2009

 

2010

 

2009

 

Revenue:

 

 

 

 

 

 

 

 

 

Software

 

6,055

 

6,207

 

11,184

 

11,517

 

Hardware

 

2,593

 

4,148

 

6,701

 

8,951

 

Service

 

5,586

 

5,775

 

11,011

 

11,963

 

Total revenue

 

14,234

 

16,130

 

28,896

 

32,431

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Software

 

394

 

1,142

 

846

 

2,181

 

Hardware

 

1,352

 

2,138

 

3,474

 

4,559

 

Service

 

2,160

 

1,891

 

4,209

 

3,983

 

Amortization of developed technology and patents

 

263

 

593

 

446

 

1,186

 

Total cost of revenue

 

4,169

 

5,764

 

8,975

 

11,909

 

Gross profit

 

10,065

 

10,366

 

19,921

 

20,522

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

4,401

 

5,294

 

8,834

 

10,304

 

Research and development

 

4,105

 

3,505

 

8,184

 

8,292

 

General and administration

 

4,615

 

3,204

 

8,778

 

6,631

 

Restructuring expense (net of recoveries)

 

(356

)

 

(356

)

 

Amortization of other intangible assets

 

311

 

41

 

363

 

82

 

Total operating expenses

 

13,076

 

12,044

 

25,803

 

25,309

 

Loss from operations

 

(3,011

)

(1,678

)

(5,882

)

(4,787

)

Other income (expense), net

 

(962

)

(475

)

1,712

 

(1,981

)

Loss before income tax and non-controlling interest

 

(3,973

)

(2,153

)

(4,170

)

(6,768

)

Income tax expense

 

47

 

624

 

149

 

653

 

Net loss

 

(4,020

)

(2,777

)

(4,319

)

(7,421

)

Less: net loss attributable to non-controlling interest

 

7

 

5

 

8

 

104

 

Net loss attributable to ActivIdentity stockholders

 

(4,013

)

(2,772

)

(4,311

)

(7,317

)

 

 

 

 

 

 

 

 

 

 

Basic and diluted net loss per share

 

(0.08

)

(0.06

)

(0.09

)

(0.16

)

Shares used to compute basic and diluted net loss per share

 

47,639

 

45,798

 

46,743

 

45,792

 

 

5



 

ACTIVIDENTITY CORPORATION

CONDENSED CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

 

Six Months Ended March 31,

 

 

 

2010

 

2009

 

Cash flows from operating activities:

 

 

 

 

 

Net loss

 

$

(4,311

)

$

(7,317

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

Gain on sale of investments

 

(2,382

)

 

Stock-based compensation expense

 

1,953

 

1,631

 

Amortization of developed technology and patents

 

446

 

1,186

 

Amortization of other intangible assets

 

363

 

82

 

Unrealized foreign exchange gain

 

716

 

2,831

 

Depreciation and amortization of fixed assets

 

550

 

691

 

Loss on disposal of property and equipment

 

 

59

 

Non-controlling interest in ActivIdentity Europe S.A.

 

(8

)

(104

)

Changes in assets and liabilities, net of assets acquired and liabilities assumed in a business combination:

 

 

 

 

 

Accounts receivable

 

(165

)

(1,472

)

Inventories

 

(115

)

611

 

Prepaid and other current assets

 

1,568

 

(2,453

)

Accounts payable

 

191

 

(140

)

Accrued compensation and related benefits

 

(557

)

292

 

Accrued and other liabilities

 

(1,380

)

637

 

Deferred revenue

 

607

 

2,663

 

Long-term income taxes receivable

 

 

2,693

 

Net cash provided by (used in) operating activities

 

(2,524

)

1,890

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Acquisition, net of cash acquired

 

(12,751

)

 

Proceeds from sales of investments

 

5,586

 

 

Purchases of property and equipment

 

(272

)

(108

)

Other long-term assets

 

80

 

(1

)

Proceeds from sales and maturities of marketable securities

 

 

6,125

 

Restricted cash

 

 

(1,340

)

Net cash provided by (used in) investing activities

 

(7,357

)

4,676

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

(155

)

(254

)

Net increase (decrease) in cash and cash equivalents

 

(10,036

)

6,312

 

Cash and cash equivalents, beginning of period

 

75,624

 

70,173

 

Cash and cash equivalents, end of period

 

$

65,588

 

$

76,485

 

 

6


 


 

Supplemental Financial Measures — Adjusted EBITDA

 

In this press release and our related earnings conference call, we intend to provide investors with a better understanding of operating results and underlying trends to assess our performance and liquidity.  We evaluate our operating performance based on several measures, including the non-GAAP financial measure of Adjusted EBITDA (defined as Operating Income adjusted for non-recurring and non-cash items such as stock-based compensation expenses, depreciation, amortization of intangibles, severance and asset impairments).  We believe Adjusted EBITDA is a useful supplemental financial measure for investors because it facilitates investors’ ability to evaluate the operational strength of the company’s business.  Adjusted EBITDA, however, is not calculated in accordance with GAAP and should not be considered a substitute for net income (loss) as an indicator of operating performance.  A reconciliation of Adjusted EBITDA to operating income (loss) from continuing operations is presented below.

 

ActivIdentity Corporation

Unaudited Reconciliation from GAAP Operating Income (Loss) to Adjusted EBITDA

(In thousands)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

Mar. 31

 

Dec. 31

 

Mar. 31

 

Mar. 31

 

Mar. 31

 

 

 

2010

 

2009

 

2009

 

2010

 

2009

 

Operating Income (Loss)

 

$

(3,011

)

$

(2,871

)

$

(1,678

)

$

(5,882

)

$

(4,787

)

 

 

 

 

 

 

 

 

 

 

 

 

Add back depreciation expense

 

275

 

275

 

316

 

550

 

691

 

 

 

 

 

 

 

 

 

 

 

 

 

Add back amortization expense

 

574

 

235

 

634

 

809

 

1,268

 

Add back stock compensation expense

 

1,115

 

838

 

740

 

1,953

 

1,631

 

 

 

 

 

 

 

 

 

 

 

 

 

Add back severance expense

 

423

 

277

 

639

 

700

 

2,139

 

Add back restructuring related expense

 

(356

)

0

 

0

 

(356

)

0

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

(980

)

$

(1,246

)

$

651

 

$

(2,226

)

$

942

 

 

Supplemental Financial Measures — Non-GAAP Results

 

This press release contains non-GAAP financial measures. The following table reconciles the non-GAAP financial measures in the press release to the most directly comparable financial measures prepared in accordance with Generally Accepted Accounting Principles (GAAP).  These non-GAAP measures include non-GAAP costs of revenue, operating expenses, other expenses, net loss and net loss per share amounts.

 

Non-GAAP financial measures should not be considered as a substitute for, or superior to, GAAP financial measures, which should be considered as the primary financial metrics for evaluating our financial performance. Significantly, non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles. Instead, they are based on subjective determinations by management designed to supplement our GAAP financial measures.  They are subject to a number of important limitations and should be considered only in conjunction with our consolidated financial statements prepared in accordance with GAAP.  Our non-GAAP

 

7



 

financial measures differ from GAAP measures with the same names, may vary over time, and may differ from non-GAAP financial measures with the same or similar names used by other companies.  Accordingly, investors should exercise caution when evaluating our non-GAAP financial measures.

 

Despite these limitations, we believe our non-GAAP financial measures provide meaningful supplemental information about our operating results, primarily because they exclude goodwill and investment impairments as well as costs and expenses that we do not believe are indicative of the ongoing operating performance of our business and our senior management.  Although these items should properly be considered in our GAAP financial measures, we believe they should be excluded when evaluating our current operating performance.  The non-GAAP financial measures disclosed in the accompanying press release are used by our Board of Directors and senior management to evaluate our current operating performance, are used in evaluating the performance of our senior management, and are used in our budget and planning processes.  We believe that our non-GAAP financial measures are helpful to investors by facilitating comparisons of our current and prior operating results and by facilitating comparisons of our operating results with those of other software companies.

 

8



 

Unaudited Reconciliation from GAAP to Non-GAAP Expenses

(In thousands)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

Mar. 31

 

Dec. 31

 

Mar. 31

 

Mar. 31

 

Mar. 31

 

 

 

2010

 

2009

 

2009

 

2010

 

2009

 

COST OF REVENUE (GAAP)

 

$

4,169

 

$

4,806

 

$

5,764

 

$

8,975

 

$

11,909

 

Subtract depreciation expense

 

(11

)

(13

)

(19

)

(24

)

(41

)

Subtract amortization expense

 

(263

)

(183

)

(593

)

(446

)

(1,186

)

Subtract stock-based compensation expense

 

(47

)

(40

)

(38

)

(87

)

(94

)

Subtract severance expense

 

(40

)

0

 

(11

)

(40

)

(17

)

 

 

 

 

 

 

 

 

 

 

 

 

COST OF REVENUE (NON-GAAP)

 

3,808

 

4,570

 

5,103

 

8,378

 

10,571

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

Sales & Marketing (GAAP)

 

$

4,401

 

$

4,433

 

$

5,294

 

$

8,834

 

$

10,304

 

Subtract depreciation expense

 

(21

)

(23

)

(32

)

(44

)

(70

)

Subtract stock-based compensation expense

 

(116

)

(127

)

(164

)

(243

)

(317

)

Subtract severance expense

 

(79

)

(162

)

(515

)

(241

)

(1,153

)

 

 

 

 

 

 

 

 

 

 

 

 

Sales & Marketing (Non-GAAP)

 

4,185

 

4,121

 

4,583

 

8,306

 

8,764

 

 

 

 

 

 

 

 

 

 

 

 

 

Research & Development (GAAP)

 

$

4,105

 

$

4,079

 

$

3,505

 

$

8,184

 

$

8,292

 

Subtract depreciation expense

 

(30

)

(35

)

(45

)

(65

)

(99

)

Subtract stock-based compensation expense

 

(220

)

(199

)

(176

)

(419

)

(456

)

Subtract severance expense

 

(71

)

(11

)

0

 

(82

)

(779

)

 

 

 

 

 

 

 

 

 

 

 

 

Research & Development (Non-GAAP)

 

3,784

 

3,834

 

3,284

 

7,618

 

6,958

 

 

 

 

 

 

 

 

 

 

 

 

 

General & Administration (GAAP)

 

$

4,615

 

$

4,163

 

$

3,204

 

$

8,778

 

$

6,631

 

Subtract depreciation expense

 

(213

)

(204

)

(220

)

(417

)

(481

)

Subtract stock-based compensation expense

 

(732

)

(472

)

(362

)

(1,204

)

(764

)

Subtract severance expense

 

(233

)

(104

)

(113

)

(337

)

(190

)

 

 

 

 

 

 

 

 

 

 

 

 

General & Administration (Non-GAAP)

 

3,437

 

3,383

 

2,509

 

6,820

 

5,196

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of intangibles expense

 

311

 

52

 

41

 

363

 

82

 

Subtract amortization expense

 

(311

)

(52

)

(41

)

(363

)

(82

)

 

 

 

 

 

 

 

 

 

 

 

 

Restructuring related expenses

 

(356

)

0

 

0

 

(356

)

0

 

Subtract restructuring related expense

 

356

 

0

 

0

 

356

 

0

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES (GAAP)

 

$

13,076

 

$

12,727

 

$

12,044

 

$

25,803

 

$

25,309

 

OPERATING EXPENSES (Non-GAAP)

 

$

11,406

 

$

11,338

 

$

10,376

 

$

22,744

 

$

20,918

 

 

9



 

Discussion of Specific Items Excluded from Non-GAAP Financial Measures

 

We exclude the below items in our non-GAAP financial measures because we believe they are not closely related to the ongoing operating performance of our business and management and are generally excluded from our budget and planning process.  In addition, we believe our non-GAAP financial measures are helpful to investors by facilitating comparisons of our operating results over different time periods and by facilitating comparisons of our financial performance with that of other companies. Except for costs and expenses related to restructuring and severance, these items are non-cash and do not affect cash flows.

 

1.               Amortization of acquired intangible assets — In accordance with GAAP, we amortize intangible assets acquired in connection with acquisitions over the estimated useful lives of the assets.  We exclude these amortization costs in our non-GAAP financial measures because they (i) result from prior acquisitions, rather than the ongoing operating performance of our business, and (ii) absent additional acquisitions, are expected to decline over time as the remaining carrying amounts of these assets are amortized.  We believe excluding these costs helps investors compare our financial performance with that of other companies with different acquisition histories.  However, as with impairment charges, we recognize that amortization costs provide a helpful measure of the financial impact and performance of prior acquisitions and investors should consider our non-GAAP financial measures in conjunction with our GAAP financial results that include amortization costs.

 

2.               Stock-based compensation — We exclude stock-based compensation expense associated with stock options and restricted stock units granted to employees and non-executive directors in our non-GAAP financial measures.  While stock based compensation is a significant component of our expenses, we believe that investors wish to be able to exclude the effects of stock based compensation expenses in comparing our financial performance with that of other companies.

 

3.               Restructuring and severance — We exclude restructuring and severance in our non-GAAP financial measures because these costs are unrelated to our ongoing operations.  We believe excluding restructuring and severance expenses help investors compare our operating performance with that of other companies.  We recognize, however, that restructuring and severance will impact cash flows and that we and investors should carefully consider the impact of these costs on future cash flows.

 

4.               Depreciation expenses — We exclude depreciation expenses in our non-GAAP financial measures because these costs are non-cash charges.  Depreciation is an amortization of the original cost of a fixed asset upon acquisition.

 

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