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) February 12, 2013
Cornerstone OnDemand, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-35098 | 13-4068197 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1601 Cloverfield Blvd.
Suite 620 South
Santa Monica, CA 90404
(Address of principal executive offices, including zip code)
(310) 752-0200
(Registrants telephone number, including area code)
(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 February 12, 2013, Cornerstone OnDemand, Inc. (the Company) issued a press release reporting financial results for the quarter and fiscal year ended December 31, 2012. The press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
This exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
The attached press release includes a discussion of certain non-GAAP financial measures as well as a reconciliation of such non-GAAP financial measures to the corresponding GAAP financial measures.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
Description | |
99.1 | Press release dated as of February 12, 2013. |
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.
CORNERSTONE ONDEMAND, INC. | ||
By: | /s/ Adam L. Miller | |
Adam L. Miller | ||
President and Chief Executive Officer |
Date: February 12, 2013
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press release dated as of February 12, 2013. |
Exhibit 99.1
Cornerstone OnDemand Announces Fourth Quarter and Fiscal Year 2012 Financial Results
| Record quarterly revenue of $36.4 million, up 63% year-over-year |
| Record quarterly non-GAAP revenue of $36.7 million, up 64% year-over-year1 |
| Record full year revenue of $117.9 million, up 56% year-over-year2 |
| Record full year non-GAAP revenue of $119.4 million, up 58% year-over-year1,2 |
| Record annual bookings of $154.3 million, up 58% year-over-year1 |
| Record net cash provided by operating activities of $10.3 million, up from $1.8 million in 2011 |
| Record full year non-GAAP gross margin of 73.2%1 |
| Ended the year with over 1,200 clients and over 10.5 million users3 |
SANTA MONICA, Calif. February 12, 2013 Learning and talent management software provider Cornerstone OnDemand, Inc. (NASDAQ: CSOD) today announced results for its fourth quarter and fiscal year ended December 31, 2012.
Through all of the consolidation that took place during 2012, our business continued to excel, and Cornerstone OnDemand is today the clear independent SaaS leader in learning and talent management, said Adam Miller, the Companys President and CEO. We are extremely proud of what our team was able to accomplish this past year. Our persistent drive to innovate has provided our clients with a best-of-breed, end-to-end talent management solution. With a truly global market opportunity, and our relentless focus on client success, we look forward to continued growth in the future.
Revenue for the fourth quarter of 2012 was $36.4 million, representing a 63% increase compared to the same period in 2011. Non-GAAP revenue for the fourth quarter of 2012 was $36.7 million, representing a 64% increase compared to the same period in 2011.1 Revenue for the full fiscal year 2012 was $117.9 million, representing a 56% increase compared to gross revenue for the full fiscal year 2011.2 Non-GAAP revenue for the full fiscal year 2012 was $119.4 million, representing a 58% increase compared to the full fiscal year 2011.1
Bookings, which the Company defines as gross revenue plus the change in deferred revenue for the period, were $56.1 million for the fourth quarter of 2012, representing a 46% increase compared to the same period in 2011. 1 Bookings for the full fiscal year 2012 were $154.3 million, representing a 58% increase compared to the full fiscal year 2011.1 Deferred revenue at December 31, 2012 was $92.3 million, representing a 65% increase compared to the balance at December 31, 2011.
Gross profit for the fourth quarter of 2012 was $25.7 million, representing a 61% year-over-year increase compared to the same period in 2011.
Gross profit for the full fiscal year 2012 was $83.3 million, representing a 54% increase compared to gross profit for the full fiscal year 2011, based on gross revenue.2 Gross margin for the full fiscal year 2012 was 70.7%. On a non-GAAP basis, gross margin for the full fiscal year 2012 was 73.2%.1
The Companys net loss for the fourth quarter of 2012 was $7.4 million, or $0.15 net loss per share. Non-GAAP net loss for the fourth quarter of 2012 was $2.9 million, or $0.06 net loss per share. Net loss for the full fiscal year 2012 was $31.4 million, or $0.63 net loss per share. Non-GAAP net loss for the full fiscal year 2012 was $16.0 million, or $0.32 net loss per share. Non-GAAP net loss is based on non-GAAP revenue and excludes, for the periods in which they are present, stock-based compensation and employer-related payroll taxes, amortization of intangible assets, acquisition costs, amortization of debt discount and issuance costs, early debt retirement expense, change in the fair value of preferred stock warrant liabilities, adjustments to taxes related to acquisition adjustments, and accretion related to preferred stock.1
During the fourth quarter of 2012, net cash provided by operating activities was $14.1 million as compared to $4.9 million in the same period in 2011. For the full fiscal year 2012, net cash provided by operating activities was $10.3 million as compared to $1.8 million for the full fiscal year 2011. At December 31, 2012, the Companys total cash and cash equivalents were $76.4 million and accounts receivable were $47.5 million, yielding a total of approximately $124.0 million.
The Company ended the quarter with over 1,200 clients and over 10.5 million users, representing 53% and 41% year-over-year growth of the Companys client base and users, respectively.3
1 | Non-GAAP revenue, bookings, non-GAAP net cash provided by operating activities, non-GAAP net loss, non-GAAP net loss per share, non-GAAP gross profit, and non-GAAP gross margin are non-GAAP financial measures. Please see the discussion in the |
section Non-GAAP Financial Measures and the reconciliations at the end of this release. Due to purchase accounting rules applicable to the acquisition of Sonar Limited we completed during the second quarter of 2012, the Company recorded an adjustment of $1.6 million to reduce to fair value the balance of deferred revenue attributable to contracts assumed from Sonar Limited. This fair value adjustment has the impact of reducing the amount of revenue attributable to contracts assumed from Sonar Limited by $0.3 million for the quarter ended December 31, 2012 and $1.4 million for the full fiscal year 2012. Our non-GAAP revenue calculation adds back these fair value adjustments. |
2 | Comparative year-over-year changes of revenue or gross profit uses gross revenue for the full fiscal year 2011. Gross revenue for the full fiscal year 2011 excludes the impact of a non-cash reduction of revenue related to a common stock warrant issued to ADP of $2.5 million. Net revenue and net loss for the full fiscal year 2011 was impacted by this non-cash reduction of revenue. |
3 | Includes contracted clients and active users of any combination of our cloud-based solutions, excluding Cornerstone Small Business Solution, or CSB. |
Quarterly Conference Call
Cornerstone OnDemand will host a conference call to discuss its fourth quarter and fiscal year 2012 results at 2:00 p.m. PST (5:00 p.m. ET) today. A live audio webcast of the conference call, together with detailed financial information, can be accessed through the companys Investor Relations Web site at http://investors.cornerstoneondemand.com/events.cfm. The live call can be accessed by dialing (888) 357-3694 (U.S.) or (973) 890-8276 (outside the U.S.) and referencing passcode: 92587407. A replay of the call will also be available at http://investors.cornerstoneondemand.com/events.cfm or via telephone until 11:59 p.m. PST on February 16, 2013 by dialing (855) 859-2056 (U.S.) or (404) 537-3406 (outside the U.S.), and referencing passcode: 92587407.
About Cornerstone OnDemand
Cornerstone OnDemand, Inc. is a leading global provider of comprehensive learning and talent management solutions. We enable organizations to meet the challenges they face in empowering their people and maximizing the productivity of their human capital. Our integrated software-as-a-service (SaaS) solution consists of the Cornerstone Recruiting Cloud, the Cornerstone Performance Cloud, the Cornerstone Learning Cloud and the Cornerstone Extended Enterprise Cloud. Our clients use our solution to source and recruit top talent, develop employees throughout their careers, engage employees effectively, improve business execution, cultivate future leaders, and integrate with their external networks of customers, vendors and distributors. We currently empower more than 10.5 million users across 189 countries and in 38 languages. www.csod.com
Note: Cornerstone® and Cornerstone OnDemand® are registered trademarks of Cornerstone OnDemand, Inc.
Forward-looking Statements
This release contains forward-looking statements, including statements regarding Cornerstone OnDemands future financial performance, market growth, the demand for and benefits from the use of Cornerstone OnDemands solutions, and general business conditions. Any forward-looking statements contained in this press release are based upon Cornerstone OnDemands historical performance and its current plans, estimates and expectations and are not a representation that such plans, estimates, or expectations will be achieved. These forward-looking statements represent Cornerstone OnDemands expectations as of the date of this press release. Subsequent events may cause these expectations to change, and Cornerstone OnDemand disclaims any obligation to update the forward-looking statements in the future. These forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from Cornerstone OnDemands current expectations. Important factors that could cause actual results to differ materially from those anticipated in our forward-looking statements include, but are not limited to, our ability to attract new clients; the extent to which clients renew their subscriptions for our solution; our ability to compete as the talent management provider for organizations of all sizes; changes in the proportion of our client base that is comprised of enterprise or mid-sized organizations; our ability to manage our growth, including additional headcount and entry into new geographies; the timing and success of solutions offered by our competitors; unpredictable macro-economic conditions; reductions in information technology spending; the success of our new product and service introductions; a disruption in our hosting network infrastructure; costs and reputational harm that could result from defects in our solution; the success of our strategic relationships with third parties; the loss of any of our key employees; increased demands on our infrastructure and costs associated with operating as a public company; failure to protect our intellectual property; acts of terrorism or other vandalism, war or natural disasters; changes in current tax or accounting rules; unanticipated costs or liabilities related to businesses that we acquire; and other risks and uncertainties. Further information on factors that could cause actual results to differ materially from the results anticipated by our forward-looking statements is included in Cornerstone OnDemands reports filed with the SEC, including its Form 10-Q filed with the SEC on November 14, 2012.
Non-GAAP Financial Measures
To supplement its consolidated financial statements, which are prepared and presented in accordance with GAAP, Cornerstone OnDemand has provided in this release certain measures that have not been prepared in accordance with GAAP. These non-GAAP financial measures include (i) non-GAAP revenue, which is defined as gross revenue plus revenue not recognized in the period due to the impact of purchase accounting rules on deferred revenue acquired through acquisitions, (ii) bookings, which are defined as gross revenue plus the change in deferred revenue for the period, (iii) non-GAAP net cash provided by operating activities, which excludes acquisition and acquisition-related costs and employer-related taxes from stock-based compensation, (iv) non-GAAP net loss and non-GAAP net loss per share, which are based on non-GAAP revenue and exclude, for the periods in which they are present, stock-based compensation and employer-related payroll taxes, amortization of intangible assets, acquisition costs, adjustments to taxes related to acquisition adjustments, amortization of debt discount and issuance costs, early debt retirement expense, change in the fair value of preferred stock warrant liabilities, and accretion related to preferred stock, and (v) non-GAAP gross profit and non-GAAP gross margin, which are calculated based on non-GAAP revenue and exclude stock-based compensation and amortization of certain intangible assets reflected in cost of revenue.
Cornerstone OnDemands management uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to the corresponding GAAP measures, in evaluating Cornerstone OnDemands ongoing operational performance and trends and in comparing its financial measures with other companies in the same industry, many of which present similar non-GAAP financial measures to help investors understand the operational performance of their businesses. However, it is important to note that the particular items Cornerstone excludes from, or includes in, its non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry.
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of the non-GAAP financial measures to such GAAP measures has been provided in the tables included as part of this press release.
Cornerstone OnDemand, Inc.
CONSOLIDATED BALANCE SHEETS
(in thousands)
December 31, 2012 | December 31, 2011 | |||||||
Assets |
||||||||
Cash and cash equivalents |
$ | 76,442 | $ | 85,409 | ||||
Accounts receivable, net |
47,528 | 34,110 | ||||||
Deferred commissions |
9,354 | 3,537 | ||||||
Prepaid expenses and other current assets, net |
8,249 | 3,789 | ||||||
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|
|
|
|||||
Total current assets |
141,573 | 126,845 | ||||||
Capitalized software development, net |
7,007 | 4,106 | ||||||
Property and equipment, net |
7,947 | 3,663 | ||||||
Intangible assets, net |
6,887 | 609 | ||||||
Goodwill |
8,193 | | ||||||
Other assets, net |
227 | 139 | ||||||
|
|
|
|
|||||
Total Assets |
$ | 171,834 | $ | 135,362 | ||||
|
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|||||
Liabilities and Stockholders Equity |
||||||||
Liabilities |
||||||||
Accounts payable |
$ | 4,849 | $ | 3,834 | ||||
Accrued expenses |
14,986 | 8,039 | ||||||
Deferred revenue, current portion |
87,759 | 52,338 | ||||||
Capital lease obligations, current portion |
1,643 | 1,617 | ||||||
Debt, current portion |
916 | 265 | ||||||
Other liabilities |
3,885 | 996 | ||||||
|
|
|
|
|||||
Total current liabilities |
114,038 | 67,089 | ||||||
Other liabilities, non-current |
3,592 | 806 | ||||||
Deferred revenue, net of current portion |
4,493 | 3,542 | ||||||
Capital lease obligations, net of current portion |
1,227 | 1,056 | ||||||
Long-term debt, net of current portion |
1,836 | 409 | ||||||
|
|
|
|
|||||
Total liabilities |
125,186 | 72,902 | ||||||
Stockholders Equity |
||||||||
Common stock |
5 | 5 | ||||||
Additional paid-in capital |
242,767 | 226,916 | ||||||
Accumulated deficit |
(196,041 | ) | (164,651 | ) | ||||
Accumulated other comprehensive (loss) income |
(83 | ) | 190 | |||||
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|
|
|
|||||
Total stockholders equity |
46,648 | 62,460 | ||||||
|
|
|
|
|||||
Total Liabilities and Stockholders Equity |
$ | 171,834 | $ | 135,362 | ||||
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|
Cornerstone OnDemand, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Gross revenue |
$ | 36,426 | $ | 22,386 | $ | 117,914 | $ | 75,522 | ||||||||
Common stock warrant charge 1 |
| | | (2,500 | ) | |||||||||||
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|
|||||||||
Net revenue |
36,426 | 22,386 | 117,914 | 73,022 | ||||||||||||
Cost of revenue 2, 3 |
10,722 | 6,382 | 34,591 | 21,285 | ||||||||||||
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|
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Gross profit |
25,704 | 16,004 | 83,323 | 51,737 | ||||||||||||
Operating expenses: |
||||||||||||||||
Sales and marketing 2 |
21,280 | 13,529 | 73,563 | 45,773 | ||||||||||||
Research and development 2 |
4,261 | 2,541 | 14,886 | 10,149 | ||||||||||||
General and administrative 2 |
7,566 | 4,545 | 25,912 | 15,122 | ||||||||||||
Amortization of certain acquired intangible assets |
251 | | 739 | | ||||||||||||
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Total operating expenses |
33,358 | 20,615 | 115,100 | 71,044 | ||||||||||||
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Loss from operations |
(7,654 | ) | (4,611 | ) | (31,777 | ) | (19,307 | ) | ||||||||
Other income (expense): |
||||||||||||||||
Interest income |
| 5 | | 20 | ||||||||||||
Interest expense |
(84 | ) | (105 | ) | (442 | ) | (902 | ) | ||||||||
Change in fair value of preferred stock warrant liabilities |
| | | (42,559 | ) | |||||||||||
Withdrawn secondary offering expense |
| | | (555 | ) | |||||||||||
Other, net |
82 | (196 | ) | 40 | (416 | ) | ||||||||||
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Other income (expense), net |
(2 | ) | (296 | ) | (402 | ) | (44,412 | ) | ||||||||
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Loss before income tax benefit (provision) for income taxes |
(7,656 | ) | (4,907 | ) | (32,179 | ) | (63,719 | ) | ||||||||
Income tax benefit (provision) |
239 | (49 | ) | 789 | (181 | ) | ||||||||||
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Net loss |
(7,417 | ) | (4,956 | ) | (31,390 | ) | (63,900 | ) | ||||||||
Accretion of redeemable preferred stock |
| | | (5,208 | ) | |||||||||||
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Net loss attributable to common stockholders |
$ | (7,417 | ) | $ | (4,956 | ) | $ | (31,390 | ) | $ | (69,108 | ) | ||||
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Net loss per share attributable to common stockholders, basic and diluted |
$ | (0.15 | ) | $ | (0.10 | ) | $ | (0.63 | ) | $ | (1.74 | ) | ||||
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Weighted-average common shares outstanding, basic and diluted |
50,486 | 48,597 | 49,929 | 39,824 | ||||||||||||
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1 | During the second quarter of 2011, we recorded a $2.5 million reduction of revenue associated with a common stock warrant to ADP. |
2 | Includes stock-based compensation and employer- related taxes as follows: |
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Cost of revenue |
$ | 356 | $ | 421 | $ | 1,669 | $ | 597 | ||||||||
Sales and marketing |
1,800 | 597 | 4,101 | 1,422 | ||||||||||||
Research and development |
354 | 152 | 982 | 765 | ||||||||||||
General and administrative |
1,494 | 702 | 5,652 | 2,047 | ||||||||||||
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Total |
$ | 4,004 | $ | 1,872 | $ | 12,404 | $ | 4,831 | ||||||||
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3 | Cost of revenue includes amortization of intangible assets as follows: |
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Cost of revenue |
$ | 305 | $ | 32 | $ | 964 | $ | 128 |
Cornerstone OnDemand, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Cash flows from operating activities: |
||||||||||||||||
Net loss |
$ | (7,417 | ) | $ | (4,956 | ) | $ | (31,390 | ) | $ | (63,900 | ) | ||||
Adjustments to reconcile net loss to net cash provided by operating activities: |
||||||||||||||||
Depreciation and amortization |
2,098 | 1,019 | 7,037 | 3,714 | ||||||||||||
Non-cash interest expense |
37 | 61 | 143 | 579 | ||||||||||||
Change in fair value of preferred stock warrant liabilities |
| | | 42,559 | ||||||||||||
Charges related to the issuance of common stock warrant |
| | | 2,500 | ||||||||||||
Unrealized foreign exchange (gain) loss |
(145 | ) | 202 | (182 | ) | 460 | ||||||||||
Stock-based compensation expense |
3,909 | 1,543 | 12,206 | 4,502 | ||||||||||||
Deferred income taxes |
(398 | ) | | (1,050 | ) | | ||||||||||
Withdrawn secondary offering expense |
| | | 555 | ||||||||||||
Non-cash charitable contribution of common stock |
| | | 193 | ||||||||||||
Changes in operating assets and liabilities, net of effects from acquisition: |
||||||||||||||||
Accounts receivable |
(2,196 | ) | (11,111 | ) | (12,254 | ) | (13,308 | ) | ||||||||
Deferred commissions |
(5,119 | ) | (728 | ) | (5,691 | ) | (1,274 | ) | ||||||||
Prepaid expenses and other assets |
(780 | ) | (272 | ) | (4,188 | ) | (1,804 | ) | ||||||||
Accounts payable |
(1,466 | ) | 566 | 190 | 915 | |||||||||||
Accrued expenses |
5,201 | 1,535 | 6,325 | 3,314 | ||||||||||||
Deferred revenue |
19,584 | 16,076 | 35,327 | 22,161 | ||||||||||||
Other liabilities |
780 | 937 | 3,822 | 666 | ||||||||||||
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Net cash provided by operating activities |
14,088 | 4,872 | 10,295 | 1,832 | ||||||||||||
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Cash flows from investing activities: |
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Purchases of property and equipment |
(1,776 | ) | | (2,123 | ) | (784 | ) | |||||||||
Capitalized software costs |
(1,368 | ) | (741 | ) | (5,030 | ) | (3,022 | ) | ||||||||
Purchase of available-for-sale securities |
| | | (34,079 | ) | |||||||||||
Proceeds from maturities of available-for-sale securities |
| 17,000 | | 34,000 | ||||||||||||
Cash paid for acquisition, net of cash acquired |
| | (12,428 | ) | | |||||||||||
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Net cash (used in) provided by investing activities |
(3,144 | ) | 16,259 | (19,581 | ) | (3,885 | ) | |||||||||
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Cash flows from financing activities: |
||||||||||||||||
Proceeds from initial public offering, net of underwriting discounts and commissions |
| | | 90,539 | ||||||||||||
Proceeds from issuance of preferred stock upon warrant exercises |
| | | 3,163 | ||||||||||||
Proceeds from issuance of debt |
1,043 | | 1,043 | 669 | ||||||||||||
Payments of initial public offering costs |
| | | (3,436 | ) | |||||||||||
Payments of withdrawn secondary offering costs |
| | | (555 | ) | |||||||||||
Repayment of debt |
(260 | ) | (56 | ) | (1,510 | ) | (9,207 | ) | ||||||||
Principal payments under capital lease obligations |
(523 | ) | (818 | ) | (1,919 | ) | (1,977 | ) | ||||||||
Payments of withholding tax on net exercise of stock-based awards |
| | | (48 | ) | |||||||||||
Proceeds from stock option and warrant exercises |
714 | 876 | 2,697 | 1,491 | ||||||||||||
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Net cash provided by financing activities |
974 | 2 | 311 | 80,639 | ||||||||||||
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Effect of exchange rate changes on cash and cash equivalents |
32 | (99 | ) | 8 | (244 | ) | ||||||||||
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Net increase (decrease) in cash and cash equivalents |
11,950 | 21,034 | (8,967 | ) | 78,342 | |||||||||||
Cash and cash equivalents at beginning of period |
64,492 | 64,375 | 85,409 | 7,067 | ||||||||||||
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Cash and cash equivalents at end of period |
$ | 76,442 | $ | 85,409 | $ | 76,442 | $ | 85,409 | ||||||||
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Cornerstone OnDemand, Inc.
RECONCILIATIONS OF REVENUE TO NON-GAAP REVENUE AND
GROSS MARGIN TO NON-GAAP GROSS MARGIN
(dollars in thousands)
(unaudited)
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Gross revenue |
$ | 36,426 | $ | 22,386 | $ | 117,914 | $ | 75,522 | ||||||||
Common stock warrant charge 1 |
| | | (2,500 | ) | |||||||||||
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Net revenue |
36,426 | 22,386 | 117,914 | 73,022 | ||||||||||||
Cost of revenue |
10,722 | 6,382 | 34,591 | 21,285 | ||||||||||||
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Gross profit |
$ | 25,704 | $ | 16,004 | $ | 83,323 | $ | 51,737 | ||||||||
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Gross margin |
70.6 | % | 71.5 | % | 70.7 | % | 70.9 | % | ||||||||
Net revenue |
$ | 36,426 | $ | 22,386 | $ | 117,914 | $ | 73,022 | ||||||||
Adjustments to net revenue |
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Common stock warrant charge 1 |
| | | 2,500 | ||||||||||||
Adjustments to revenue 2 |
293 | | 1,440 | | ||||||||||||
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Total adjustments to net revenue |
293 | | 1,440 | 2,500 | ||||||||||||
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Non-GAAP revenue |
$ | 36,719 | $ | 22,386 | $ | 119,354 | $ | 75,522 | ||||||||
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Cost of revenue |
$ | 10,722 | $ | 6,382 | $ | 34,591 | $ | 21,285 | ||||||||
Adjustments to costs of revenue |
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Amortization of intangible assets |
(305 | ) | (32 | ) | (964 | ) | (128 | ) | ||||||||
Stock based compensation and employer-related taxes |
(356 | ) | (421 | ) | (1,669 | ) | (597 | ) | ||||||||
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Total adjustments to cost of revenue |
(661 | ) | (453 | ) | (2,633 | ) | (725 | ) | ||||||||
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Non-GAAP costs of revenue |
10,061 | 5,929 | 31,958 | 20,560 | ||||||||||||
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Non-GAAP gross profit |
$ | 26,658 | $ | 16,457 | $ | 87,396 | $ | 54,962 | ||||||||
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Non-GAAP gross margin |
72.6 | % | 73.5 | % | 73.2 | % | 72.8 | % |
1 | During the second quarter of 2011, we recorded a $2.5 million reduction of revenue associated with a common stock warrant to ADP. |
2 | Due to purchase accounting rules, upon acquisition, Cornerstone recorded an adjustment of $1.6 million to reduce the balance of deferred revenue related to the assumed client contracts acquired from Sonar Limited. As a result of this adjustment, $0.3 million and $1.4 million of revenue was not recognized during the three and twelve months ended December 31, 2012, respectively. Therefore, revenue is adjusted by an increase of $0.3 million and $1.4 million to arrive at non-GAAP revenue for the three and twelve months ended December 31, 2012, respectively. |
Cornerstone OnDemand, Inc.
RECONCILIATIONS OF NET LOSS TO NON-GAAP NET LOSS AND NON-GAAP NET LOSS PER SHARE
(in thousands, except per share amounts)
(unaudited)
Three Months Ended December 31, |
Year Ended December 31, |
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2012 | 2011 | 2012 | 2011 | |||||||||||||
Net loss |
$ | (7,417 | ) | $ | (4,956 | ) | $ | (31,390 | ) | $ | (63,900 | ) | ||||
Adjustments to net loss |
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Common stock warrant charge |
| | | 2,500 | ||||||||||||
Stock-based compensation and employer-related payroll taxes |
4,004 | 1,872 | 12,404 | 4,831 | ||||||||||||
Acquisition related: |
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Adjustments to revenue 1 |
293 | | 1,440 | | ||||||||||||
Amortization of intangible assets |
492 | | 1,446 | | ||||||||||||
Acquisition costs |
| | 747 | | ||||||||||||
Adjustments to benefit (provision) for income taxes 2 |
(302 | ) | | (964 | ) | | ||||||||||
Change in fair value of preferred stock warrant liabilities |
| | | 42,559 | ||||||||||||
Withdrawn secondary offering expense |
| | | 555 | ||||||||||||
Other amortization costs and other expenses |
64 | 70 | 358 | 748 | ||||||||||||
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Total adjustments to net loss |
4,551 | 1,942 | 15,431 | 51,193 | ||||||||||||
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Non-GAAP net loss |
$ | (2,866 | ) | $ | (3,014 | ) | $ | (15,959 | ) | $ | (12,707 | ) | ||||
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Weighted-average common shares outstanding, basic and diluted |
50,486 | 48,597 | 49,929 | 39,824 | ||||||||||||
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|
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Non-GAAP net loss per share |
$ | (0.06 | ) | $ | (0.06 | ) | $ | (0.32 | ) | $ | (0.32 | ) | ||||
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|
1 | As of December 31, 2012, approximately $0.3 million and $1.4 million in estimated revenues were not recognized during the three and twelve months ended December 31, 2012, respectively, due to purchase accounting rules. |
2 | Income tax effects related to acquisition related adjustments. |
Cornerstone OnDemand, Inc.
CALCULATIONS OF BOOKINGS (DEFINED AS GROSS REVENUE PLUS CHANGE IN DEFERRED REVENUE)
(dollars in thousands)
(unaudited)
Deferred Revenue Balance |
Three Months Ended December 31, 2012 |
|||||||
Gross revenue |
$ | 36,426 | ||||||
Deferred revenue at September 30, 2012 |
$ | 72,622 | ||||||
Deferred revenue at December 31, 2012 |
92,252 | |||||||
|
|
|||||||
Change in deferred revenue |
19,630 | 19,630 | ||||||
|
|
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Bookings |
$ | 56,056 | ||||||
|
|
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Deferred Revenue Balance |
Three Months Ended December 31, 2011 |
|||||||
Gross revenue |
$ | 22,386 | ||||||
Deferred revenue at September 30, 2011 |
$ | 39,875 | ||||||
Deferred revenue at December 31, 2011 |
55,880 | |||||||
|
|
|||||||
Change in deferred revenue |
16,005 | 16,005 | ||||||
|
|
|||||||
Bookings |
$ | 38,391 | ||||||
|
|
|||||||
Percentage period-over-period increase in bookings for the three months ended December 31, 2012 |
46 | % | ||||||
Deferred Revenue Balance |
Year Ended December 31, 2012 |
|||||||
Gross revenue |
$ | 117,914 | ||||||
Deferred revenue at December 31, 2011 |
$ | 55,880 | ||||||
Deferred revenue at December 31, 2012 |
92,252 | |||||||
|
|
|||||||
Change in deferred revenue |
36,372 | 36,372 | ||||||
|
|
|||||||
Bookings |
$ | 154,286 | ||||||
|
|
|||||||
Deferred Revenue Balance |
Year Ended December 31, 2011 |
|||||||
Gross revenue |
$ | 75,522 | ||||||
Deferred revenue at December 31, 2010 |
$ | 33,818 | ||||||
Deferred revenue at December 31, 2011 |
55,880 | |||||||
|
|
|||||||
Change in deferred revenue |
22,062 | 22,062 | ||||||
|
|
|||||||
Bookings |
$ | 97,584 | ||||||
|
|
|||||||
Percentage period-over-period increase in bookings for the year ended December 31, 2012 |
58 | % |
Cornerstone OnDemand, Inc.
RECONCILIATIONS OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO NON-GAAP NET CASH PROVIDED BY OPERATING ACTIVITIES
(in thousands)
(unaudited)
Three Months Ended December 31, |
Year Ended December 31, |
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Net cash provided by operating activities |
$ | 14,088 | $ | 4,872 | $ | 10,295 | $ | 1,832 | ||||||||
Payment of acquisition related costs |
| | 747 | | ||||||||||||
Payment of employer related taxes from stock-based compensation |
95 | 329 | 198 | 329 | ||||||||||||
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Non-GAAP net cash provided by operating activities |
$ | 14,183 | $ | 5,201 | $ | 11,240 | $ | 2,161 | ||||||||
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|
|
|
|
|
|||||||||
Net cash (used in) provided by investing activities 1 |
$ | (3,144 | ) | $ | 16,259 | $ | (19,581 | ) | $ | (3,885 | ) | |||||
Net cash provided by financing activities |
$ | 974 | $ | 2 | $ | 311 | $ | 80,639 |
1 | Includes purchases of property and equipment and capitalized software development costs. |
Cornerstone OnDemand, Inc.
Investor Relations Contact:
Carolyn Bass, +1 (415) 445-3232
ir@csod.com
or
Media Contact:
Michelle Haworth, +1-310-752-0178
mhaworth@csod.com
Source: Cornerstone OnDemand
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