8-K

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): July 30, 2013

Jive Software, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-35367	42-1515522
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

325 Lytton Avenue, Suite 200

Palo Alto, California 94301

(Address of principal executive offices) (Zip code)

(650) 319-1920

Registrant’s telephone number, including area code

Not Applicable

(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:

¨ 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 July 30, 2013, Jive Software, Inc. (“Jive”) issued a press release announcing its financial results for the second quarter of fiscal 2013 ended June 30, 2013. In the press release, Jive also announced that it would be holding a conference call on July 30, 2013 to discuss its financial results for the quarter ended June 30, 2013. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

This information 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 a filing. Jive is making reference to non-GAAP financial information in both the press release and the conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On July 30, 2013, Jive announced that John F. Rizzo, Chief Marketing Officer, will step down from his current position effective immediately. Mr. Rizzo will continue as a non-executive employee of Jive through October 2013.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is attached hereto and this list is intended to constitute the exhibit index:

99.1 Press release dated July 30, 2013 regarding the second quarter 2013 financial results.

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SIGNATURE

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.

JIVE SOFTWARE, INC.
By:	/s/ Bryan J. LeBlanc
	Bryan J. LeBlanc
	Chief Financial Officer

Dated: July 30, 2013

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EX-99.1

Exhibit 99.1

For Immediate Release

Jive Software Announces Second Quarter 2013 Financial Results

• 2Q total revenue of $35.2 million, up 31% year-over-year

• 2Q total billings of $42.0 million, up 24% year-over-year

Palo Alto, Calif. – July 30, 2013 — Jive Software, Inc. (NASDAQ: JIVE), a leader in social business, today announced financial results for its second quarter ended June 30, 2013.

“Our second quarter financial results met or exceeded our guidance on both the top and bottom line. However, the evolution of the market toward the mainstream buyer, combined with our go-to-market execution challenges, led to longer than expected sales cycles at the end of the quarter,” stated Tony Zingale, Chairman & CEO of Jive. “Despite these challenges, we signed new blue chip customers, expanded relationships with existing strategic customers and led the market by delivering significant new product innovations.”

Zingale added, “We continue to have a solid overall sales pipeline, market leading solutions and a highly differentiated track record of delivering business value to customers. While the move to mainstream buyers is not without new challenges, we believe the reward for winning this opportunity will be substantial. We expect the Company to deliver improved execution in the second half of the year, and we believe that Jive is well positioned to be the pure play winner in the social business market.”

Second Quarter 2013 Financial Highlights

• Revenue: Total revenue for the second quarter was $35.2 million, an increase of 31% on a year-over-year basis. Within total revenue, product revenue was $31.6 million for the second quarter, an increase of 32% on a year-over-year basis. Professional Services revenue for the second quarter was $3.7 million, an increase of 21% on a year-over-year basis.

• Non-GAAP Billings: Total billings, which Jive defines as revenue plus the change in total deferred revenue, were $42.0 million for the second quarter, an increase of 24% on a year-over-year basis.

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• Gross Profit: GAAP gross profit for the second quarter was $21.5 million, compared to $16.0 million for the second quarter of 2012. Non-GAAP gross profit was $23.4 million for the second quarter, representing a year-over-year increase of 37%. Non-GAAP gross margin was 67%, representing a 300 basis point non-GAAP gross margin improvement compared to the second quarter of 2012.

• Loss from Operations: GAAP loss from operations for the second quarter was $18.8 million, compared to a loss from operations of $11.4 million for the second quarter of 2012. Non-GAAP loss from operations was $9.2 million, compared to a non-GAAP loss from operations of $6.7 million for the second quarter of 2012.

• Net Loss: GAAP net loss for the second quarter was $17.8 million, compared to a net loss of $11.6 million for the same period last year. GAAP net loss per share for the second quarter was $0.27 based on 66.8 million weighted-average shares outstanding, compared to a loss per share of $0.19 based on 61.9 million weighted-average shares outstanding for the same period last year.

Non-GAAP net loss for the second quarter was $9.5 million, compared to a non-GAAP net loss of $6.8 million for the same period last year. Non-GAAP net loss per share for the second quarter was $0.14 based on 66.8 million weighted-average shares outstanding, compared to a non-GAAP net loss per share of $0.11 based on 61.9 million weighted-average shares outstanding for the same period last year.

• Balance Sheet and Cash Flow: As of June 30, 2013, Jive had cash and cash equivalents and marketable securities of $160.9 million, compared to $173.5 million at the end of the first quarter. During the quarter, the Company used $11.0 million of cash to complete the acquisitions of StreamOnce and Clara.

The Company generated $214,000 in cash from operations and invested $1.9 million in capital expenditures, leading to free cash flow of ($1.7) million for the second quarter. Free cash flow was ($1.4) million for the second quarter of 2012. Free cash flow is defined as cash flows provided by operating activities minus cash flows used to purchase capital expenditures.

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A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”

Second Quarter and Recent Business Highlights

• Signed new and expanded customer relationships including ADEO Services, Allstate, eBay, FICO, Grant Thornton UK LLP, Massachusetts Higher Education Assistance Corp, La Capitale, Guardian Life Insurance, Siam Cement and Swedish Partners Medical Group.

• Announced the release of Jive StreamOnce, a new platform that allows people to seamlessly bring together all their business applications, including email, CRM systems, conversation streams, marketing productivity tools, document storage and data storage systems, into Jive.

• Launched the latest version of Producteev by Jive, the leading social task management solution that allows individuals, teams, and now entire organizations to easily track and manage tasks for free.

• Introduced a new suite of mobile apps, which include new iPad^®, iPhone^® and Android™ apps, that will provide people with a fast, convenient way to create content, find experts and answers, search for information and take action more effectively on the go, anywhere and anytime, all from their smartphones and tablets.

Financial Outlook

As of July 30, 2013, Jive is initiating guidance for its third quarter 2013 and adjusting guidance for the full year 2013, as follows:

• Third Quarter 2013 Guidance: Total revenue is expected to be in the range of $36.0 million to $37.0 million. Non-GAAP loss from operations is expected to be in the range of $9.5 million to $10.5 million. Non-GAAP loss per share is expected to be in the range of $0.14 to $0.16 based on approximately 67.0 million weighted-average diluted shares outstanding.

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• Full Year 2013 Guidance: Total revenue is expected to be in the range of $144.0 million to $146.0 million. Non-GAAP loss from operations is expected to be in the range of $38.0 million to $40.0 million. Non-GAAP loss per share is expected to be in the range of $0.59 to $0.62 based on approximately 66.7 million weighted-average diluted shares outstanding. Free cash flow is expected to be in the range of breakeven to a modest cash burn.

With respect to the Company’s expectations under “Financial Outlook” above, the Company has not reconciled non-GAAP loss from operations or non-GAAP loss per share to GAAP loss from operations and GAAP loss per share because the Company does not provide guidance for stock-based compensation, income taxes or amortization of intangible assets, which are reconciling items between those Non-GAAP and GAAP measures. As items that impact loss from operations and loss per share are out of the Company’s control and/or cannot be reasonably predicted, the Company is unable to provide such guidance. Accordingly, a reconciliation to loss from operations and loss per share is not available without unreasonable effort.

Quarterly Conference Call

Jive will host a conference call today at 2:00 p.m. PT (5:00 p.m. ET) to review the Company’s financial results for the second quarter 2013, in addition to discussing the Company’s outlook for the third quarter and full year 2013. To access this call, dial (866) 454-4209 (domestic) or (913) 312-0672 (international) with conference ID 5626120. A live webcast of the conference call will be accessible from the investor relations section of Jive’s website at http://investors.jivesoftware.com/ and a replay will be archived and accessible at: http://investors.jivesoftware.com/events.cfm. A replay of this conference call can also be accessed through August 13, 2013, by dialing (877) 870-5176 (domestic) or (858) 384-5517 (international). The replay pass code is 5626120.

About Jive Software

Jive Software (JIVE) is a leader in social business. Our cloud-based collaboration platform connects employees, customers and partners together – helping a company increase

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productivity by as much as 15%* according to research performed by a top three global business consultancy firm. By combining the power of cloud, mobile, big data and proprietary collaboration technologies, Jive is transforming the way work gets done and unleashing productivity, creativity and innovation for millions of people in many of the world’s largest companies. For a free trial of Jive’s next generation social business platform, please visit Try Jive.

For more information, please visit www.jivesoftware.com or the Jive News Blog here.

* Source: Top three global business consultancy research; November 2012

Non-GAAP Financial Measures

The Company uses certain non-GAAP financial measures in this release. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles.

Non-GAAP gross profit, loss from operations, net loss and net loss per share exclude stock-based compensation expenses, non-recurring expenses related to acquisitions, tax benefits derived from acquisitions, and amortization of acquisition related intangible assets. Total billings are defined by the Company as revenue plus the change in total deferred revenue. Management presents these non-GAAP financial measures because it considers them to be important supplemental measures of performance. Management uses the non-GAAP financial measures for planning purposes, including analysis of the Company’s performance against prior periods, the preparation of operating budgets and to determine appropriate levels of operating and capital investments. Management also believes that the non-GAAP financial measures provide additional insight for analysts and investors in evaluating the Company’s financial and operational performance. However, these non-GAAP financial measures have limitations as an analytical tool and are not intended to be an alternative to financial measures prepared in accordance with GAAP. We intend to provide these non-GAAP financial measures as part of our future earnings discussions and, therefore, the inclusion of these non-GAAP financial measures will provide consistency in our financial reporting. A reconciliation of these non-GAAP measures to GAAP is provided in the accompanying tables.

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Safe Harbor Statement

“Safe Harbor” statement under Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements, including statements concerning our financial guidance for the third fiscal quarter of 2013 and the full year of 2013, the future growth of the social business market, the shift in customer focus, our ability to achieve our guidance, growth in our sales pipeline, and our ability to capitalize on our leadership position in the social business market. The achievement of success in the matters covered by such forward-looking statements involves substantial risks, uncertainties and assumptions. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results or events could differ materially from the results expressed or implied by the forward-looking statements we make.

The risk and uncertainties referred to above include, but are not limited to, risks associated with our limited operating history; expectations regarding the widespread adoption of social business platforms by enterprises; uncertainty regarding the market for social business platforms; changes in the competitive dynamics of our market; our ability to increase and predict new subscription; subscription renewal or upsell rates and the impact these rates may have on our future revenues; our reliance on our own controls and third-party service providers to host some of our products; the risk that our security measures could be breached and unauthorized access to customer data could be obtained; potential third party intellectual property infringement claims; and the price volatility of our common stock.

More information about potential factors that could affect our business and financial results is contained in our prospectus as filed with the Securities and Exchange Commission. Additional information will also be set forth in our quarterly reports on Form 10-Q, annual reports on Form 10-K and other filings that we make with the Securities and Exchange Commission. We do not intend and undertake no duty to release publicly any updates or revisions to any forward-looking statements contained herein.

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Investor Contact:

Brian Denyeau

ICR

(646) 277-1251

brian.denyeau@icrinc.com

Media Contact:

Amanda Pires

(650) 465-1215

amanda.pires@jivesoftware.com

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JIVE SOFTWARE, INC.

Consolidated Statements of Operations

(In thousands, except per share amounts)

(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2013			2012			2013			2012
Revenues:
Product	$	31,559		$	23,904		$	62,222		$	45,575
Professional services		3,683			3,046			6,872			6,693
Total revenues		35,242			26,950			69,094			52,268
Cost of revenues:
Product		9,540			7,135			18,752			13,957
Professional services		4,215			3,792			8,063			7,581
Total cost of revenues		13,755			10,927			26,815			21,538
Gross profit		21,487			16,023			42,279			30,730
Operating expenses:
Research and development		13,749			9,127			26,426			17,482
Sales and marketing		20,480			14,581			39,344			25,937
General and administrative		6,081			3,751			11,947			7,553
Total operating expenses		40,310			27,459			77,717			50,972
Loss from operations		(18,823	)		(11,436	)		(35,438	)		(20,242	)
Other income (expense), net:
Interest income		62			46			131			60
Interest expense		(105	)		(144	)		(180	)		(232	)
Other, net		(105	)		(1	)		(109	)		(46	)
Total other income (expense), net		(148	)		(99	)		(158	)		(218	)
Loss before provision for (benefit from) income taxes		(18,971	)		(11,535	)		(35,596	)		(20,460	)
Provision for (benefit from) income taxes		(1,191	)		90			(1,215	)		114
Net loss	$	(17,780	)	$	(11,625	)	$	(34,381	)	$	(20,574	)
Basic and diluted net loss per share	$	(0.27	)	$	(0.19	)	$	(0.52	)	$	(0.33	)
Shares used in basic and diluted per share calculations		66,816			61,924			66,285			61,685

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JIVE SOFTWARE, INC.

Consolidated Balance Sheets

(In thousands, except share and per share data)

(Unaudited)

	June 30, 2013			December 31, 2012
Assets
Current Assets:
Cash and cash equivalents	$	50,188		$	48,955
Short-term marketable securities		84,651			96,492
Accounts receivable, net of allowances		42,488			54,200
Prepaid expenses and other current assets		9,034			7,864
Total current assets		186,361			207,511
Marketable securities, noncurrent		26,068			22,607
Property and equipment, net of accumulated depreciation		18,693			16,803
Goodwill		29,753			23,435
Intangible assets, net of accumulated amortization		16,764			11,710
Other assets		326			214
Total assets	$	277,965		$	282,280
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	10,669		$	9,557
Accrued payroll and related liabilities		5,363			7,357
Other accrued liabilities		7,377			7,123
Deferred revenue, current		96,794			87,698
Term debt, current		2,400			2,400
Total current liabilities		122,603			114,135
Deferred revenue, less current portion		31,321			29,349
Term debt, less current portion		7,200			8,400
Other long-term liabilities		1,154			538
Total liabilities		162,278			152,422
Commitments and contingencies
Stockholders’ Equity:
Common stock		7			7
Less treasury stock at cost		(3,352	)		(3,352	)
Additional paid-in capital		305,527			285,332
Accumulated deficit		(186,541	)		(152,160	)
Accumulated other comprehensive income		46			31
Total stockholders’ equity		115,687			129,858
Total liabilities and stockholders’ equity	$	277,965		$	282,280

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JIVE SOFTWARE, INC.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Cash flows from operating activities:
Net loss	$	(17,780	)	$	(11,625	)	$	(34,381	)	$	(20,574	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		4,530			2,385			7,787			4,603
Stock-based compensation		8,250			4,164			14,389			7,249
Change in deferred taxes		(1,351	)		—			(1,351	)		—
(Increase) decrease, net of acquisitions, in:
Accounts receivable, net		135			(981	)		11,712			2,980
Prepaid expenses and other assets		(605	)		(764	)		(1,009	)		(376	)
Increase (decrease), net of acquisitions, in:
Accounts payable		565			(1,468	)		(355	)		166
Accrued payroll and related liabilities		295			1,539			(1,963	)		(786	)
Other accrued liabilities		(587	)		721			100			(124	)
Deferred revenue		6,710			6,772			11,068			9,656
Other long-term liabilities		52			401			40			402
Net cash provided by operating activities		214			1,144			6,037			3,196
Cash flows from investing activities:
Payments for purchase of property and equipment		(1,926	)		(2,512	)		(4,789	)		(5,913	)
Purchases of marketable securities		(31,288	)		(31,497	)		(58,780	)		(65,848	)
Sales of marketable securities		14,068			—			23,721			—
Maturities of marketable securities		20,900			—			42,330			—
Acquisitions, net of cash acquired		(11,047	)		—			(11,047	)		—
Net cash used in investing activities		(9,293	)		(34,009	)		(8,565	)		(71,761	)
Cash flows from financing activities:
Proceeds from exercise of stock options		1,708			557			5,341			869
Taxes paid related to net share settlement of equity awards		(392	)		—			(392	)		—
Payments of initial public offering expenses		—			(248	)		—			(1,014	)
Repayments of term loans		(600	)		(500	)		(1,200	)		(1,250	)
Net cash provided by (used in) financing activities		716			(191	)		3,749			(1,395	)
Net increase (decrease) in cash and cash equivalents		(8,363	)		(33,056	)		1,221			(69,960	)
Effect of exchange rate changes		7			(7	)		12			(3	)
Cash and cash equivalents, beginning of period		58,544			143,749			48,955			180,649
Cash and cash equivalents, end of period	$	50,188		$	110,686		$	50,188		$	110,686

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JIVE SOFTWARE, INC.

RECONCILIATION OF NON-GAAP INFORMATION

(In thousands, except per share data)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Gross profit, as reported	$	21,487		$	16,023		$	42,279		$	30,730
Add back:
Stock-based compensation		777			528			1,298			786
Amortization related to acquisitions		926			620			1,682			1,245
Non-recurring acquisition expense		250			—			250			—
Gross profit, non-GAAP	$	23,440		$	17,171		$	45,509		$	32,761
Gross margin, non-GAAP		67	%		64	%		66	%		63	%
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Research and development, as reported	$	13,749		$	9,127		$	26,426		$	17,482
less:
Stock-based compensation		3,395			1,533			5,627			2,480
Amortization related to acquisitions		110			—			176			—
Non-recurring acquisition expense		19			—			19			—
Research and development, non-GAAP	$	10,225		$	7,594		$	20,604		$	15,002
As percentage of total revenues, non-GAAP		29	%		28	%		30	%		29	%
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Sales and marketing, as reported	$	20,480		$	14,581		$	39,344		$	25,937
less:
Stock-based compensation		2,405			928			4,629			1,454
Amortization related to acquisitions		115			—			175			—
Sales and marketing, non-GAAP	$	17,960		$	13,653		$	34,540		$	24,483
As percentage of total revenues, non-GAAP		51	%		51	%		50	%		47	%
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
General and administrative, as reported	$	6,081		$	3,751		$	11,947		$	7,553
less:
Stock-based compensation		1,673			1,175			2,835			2,529
General and administrative, non-GAAP	$	4,408		$	2,576		$	9,112		$	5,024
As percentage of total revenues, non-GAAP		13	%		10	%		13	%		10	%
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Loss from operations, as reported	$	(18,823	)	$	(11,436	)	$	(35,438	)	$	(20,242	)
Add back:
Stock-based compensation		8,250			4,164			14,389			7,249
Amortization related to acquisitions		1,151			620			2,033			1,245
Non-recurring acquisition expense		269			—			269			—
Loss from operations, non-GAAP	$	(9,153	)	$	(6,652	)	$	(18,747	)	$	(11,748	)
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Loss before provision for (benefit from) income taxes, as reported	$	(18,971	)	$	(11,535	)	$	(35,596	)	$	(20,460	)
Add back:
Stock-based compensation		8,250			4,164			14,389			7,249
Amortization related to acquisitions		1,151			620			2,033			1,245
Non-recurring acquisition expense		269			—			269			—
Loss before provision for (benefit from) income taxes, non-GAAP	$	(9,301	)	$	(6,751	)	$	(18,905	)	$	(11,966	)
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Net loss, as reported	$	(17,780	)	$	(11,625	)	$	(34,381	)	$	(20,574	)
Add back:
Stock-based compensation		8,250			4,164			14,389			7,249
Amortization related to acquisitions		1,151			620			2,033			1,245
Non-recurring acquisition expense		269			—			269			—
Tax benefit related to acquisitions		(1,351	)		—			(1,351	)		—
Net loss, non-GAAP	$	(9,461	)	$	(6,841	)	$	(19,041	)	$	(12,080	)
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Basic and diluted net loss per share, as reported	$	(0.27	)	$	(0.19	)	$	(0.52	)	$	(0.33	)
Add back:
Stock-based compensation		0.13			0.07			0.22			0.12
Amortization related to acquisitions		0.02			0.01			0.03			0.02
Non-recurring acquisition expense		—			—			—			—
Tax benefit related to acquisitions		(0.02	)		—			(0.02	)		—
Basic and diluted net loss per share, non-GAAP	$	(0.14	)	$	(0.11	)	$	(0.29	)	$	(0.20	)
	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Total revenues	$	35,242		$	26,950		$	69,094		$	52,268
Deferred revenue, end of period		128,115			87,482			128,115			87,482
Less: Deferred revenue, beginning of period		(121,405	)		(80,710	)		(117,047	)		(77,826	)
Billings	$	41,952		$	33,722		$	80,162		$	61,924

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